Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT For the transition period from to Commission File Number: 0-16540 UNITED BANCORP, INC. (Exact name of registrant as specified in its charter) Ohio 34-1405357 (State or other jurisdicti ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT For the transition period from ____________ to ____________ Commission File Number: 0-16540 UNITED BANCORP, INC. (Exact name of registrant as specified in its charter) Ohio 34-1405357 (State or other j ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number 0-16540 UNITED BANCORP, INC. (Exact name of registrant as specified in its Charter.) Ohio 34-1405357 (State or other jurisdiction of incorpora ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT For the transition period from ____________ to _______________ Commission File Number: 0-16540 UNITED BANCORP, INC. (Exact name of registrant as specified in its charter) Ohio 34-1405357 (State or ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT For the transition period from ____________ to _______________ Commission File Number: 0-16540 UNITED BANCORP, INC. (Exact name of registrant as specified in its charter) Ohio 34-1405357 (State or other ...

FORM 10-Q [Filing Information](index=1&type=section&id=Filing%20Information) This document is a Form 10-Q quarterly report for UNITED BANCORP, INC for the period ended March 31, 2020 Form 10-Q Filing Details | Detail | Value | | :----- | :---- | | Filing Type | Quarterly Report (Form 10-Q) | | Period Ended | March 31, 2020 | | Registrant | UNITED BANCORP, INC | | Commission File Number | 0-16540 | | State of Incorporation | Ohio | | IRS Employer Identification No | 34-1405357 | | Principal Executive Offices | 201 South Fourth Street, Martins Ferry, Ohio 43935-0010 | | Telephone Number | (740) 633-0445 | | Trading Symbol | UBCP | | Exchange | NASDQ Capital Market | | Filer Status | Non-accelerated filer, Smaller Reporting Company | | Common Stock Outstanding (May 15, 2020) | 5,729,113 shares | PART I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=Item%201%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for the period ended March 31, 2020 - The financial statements are unaudited and reflect all necessary adjustments for fair presentation[22](index=22&type=chunk) Condensed Consolidated Balance Sheets (March 31, 2020 vs. December 31, 2019) | Item (In thousands) | March 31, 2020 | December 31, 2019 | Change (vs. Dec 2019) | | :------------------ | :------------- | :---------------- | :-------------------- | | **Assets** | | | | | Cash and cash equivalents | $28,042 | $14,985 | +$13,057 | | Available-for-sale securities | $197,401 | $188,785 | +$8,616 | | Loans, net | $445,629 | $439,317 | +$6,312 | | Total assets | $715,281 | $685,706 | +$29,575 | | **Liabilities** | | | | | Total deposits | $555,518 | $548,069 | +$7,449 | | Securities sold under repurchase agreements | $14,587 | $6,915 | +$7,672 | | Federal Home Loan Bank advances | $51,000 | $39,800 | +$11,200 | | Total liabilities | $652,333 | $625,784 | +$26,549 | | **Stockholders' Equity** | | | | | Total stockholders' equity | $62,948 | $59,922 | +$3,026 | | Total liabilities and stockholders' equity | $715,281 | $685,706 | +$29,575 | Condensed Consolidated Statements of Income (Three Months Ended March 31, 2020 vs. 2019) | Item (In thousands, except per share data) | 2020 | 2019 | Change (YoY) | | :--------------------------------------- | :--- | :--- | :----------- | | Total interest and dividend income | $7,319 | $6,315 | +$1,004 | | Total interest expense | $1,685 | $1,207 | +$478 | | Net Interest Income | $5,634 | $5,108 | +$526 | | Provision for Loan Losses | $563 | $90 | +$473 | | Net Interest Income After Provision for Loan Losses | $5,071 | $5,018 | +$53 | | Total noninterest income | $1,044 | $945 | +$99 | | Total noninterest expense | $4,410 | $4,162 | +$248 | | Income Before Federal Income Taxes | $1,705 | $1,801 | -$96 | | Provision for Federal Income Taxes | $126 | $187 | -$61 | | Net Income | $1,579 | $1,614 | -$35 | | Basic Earnings Per Share | $0.28 | $0.28 | $0.00 | | Diluted Earnings Per Share | $0.28 | $0.28 | $0.00 | | Dividends Per Share | $0.1425 | $0.13 | +$0.0125 | Condensed Consolidated Statements of Cash Flows (Three Months Ended March 31, 2020 vs. 2019) | Activity (In thousands) | 2020 | 2019 | Change (YoY) | | :---------------------- | :--- | :--- | :----------- | | Net cash provided by operating activities | $1,951 | $843 | +$1,108 | | Net cash used in investing activities | $(13,849) | $(11,190) | -$2,659 | | Net cash provided by financing activities | $24,955 | $17,786 | +$7,169 | | Increase in Cash and Cash Equivalents | $13,057 | $7,439 | +$5,618 | | Cash and Cash Equivalents, End of Period | $28,042 | $32,692 | -$4,650 | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed disclosures on accounting policies, securities, loans, and other financial items [Note 1: Summary of Significant Accounting Policies](index=10&type=section&id=Note%201%3A%20Summary%20of%20Significant%20Accounting%20Policies) This note outlines key accounting principles, including revenue recognition, loan loss allowance, and new standards - The Company's operations are primarily banking services for customers in specific Ohio counties and West Virginia[24](index=24&type=chunk)[26](index=26&type=chunk) - Revenue recognition for most transactions is not subject to ASC 606, while service charges are recognized upon completion[28](index=28&type=chunk)[29](index=29&type=chunk) - The **allowance for loan losses is a critical accounting policy** involving subjective estimates based on multiple factors[41](index=41&type=chunk)[42](index=42&type=chunk)[45](index=45&type=chunk) - The Company adopted ASU 2016-02 "Leases (Topic 842)" on January 1, 2019, with an **immaterial impact**[57](index=57&type=chunk)[58](index=58&type=chunk)[59](index=59&type=chunk) - The Company is evaluating ASU 2016-13 (CECL), with adoption expected to **significantly change ALL calculation processes**[60](index=60&type=chunk)[64](index=64&type=chunk) Basic and Diluted Earnings Per Share Calculation (Three Months Ended March 31) | Item (In thousands, except per share data) | 2020 | 2019 | | :--------------------------------------- | :--- | :--- | | Net income | $1,579 | $1,614 | | Less allocated earnings on non-vested restricted stock | (32) | (27) | | Less allocated dividends on non-vested restricted stock | (35) | (23) | | Net income allocated to common stockholders | $1,512 | $1,564 | | Weighted Average Shares | 5,463,739 | 5,515,418 | | Basic and diluted earnings per share | $0.28 | $0.28 | [Note 2: Securities](index=17&type=section&id=Note%202%3A%20Securities) This note details the company's available-for-sale securities portfolio, including fair values and unrealized gains - The total fair value of temporarily impaired investments **decreased significantly from $50.3 million to $8.0 million**[70](index=70&type=chunk)[71](index=71&type=chunk)[73](index=73&type=chunk) - During Q1 2020, the Company sold **$8.0 million of US Government Agency bonds**, realizing a gain of approximately $69,000[75](index=75&type=chunk) Available-for-sale Securities (March 31, 2020 vs. December 31, 2019) | Category (In thousands) | Amortized Cost (Mar 31, 2020) | Fair Value (Mar 31, 2020) | Amortized Cost (Dec 31, 2019) | Fair Value (Dec 31, 2019) | | :---------------------- | :---------------------------- | :------------------------ | :---------------------------- | :------------------------ | | U.S. government agencies | $32,000 | $32,203 | $40,000 | $39,528 | | Subordinated notes | $4,500 | $4,530 | $4,500 | $4,532 | | State and municipal obligations | $149,144 | $160,668 | $135,897 | $144,725 | | Total debt securities | $185,644 | $197,401 | $180,397 | $188,785 | Gross Unrealized Gains and Losses on Available-for-Sale Securities (March 31, 2020 vs. December 31, 2019) | Item (In thousands) | Gross Unrealized Gains (Mar 31, 2020) | Gross Unrealized Losses (Mar 31, 2020) | Gross Unrealized Gains (Dec 31, 2019) | Gross Unrealized Losses (Dec 31, 2019) | | :------------------ | :------------------------------------ | :------------------------------------- | :------------------------------------ | :------------------------------------- | | Total debt securities | $11,858 | $(101) | $9,029 | $(641) | [Note 3: Loans and Allowance for Loan Losses](index=20&type=section&id=Note%203%3A%20Loans%20and%20Allowance%20for%20Loan%20Losses) This note details the loan portfolio composition, risk characteristics, and allowance for loan losses activity - Commercial loans are primarily cash flow-based, while real estate and consumer loans depend on property values and personal income[77](index=77&type=chunk)[78](index=78&type=chunk)[79](index=79&type=chunk) - The Company uses credit grades (pass, special mention, substandard, doubtful) to monitor credit quality[89](index=89&type=chunk)[90](index=90&type=chunk)[91](index=91&type=chunk)[92](index=92&type=chunk) - In Q1 2020, two commercial loans totaling **$83,000 were restructured as troubled debt restructurings (TDRs)**[104](index=104&type=chunk)[105](index=105&type=chunk)[107](index=107&type=chunk) Loan Portfolio Composition (March 31, 2020 vs. December 31, 2019) | Loan Category (In thousands) | March 31, 2020 | December 31, 2019 | Change (vs. Dec 2019) | | :--------------------------- | :------------- | :---------------- | :-------------------- | | Commercial loans | $106,476 | $99,995 | +$6,481 | | Commercial real estate | $252,351 | $254,651 | -$2,300 | | Residential real estate | $80,151 | $77,205 | +$2,946 | | Installment loans | $9,359 | $9,697 | -$338 | | Total gross loans | $448,337 | $441,548 | +$6,789 | | Less allowance for loan losses | $(2,708) | $(2,231) | -$(477) | | Total loans, net | $445,629 | $439,317 | +$6,312 | Allowance for Loan Losses Activity (Three Months Ended March 31, 2020) | Item (In thousands) | Commercial | Commercial Real Estate | Residential | Installment | Total | | :------------------ | :--------- | :--------------------- | :---------- | :---------- | :---- | | Balance, beginning of period | $568 | $792 | $572 | $299 | $2,231 | | Provision charged to expense | $529 | $19 | $1 | $14 | $563 | | Losses charged off | $(42) | $(30) | $(6) | $(31) | $(109) | | Recoveries | $0 | $0 | $0 | $23 | $23 | | Balance, end of period | $1,055 | $781 | $567 | $305 | $2,708 | Loan Portfolio Quality Indicators (March 31, 2020 vs. December 31, 2019) | Loan Class (In thousands) | March 31, 2020 | December 31, 2019 | | :------------------------ | :------------- | :---------------- | | Pass Grade | $442,786 | $435,795 | | Special Mention | $3,750 | $4,016 | | Substandard | $1,801 | $1,737 | | Doubtful | $0 | $0 | | Total | $448,337 | $441,548 | Loan Portfolio Aging Analysis (March 31, 2020 vs. December 31, 2019) | Status (In thousands) | March 31, 2020 | December 31, 2019 | | :-------------------- | :------------- | :---------------- | | 30-59 Days Past Due and Accruing | $507 | $635 | | 60-89 Days Past Due and Accruing | $258 | $347 | | Greater Than 90 Days and Accruing | $0 | $226 | | Non Accrual | $1,850 | $1,452 | | Total Past Due and Non Accrual | $2,615 | $2,660 | | Current | $445,722 | $438,888 | | Total Loans Receivable | $448,337 | $441,548 | Impaired Loans (As of March 31, 2020) | Loan Category (In thousands) | Recorded Balance | Unpaid Principal Balance | Specific Allowance | Average Investment in Impaired Loans | Interest Income Recognized | | :--------------------------- | :--------------- | :----------------------- | :----------------- | :----------------------------------- | :------------------------- | | Commercial | $138 | $138 | $16 | $143 | $8 | | Commercial real estate | $758 | $758 | $0 | $761 | $0 | | Residential | $505 | $512 | $0 | $590 | $2 | [Note 4: Benefit Plans](index=28&type=section&id=Note%204%3A%20Benefit%20Plans) This note provides a summary of pension expense components for the first quarter of 2020 and 2019 Pension Expense (Three Months Ended March 31) | Item (In thousands) | 2020 | 2019 | | :------------------ | :--- | :--- | | Service cost | $98 | $75 | | Interest cost | $59 | $55 | | Expected return on assets | $(117) | $(102) | | Amortization of prior service cost and net loss | $13 | $1 | | Total Pension expense | $53 | $29 | [Note 5: Off-balance-sheet Activities](index=28&type=section&id=Note%205%3A%20Off-balance-sheet%20Activities) This note summarizes financial instruments with off-balance-sheet risk, such as loan commitments and credit lines - The Company issues financial instruments like loan commitments and credit lines that carry off-balance-sheet credit risk[109](index=109&type=chunk) Off-Balance-Sheet Financial Instruments (In thousands) | Item | March 31, 2020 | December 31, 2019 | | :-------------------------- | :------------- | :---------------- | | Commercial loans unused lines of credit | $48,485 | $40,538 | | Commitment to originate loans | $46,846 | $38,722 | | Consumer open end lines of credit | $38,295 | $38,575 | | Standby lines of credit | $46 | $46 | [Note 6: Accumulated Other Comprehensive Income](index=29&type=section&id=Note%206%3A%20Accumulated%20Other%20Comprehensive%20Income) This note details the components of accumulated other comprehensive income included in stockholders' equity Components of Accumulated Other Comprehensive Income (In thousands) | Item | March 31, 2020 | December 31, 2019 | | :---------------------------------------------------- | :------------- | :---------------- | | Net unrealized gain (loss) on securities available-for-sale | $11,757 | $8,389 | | Net unrealized loss for unfunded status of defined benefit plan liability | $(1,381) | $(1,381) | | Subtotal | $10,376 | $7,008 | | Less: Tax effect | $2,179 | $1,472 | | Net-of-tax amount | $8,197 | $5,536 | [Note 7: Fair Value Measurements](index=29&type=section&id=Note%207%3A%20Fair%20Value%20Measurements) This note explains the Company's fair value measurement methodologies using a three-level hierarchy - Fair value is measured using a three-level hierarchy based on the observability of inputs (Level 1, 2, and 3)[113](index=113&type=chunk)[114](index=114&type=chunk) - Impaired loans and foreclosed assets are measured at fair value on a nonrecurring basis and classified as **Level 3**[120](index=120&type=chunk)[121](index=121&type=chunk)[123](index=123&type=chunk) Fair Value Measurements of Available-for-Sale Securities (Recurring Basis, In thousands) | Item | Fair Value (Mar 31, 2020) | Level 1 | Level 2 | Level 3 | | :------------------------ | :------------------------ | :------ | :------ | :------ | | U.S. government agencies | $32,203 | $0 | $32,203 | $0 | | Subordinated Notes | $4,530 | $0 | $4,530 | $0 | | State and municipal obligations | $160,668 | $0 | $160,668 | $0 | | **Total (Mar 31, 2020)** | **$197,401** | **$0** | **$197,401** | **$0** | | Fair Value (Dec 31, 2019) | $188,785 | $0 | $188,785 | $0 | Fair Value Measurements of Nonrecurring Assets (In thousands) | Item | Fair Value (Mar 31, 2020) | Level 1 | Level 2 | Level 3 | | :-------------------------- | :------------------------ | :------ | :------ | :------ | | Collateral dependent impaired loans | $28 | $0 | $0 | $28 | | Foreclosed assets held for sale | $0 | $0 | $0 | $0 | Estimated Fair Values of Financial Instruments (March 31, 2020, In thousands) | Item | Carrying Amount | Fair Value (Level 1) | Fair Value (Level 2) | Fair Value (Level 3) | | :-------------------------- | :-------------- | :------------------- | :------------------- | :------------------- | | **Financial assets** | | | | | | Cash and cash equivalents | $28,042 | $28,042 | $0 | $0 | | Loans, net of allowance | $445,629 | $0 | $0 | $444,229 | | Federal Home Loan Bank stock | $4,452 | $0 | $4,452 | $0 | | Accrued interest receivable | $2,563 | $0 | $2,563 | $0 | | **Financial liabilities** | | | | | | Deposits | $555,518 | $0 | $554,096 | $0 | | Short term borrowings | $14,587 | $0 | $14,587 | $0 | | Federal Home Loan Bank Advances | $51,000 | $0 | $51,033 | $0 | | Subordinated debentures | $23,558 | $0 | $25,513 | $0 | | Interest payable | $704 | $0 | $704 | $0 | [Note 8: Repurchase Agreements](index=35&type=section&id=Note%208%3A%20Repurchase%20Agreements) This note describes the Company's repurchase agreements, which are secured borrowings collateralized by securities - Repurchase agreements are secured borrowings with customers, collateralized by the Company's investment securities[143](index=143&type=chunk)[145](index=145&type=chunk)[146](index=146&type=chunk) Repurchase Agreements (In thousands) | Item | March 31, 2020 | December 31, 2019 | | :-------------------------- | :------------- | :---------------- | | U.S. government agencies (Overnight and Continuous) | $14,587 | $6,915 | | Total Repurchase Agreements | $14,587 | $6,915 | | Carrying value of collateral | $17,400 | $9,400 | [Note 9: Core Deposits and Other Intangible Assets](index=36&type=section&id=Note%209%3A%20Core%20Deposits%20and%20Other%20Intangible%20Assets) This note provides information on goodwill and core deposit intangible assets, including amortization and impairment tests - Despite COVID-19 uncertainty, the Company concluded that **no goodwill impairment was identified** as of March 31, 2020[149](index=149&type=chunk) Goodwill and Core Deposit Intangibles (In thousands) | Item | March 31, 2020 | December 31, 2019 | | :-------------------------- | :------------- | :---------------- | | Goodwill (Balance end of period) | $682 | $682 | | Core deposit intangibles (Net) | $822 | $860 | Estimated Future Amortization Expense for Intangible Assets (In thousands) | Year | Amortization Expense | | :--- | :------------------- | | 2020 | $136 | | 2021 | $181 | | 2022 | $181 | | 2023 | $181 | | 2024 | $136 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%202%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial condition, results of operations, and the impacts of the COVID-19 pandemic [Introduction and Overview](index=38&type=section&id=Introduction) The Company maintained stable EPS despite a higher loan loss provision, supported by strong asset growth and net interest income - The Company has adapted its operating structure due to COVID-19, with remote work and services via drive-ups and digital channels[157](index=157&type=chunk) Key Financial Highlights (Three Months Ended March 31, 2020 vs. 2019) | Metric | 2020 | 2019 | Change (YoY) | | :-------------------------- | :--- | :--- | :----------- | | Diluted Earnings Per Share | $0.28 | $0.28 | $0.00 | | Net Income (in thousands) | $1,579 | $1,614 | -$35 | | Loan Loss Provision (in thousands) | $563 | $90 | +$473 | | Gross Loans (YoY increase) | +$34.4 million | N/A | +8.3% | | Securities & Other Restricted Stock (YoY increase) | +$57.5 million | N/A | +39.8% | | Total Interest Income (YoY increase) | +$1.0 million | N/A | +15.9% | | Net Interest Income (YoY increase) | +$525 thousand | N/A | +10.3% | | Net Interest Margin (Mar 31, 2020) | 3.76% | N/A | Relatively stable | | Nonaccrual loans & 30+ days past due (Mar 31, 2020) | $2.6 million | $3.5 million | -$0.9 million | | Nonaccrual loans & 30+ days past due (% of total loans) | 0.58% | 0.85% | -0.27% | | Net loans charged off (annualized) | $63 thousand | N/A | 0.06% | | Allowance for Loan Losses (% of total loans) | 0.60% | 0.50% | +0.10% | | ALL to Nonperforming Loans | 146.4% | 132.2% | +14.2% | | Shareholders' Equity (YoY increase) | +$9.1 million | N/A | +17.0% | | Book Value Per Share (YoY increase) | $10.75 | N/A | +17.0% | [Forward-Looking Statements and Critical Accounting Policies](index=39&type=section&id=Forward-Looking%20Statements) This section outlines risks associated with forward-looking statements and identifies the allowance for loan losses as critical - Forward-looking statements are subject to risks including economic conditions, regulatory changes, and interest rate fluctuations[158](index=158&type=chunk)[161](index=161&type=chunk) - The **allowance for loan losses is a critical accounting policy** involving complex and subjective management decisions[163](index=163&type=chunk)[164](index=164&type=chunk)[165](index=165&type=chunk) [Analysis of Financial Condition](index=41&type=section&id=Analysis%20of%20Financial%20Condition) This section analyzes changes in earning assets and funding sources, noting growth in loans, securities, and core deposits - Securities available for sale **increased by approximately $8.6 million** from December 31, 2019[174](index=174&type=chunk) - Repurchase agreements **increased by approximately $7.7 million** from December 31, 2019[178](index=178&type=chunk) Gross Loans by Category (March 31, 2020 vs. December 31, 2019) | Loan Category (In millions) | March 31, 2020 | December 31, 2019 | Change | | :-------------------------- | :------------- | :---------------- | :----- | | Gross Loans | $448.3 | $441.5 | +$6.8 | | Commercial & Commercial Real Estate | 80.0% of total | 80.3% of total | +$4.1 | | Residential Real Estate | 17.8% of total | 17.6% of total | +$2.9 | | Installment Loans | 2.2% of total | 2.1% of total | -$0.337 | Allowance for Loan Losses (March 31, 2020 vs. December 31, 2019) | Metric | March 31, 2020 | December 31, 2019 | | :-------------------------- | :------------- | :---------------- | | Allowance for loan losses | $2.7 million | $2.2 million | | % of total loans | 0.60% | 0.51% | | Net loan charge-offs (Q1 2020) | $63,000 | N/A | Deposit Growth (March 31, 2020 vs. December 31, 2019) | Deposit Category (In millions) | Change | | :----------------------------- | :----- | | Total core deposits | +$9.2 (1.7%) | | Savings accounts | +$2.8 (2.6%) | | Interest-bearing & non-interest bearing demand deposits | +$11.1 | | Certificates of deposit under $250,000 | +$4.7 | | Certificates of deposit greater than $250,000 | -$1.7 (12.2%) | [Results of Operations for the Three Months Ended March 31, 2020 and 2019](index=42&type=section&id=Results%20of%20Operations%20for%20the%20Three%20Months%20Ended%20March%2031%2C%202020%20and%202019) This section details financial performance for Q1 2020, highlighting changes in income, expenses, and provisions - The increase in noninterest expense was mainly due to personnel-related expenses and enhanced marketing functions[184](index=184&type=chunk) Key Income Statement Changes (Three Months Ended March 31, 2020 vs. 2019) | Item | 2020 (in thousands) | 2019 (in thousands) | Change (YoY) | | :-------------------------- | :------------------ | :------------------ | :----------- | | Diluted Earnings Per Share | $0.28 | $0.28 | $0.00 | | Net Interest Income | $5,634 | $5,108 | +$526 (10.3%) | | Provision for Loan Losses | $563 | $90 | +$473 | | Noninterest Income | $1,044 | $945 | +$99 | | Noninterest Expense | $4,410 | $4,162 | +$248 (6.0%) | | Provision for Federal Income Taxes | $126 | $187 | -$61 | | Effective Tax Rate | 7.4% | 10.4% | -3.0% | [COVID-19: Update on Company Action and Ongoing Risks](index=43&type=section&id=COVID-19%3A%20Update%20on%20Company%20Action%20and%20Ongoing%20Risks) This section details the Company's response to the COVID-19 pandemic, including operational changes and customer assistance - In response to COVID-19, the Bank **temporarily suspended branch lobby hours**, encouraging use of drive-thru and digital services[188](index=188&type=chunk) - The Company received customer requests for payment deferrals covering **630 loans totaling approximately $167 million**[189](index=189&type=chunk) - Employees are encouraged to work remotely, and the Bank is following the Families First Coronavirus Response Act (FFCRA)[191](index=191&type=chunk) - Management believes Q1 2020 performance was not significantly impacted by COVID-19 but acknowledges **significant future uncertainty**[192](index=192&type=chunk) - Potential ongoing risks include declining demand, increased loan delinquencies, collateral value depreciation, and higher loan loss provisions[194](index=194&type=chunk)[196](index=196&type=chunk) [Capital Resources](index=46&type=section&id=Capital%20Resources) This section discusses the Company's capital adequacy, internal capital growth, and compliance with regulatory requirements - The Company is **well-capitalized** according to Federal regulatory capital requirements under Basel III rules[200](index=200&type=chunk)[201](index=201&type=chunk)[202](index=202&type=chunk)[203](index=203&type=chunk) Stockholders' Equity and Capital Ratios (March 31, 2020 vs. December 31, 2019) | Metric | March 31, 2020 | December 31, 2019 | Change | | :-------------------------- | :------------- | :---------------- | :----- | | Stockholders' equity | $62.9 million | $59.9 million | +$3.0 million | | Total average stockholders' equity to total assets | 8.79% | 8.74% | +0.05% | | Common equity tier 1 capital ratio | 11.48% | N/A | N/A | | Tier 1 capital ratio | 12.27% | N/A | N/A | | Total capital ratio | 16.81% | N/A | N/A | | Leverage ratio | 8.93% | N/A | N/A | [Liquidity and Inflation](index=47&type=section&id=Liquidity) This section addresses liquidity management and the impact of inflation on the Company's financial condition - The Company manages liquidity to meet commitments using sources like net income, loan payments, and maturing securities[205](index=205&type=chunk) - **Interest rate movements have a greater impact** on the Company's financial condition than inflation rates[206](index=206&type=chunk)[207](index=207&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=47&type=section&id=Item%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Market risk disclosures remain unchanged from the Annual Report on Form 10-K for the year ended December 31, 2019 - **No significant changes** in market risk disclosures from the previous Form 10-K[208](index=208&type=chunk) [Item 4. Controls and Procedures](index=48&type=section&id=Item%204%20Controls%20and%20Procedures) Management confirms the effectiveness of disclosure controls and procedures as of the quarter's end - The CEO and CFO concluded that the Company's disclosure controls and procedures were **effective as of March 31, 2020**[210](index=210&type=chunk) - **No material changes** in internal control over financial reporting occurred during the quarter ended March 31, 2020[211](index=211&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=49&type=section&id=Item%201%20Legal%20Proceedings) The Company is not involved in any legal proceedings outside of ordinary routine litigation incidental to its business - **No material legal proceedings** beyond routine business litigation[213](index=213&type=chunk) [Item 1A. Risk Factors](index=49&type=section&id=Item%201A%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the Company's Form 10-K - **No material changes** to risk factors from the previous Form 10-K[214](index=214&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=49&type=section&id=Item%202%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports on issuer purchases of equity securities under a deferred compensation plan - Shares were purchased under the unfunded Deferred Compensation Plan for directors and officers, relying on Section 4(2) exemption[215](index=215&type=chunk) Issuer Purchases of Equity Securities (Common Stock) | Period | Total Number of Shares Purchased | Average Price Paid Per Share | | :---------------- | :----------------------------- | :--------------------------- | | 1/1/20 to 1/31/2020 | -- | -- | | 2/1/2020 to 2/28/2020 | 3,200 | $14.65 | | 3/1/2020 to 3/31/2020 | -- | -- | [Item 3. Defaults Upon Senior Securities](index=49&type=section&id=Item%203%20Defaults%20Upon%20Senior%20Securities) This section confirms there are no defaults upon senior securities - Not applicable[216](index=216&type=chunk) [Item 4. Other Information](index=50&type=section&id=Item%204%20Other%20Information) This section confirms there are no mine safety disclosures to report - Not applicable (Mine Safety Disclosures)[218](index=218&type=chunk) [Item 5. Exhibits](index=50&type=section&id=Item%205%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate governance and certification documents - The exhibits include corporate governance documents, description of common stock, CEO and CFO certifications, and XBRL financial data[219](index=219&type=chunk) SIGNATURES [Signatures](index=51&type=section&id=Signatures) The report is duly signed by the CEO and CFO on behalf of the company as of May 15, 2020 - The report was signed by Scott A Everson (President and CEO) and Randall M Greenwood (SVP, CFO, and Treasurer) on May 15, 2020[221](index=221&type=chunk)[223](index=223&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number 0-16540 UNITED BANCORP, INC. (Exact name of registrant as specified in its Charter.) Ohio 34-1405357 Registrant's telephone number, including ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT For the transition period from ____________ to _______________ Commission File Number: 0-16540 UNITED BANCORP, INC. (Exact name of registrant as specified in its charter) Ohio 34-1405357 (State or ...

[PART I - FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This part presents the unaudited condensed consolidated financial statements, management's discussion, market risk, and controls for the Company [ITEM 1. Financial Statements](index=4&type=section&id=ITEM%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements, including balance sheets, income statements, and cash flows, along with detailed notes on accounting policies, securities, loans, and recent financial events [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section provides a snapshot of the Company's financial position, detailing assets, liabilities, and stockholders' equity at specific reporting dates Condensed Consolidated Balance Sheets (In thousands) | Asset/Liability Category | June 30, 2019 | December 31, 2018 | | :----------------------- | :------------ | :---------------- | | **Assets** | | | | Cash and cash equivalents | $25,292 | $25,253 | | Available-for-sale securities | $161,605 | $123,991 | | Loans, net | $423,291 | $407,640 | | Total assets | $648,627 | $593,213 | | **Liabilities** | | | | Total deposits | $546,247 | $525,443 | | Subordinated debentures | $23,520 | $4,124 | | Total liabilities | $591,647 | $542,570 | | **Stockholders' Equity** | | | | Total stockholders' equity | $56,980 | $50,643 | | Total liabilities and stockholders' equity | $648,627 | $593,213 | - Total assets increased by **$55.4 million** (**9.37%**) from December 31, 2018, to June 30, 2019, driven primarily by increases in available-for-sale securities and net loans[6](index=6&type=chunk) - Total stockholders' equity increased by **$6.3 million** (**12.5%**) from December 31, 2018, to June 30, 2019[6](index=6&type=chunk) [Condensed Consolidated Statements of Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) This section details the Company's financial performance over specific periods, presenting revenues, expenses, and net income Condensed Consolidated Statements of Income (In thousands, except per share data) | Income Statement Item | Three months ended June 30, 2019 | Three months ended June 30, 2018 | Six months ended June 30, 2019 | Six months ended June 30, 2018 | | :-------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Total interest and dividend income | $6,648 | $5,107 | $12,963 | $9,732 | | Total interest expense | $1,469 | $707 | $2,676 | $1,230 | | Net interest income | $5,179 | $4,400 | $10,287 | $8,502 | | Provision for loan losses | $120 | $72 | $210 | $129 | | Total noninterest income | $947 | $888 | $1,892 | $1,768 | | Total noninterest expense | $4,172 | $3,754 | $8,334 | $7,333 | | Net income | $1,646 | $1,212 | $3,260 | $2,360 | | Basic EPS | $0.29 | $0.23 | $0.57 | $0.46 | | Diluted EPS | $0.29 | $0.23 | $0.57 | $0.46 | | Dividends Per Common Share | $0.1350 | $0.1300 | $0.2675 | $0.2600 | - Net income for the three months ended June 30, 2019, increased by **$434,000** (**35.8%**) year-over-year to **$1,646,000**[8](index=8&type=chunk) - Net income for the six months ended June 30, 2019, increased by **$900,000** (**38.1%**) year-over-year to **$3,260,000**, setting a new earnings record[8](index=8&type=chunk)[162](index=162&type=chunk) [Condensed Consolidated Statements of Comprehensive Income](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) This section presents the Company's comprehensive income, including net income and other comprehensive income components Condensed Consolidated Statements of Comprehensive Income (In thousands) | Comprehensive Income Item | Three months ended June 30, 2019 | Three months ended June 30, 2018 | Six months ended June 30, 2019 | Six months ended June 30, 2018 | | :------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net income | $1,646 | $1,212 | $3,260 | $2,360 | | Unrealized holding gains (losses) on securities, net of tax | $2,345 | $79 | $4,815 | $(91) | | Comprehensive income | $3,991 | $1,291 | $8,075 | $2,269 | - Comprehensive income significantly increased for both the three and six months ended June 30, 2019, primarily due to substantial unrealized holding gains on securities[10](index=10&type=chunk) [Condensed Consolidated Statements of Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) This section outlines changes in the Company's stockholders' equity, reflecting net income, other comprehensive income, and dividend distributions Condensed Consolidated Statements of Stockholders' Equity (In thousands) | Equity Component | Balance, April 1, 2019 | Net Income | Other Comprehensive Income | Cash Dividends | Shares Sold for Deferred Comp. Plan | Repurchase of Common Stock | Expense Related to Share-Based Comp. | Restricted Stock Activity | Amortization of ESOP | Balance, June 30, 2019 | | :--------------- | :--------------------- | :--------- | :------------------------- | :------------- | :---------------------------------- | :------------------------- | :----------------------------------- | :------------------------ | :------------------- | :--------------------- | | Common Stock | $5,927 | –– | –– | –– | –– | –– | –– | $12 | –– | $5,939 | | Additional Paid-in Capital | $22,826 | –– | –– | –– | $(379) | –– | $82 | $(12) | –– | $22,517 | | Retained Earnings | $25,153 | $1,646 | –– | $(797) | –– | –– | –– | –– | –– | $26,002 | | Accumulated Other Comprehensive Income (Loss) | $2,460 | –– | $2,345 | –– | –– | –– | –– | –– | –– | $4,805 | | Total Stockholders' Equity | $53,786 | $1,646 | $2,345 | $(797) | –– | $(149) | $82 | –– | $67 | $56,980 | - Total stockholders' equity increased from **$53,786 thousand** at April 1, 2019, to **$56,980 thousand** at June 30, 2019, primarily due to net income and other comprehensive income[12](index=12&type=chunk) - Cash dividends of **$0.1350** per share were paid for the three months ended June 30, 2019[12](index=12&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section details the Company's cash inflows and outflows from operating, investing, and financing activities Condensed Consolidated Statements of Cash Flows (In thousands) | Cash Flow Activity | Six months ended June 30, 2019 | Six months ended June 30, 2018 | | :----------------- | :----------------------------- | :----------------------------- | | Net cash provided by operating activities | $4,654 | $2,010 | | Net cash used in investing activities | $(42,321) | $(53,249) | | Net cash provided by financing activities | $37,706 | $53,232 | | Increase in Cash and Cash Equivalents | $39 | $1,993 | | Cash and Cash Equivalents, End of Period | $25,292 | $16,308 | - Net cash provided by operating activities more than doubled year-over-year for the six months ended June 30, 2019, reaching **$4,654 thousand**[15](index=15&type=chunk) - Financing activities provided **$37,706 thousand** in cash for the six months ended June 30, 2019, primarily due to a net change in deposits and proceeds from subordinated debentures[17](index=17&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [Note 1: Summary of Significant Accounting Policies](index=11&type=section&id=Note%201%3A%20Summary%20of%20Significant%20Accounting%20Policies) This note outlines the Company's significant accounting policies, including consolidation, revenue recognition, loan accounting, and the adoption of new accounting pronouncements - The Company's operations are almost exclusively derived from banking, primarily serving customers in specific Ohio counties and a Loan Production Office in Wheeling, West Virginia[21](index=21&type=chunk) - The Company adopted ASU 2016-02 (Leases) on January 1, 2019, recognizing a right-of-use asset and lease obligation of approximately **$126,000**[61](index=61&type=chunk) - The Company is evaluating ASU 2016-13 (Credit Losses), effective after December 15, 2019, which will shift from an incurred loss model to an expected credit loss model, potentially increasing the Allowance for Loan Losses at adoption[62](index=62&type=chunk)[65](index=65&type=chunk) [Note 2: Securities](index=20&type=section&id=Note%202%3A%20Securities) This note details the Company's available-for-sale securities portfolio, including fair values, unrealized gains and losses, and contractual maturities Available-for-sale Securities (In thousands) | Category | June 30, 2019 Fair Value | December 31, 2018 Fair Value | | :----------------------- | :----------------------- | :--------------------------- | | U.S. government agencies | $39,243 | $44,750 | | State and municipal obligations | $122,362 | $79,241 | | Total debt securities | $161,605 | $123,991 | - Total available-for-sale securities increased by **$37.6 million** from December 31, 2018, to June 30, 2019, with a significant increase in state and municipal obligations[67](index=67&type=chunk)[186](index=186&type=chunk) Unrealized Losses on Securities (In thousands) | Category | June 30, 2019 Fair Value (Unrealized Losses) | December 31, 2018 Fair Value (Unrealized Losses) | | :----------------------- | :------------------------------------------- | :----------------------------------------------- | | U.S. Government agencies | $11,989 ($(11)) | $44,750 ($(500)) | | State and Political Subdivisions | $2,215 ($(10)) | $5,182 ($(36)) | | Total temporarily impaired securities | $14,204 ($(21)) | $49,932 ($(536)) | - Unrealized losses are considered temporary, primarily due to interest rate changes, and the Company does not intend to sell these investments before recovery of their amortized cost bases[71](index=71&type=chunk)[74](index=74&type=chunk) [Note 3: Loans and Allowance for Loan Losses](index=22&type=section&id=Note%203%3A%20Loans%20and%20Allowance%20for%20Loan%20Losses) This note provides a detailed breakdown of the loan portfolio, including categories, risk characteristics, credit quality indicators, and allowance for loan losses Loan Portfolio (In thousands) | Loan Category | June 30, 2019 | December 31, 2018 | | :-------------------- | :------------ | :---------------- | | Commercial loans | $103,177 | $93,690 | | Commercial real estate | $235,605 | $223,461 | | Residential real estate | $76,245 | $78,767 | | Installment loans | $10,406 | $13,765 | | Total gross loans | $425,433 | $409,683 | | Less allowance for loan losses | $(2,142) | $(2,043) | | Total loans | $423,291 | $407,640 | - Gross loans increased by **$15.7 million** (**3.8%**) from December 31, 2018, to June 30, 2019, primarily driven by growth in commercial and commercial real estate loans[76](index=76&type=chunk)[180](index=180&type=chunk) Allowance for Loan Losses (In thousands) | Item | Six months ended June 30, 2019 | Six months ended June 30, 2018 | | :----------------------- | :----------------------------- | :----------------------------- | | Balance, January 1 | $2,043 | $2,122 | | Provision charged to expense | $210 | $129 | | Losses charged off | $(140) | $(203) | | Recoveries | $29 | $32 | | Balance, June 30 | $2,142 | $2,080 | - The allowance for loan losses increased to **$2.142 million** at June 30, 2019, representing **0.50%** of total loans, consistent with December 31, 2018[81](index=81&type=chunk)[184](index=184&type=chunk) Loan Portfolio Quality Indicators (In thousands) | Loan Class | June 30, 2019 Total | December 31, 2018 Total | | :----------------------- | :------------------ | :-------------------- | | Pass Grade | $419,769 | $405,544 | | Special Mention | $2,716 | $2,710 | | Substandard | $2,948 | $1,429 | | Doubtful | $–– | $–– | | Total | $425,433 | $409,683 | Loan Portfolio Aging Analysis (In thousands) | Delinquency Status | June 30, 2019 Total Past Due and Non Accrual | December 31, 2018 Total Past Due and Non Accrual | | :----------------- | :------------------------------------------- | :----------------------------------------------- | | Commercial | $74 | $192 | | Commercial real estate | $1,092 | $741 | | Residential | $2,136 | $2,606 | | Installment | $43 | $95 | | Total | $3,345 | $3,634 | - Total past due and nonaccrual loans decreased from **$3.634 million** at December 31, 2018, to **$3.345 million** at June 30, 2019, representing a solid **0.79%** of total loans[96](index=96&type=chunk)[98](index=98&type=chunk)[196](index=196&type=chunk) [Note 4: Benefit Plans](index=31&type=section&id=Note%204%3A%20Benefit%20Plans) This note summarizes the Company's pension expense, detailing components such as service cost, interest cost, and amortization of prior service cost Pension Expense (In thousands) | Item | Three months ended June 30, 2019 | Three months ended June 30, 2018 | Six months ended June 30, 2019 | Six months ended June 30, 2018 | | :----------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Service cost | $76 | $75 | $150 | $152 | | Interest cost | $55 | $55 | $110 | $110 | | Expected return on assets | $(102) | $(111) | $(204) | $(222) | | Amortization of prior service cost and net loss | $(10) | $1 | $2 | $(20) | | Pension expense | $10 | $29 | $58 | $20 | - Pension expense for the six months ended June 30, 2019, increased to **$58 thousand** from **$20 thousand** in the prior year, primarily due to changes in amortization of prior service cost and net loss[110](index=110&type=chunk) [Note 5: Off-balance-sheet Activities](index=31&type=section&id=Note%205%3A%20Off-balance-sheet%20Activities) This note summarizes the Company's off-balance-sheet financial instruments, including loan commitments and credit lines, with no material losses anticipated Off-balance-sheet Financial Instruments (In thousands) | Instrument Category | June 30, 2019 | December 31, 2018 | | :-------------------------- | :------------ | :---------------- | | Commercial loans unused lines of credit | $38,073 | $34,148 | | Commitment to originate loans | $24,001 | $21,319 | | Consumer open end lines of credit | $38,963 | $37,726 | | Standby lines of credit | $46 | $–– | - Commercial loans unused lines of credit increased by **$3.9 million** from December 31, 2018, to June 30, 2019[113](index=113&type=chunk) [Note 6: Accumulated Other Comprehensive Income (Loss)](index=32&type=section&id=Note%206%3A%20Accumulated%20Other%20Comprehensive%20Income%20(Loss)) This note details the components of accumulated other comprehensive income (loss), primarily driven by net unrealized gains on available-for-sale securities Accumulated Other Comprehensive Income (Loss) (In thousands) | Component | June 30, 2019 | December 31, 2018 | | :------------------------------------------------ | :------------ | :---------------- | | Net unrealized gain on securities available-for-sale | $6,754 | $658 | | Net unrealized loss for unfunded status of defined benefit plan liability | $(671) | $(671) |\ | Subtotal | $6,083 | $(13) | | Tax effect | $(1,278) | $3 | | Net-of-tax amount | $4,805 | $(10) | - Accumulated other comprehensive income (loss) significantly improved from a net loss of **$(10) thousand** at December 31, 2018, to a net gain of **$4,805 thousand** at June 30, 2019, primarily due to increased unrealized gains on available-for-sale securities[114](index=114&type=chunk) [Note 7: Fair Value Measurements](index=32&type=section&id=Note%207%3A%20Fair%20Value%20Measurements) This note describes the Company's fair value measurements, categorizing assets and liabilities into a three-level hierarchy based on input observability Fair Value Measurements of Available-for-sale Securities (In thousands) | Category | June 30, 2019 Fair Value (Level 2) | December 31, 2018 Fair Value (Level 2) | | :----------------------- | :------------------------------- | :------------------------------- | | U.S. government agencies | $39,243 | $44,750 | | State and municipal obligations | $122,362 | $79,241 | Fair Value Measurements of Nonrecurring Assets (Level 3, In thousands) | Asset Category | June 30, 2019 Fair Value | December 31, 2018 Fair Value | | :-------------------------- | :----------------------- | :--------------------------- | | Collateral dependent impaired loans | $1,301 | $314 | | Foreclosed assets held for sale | $30 | $91 | - Fair values for collateral-dependent impaired loans and foreclosed assets held for sale are classified as Level 3, relying on unobservable inputs like marketability discounts (**10%-35%**) applied to appraisals[123](index=123&type=chunk)[125](index=125&type=chunk)[131](index=131&type=chunk) Estimated Fair Values of Financial Instruments (In thousands) | Instrument | June 30, 2019 Carrying Amount | June 30, 2019 Fair Value (Level 3 for Loans) | December 31, 2018 Carrying Amount | December 31, 2018 Fair Value (Level 3 for Loans) | | :----------------------- | :---------------------------- | :------------------------------------------- | :-------------------------------- | :----------------------------------------------- | | Loans, net of allowance | $423,291 | $426,938 | $407,640 | $405,033 | | Deposits | $546,247 | $546,354 | $525,443 | $546,354 | | Subordinated debentures | $23,520 | $23,681 | $4,124 | $3,647 | [Note 8: Repurchase Agreements](index=38&type=section&id=Note%208%3A%20Repurchase%20Agreements) This note details the Company's repurchase agreements, accounted for as secured borrowings and collateralized by U.S. government and agency securities Repurchase Agreements (In thousands) | Category | June 30, 2019 Total | December 31, 2018 Total | | :----------------------- | :------------------ | :-------------------- | | U.S. government agencies | $7,674 | $8,068 | | Total | $7,674 | $8,068 | - Repurchase agreement borrowings decreased by **$394 thousand** from December 31, 2018, to June 30, 2019[146](index=146&type=chunk)[191](index=191&type=chunk) - These borrowings were collateralized with U.S. government and agency securities with a carrying value of **$15.5 million** at June 30, 2019[149](index=149&type=chunk) [Note 9: Acquisition](index=39&type=section&id=Note%209%3A%20Acquisition) This note describes the acquisition of Powhatan Point Community Bancshares, Inc., detailing the purchase price allocation, goodwill, and core deposit intangible - On October 15, 2018, United Bancorp acquired Powhatan Point Community Bancshares, Inc., with shareholders receiving **6.9233 shares** of UBCP common stock and **$28.52** in cash per share[150](index=150&type=chunk)[151](index=151&type=chunk) Acquisition Purchase Price Allocation (In thousands) | Item | Amount | | :----------------------- | :----- | | Total assets purchased | $62,328 | | Total liabilities assumed | $56,088 | | Estimated purchase price | $6,240 | | Core deposit intangible | $1,028 | | Goodwill | $682 | - The acquisition resulted in **$1.0 million** allocated to core deposit intangible (amortized over **7 years**) and **$682 thousand** to goodwill (not amortizable, subject to annual impairment test)[154](index=154&type=chunk) [Note 10: Subordinated Debentures](index=40&type=section&id=Note%2010%3A%20Subordinated%20Debentures) This note details the issuance of $20 million in junior subordinated debentures, structured as Tier 2 capital, and existing mandatorily redeemable debt securities - On May 14, 2019, the Company issued **$20 million** of junior subordinated debentures, bearing a fixed interest rate of **6.0%** until May 2024, then a floating rate (3-month LIBOR + **3.625%**), maturing in May 2029[156](index=156&type=chunk) - These debentures qualify as **Tier 2 capital** and the proceeds are used to support regulatory capital ratios and growth initiatives at Unified Bank[156](index=156&type=chunk)[190](index=190&type=chunk) - The Company also has **$4.1 million** of subordinated debentures issued in 2005, maturing in 2035, which are includible in **Tier I Capital** for regulatory purposes[158](index=158&type=chunk) [Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations](index=42&type=section&id=Item%202%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on financial performance, condition, and strategic initiatives, covering earnings, asset growth, credit quality, and capital resources - Diluted EPS for the six months ended June 30, 2019, increased to **$0.57** from $0.46 in 2018, and net income rose to **$3,260,000** from $2,360,000, representing a **38.1%** increase[161](index=161&type=chunk)[162](index=162&type=chunk)[193](index=193&type=chunk) - Earning assets grew by **$117.2 million** (**24.9%**) year-over-year, with loans increasing by **$45.9 million** (**12.1%**) and investment securities by **$71.2 million** (**78.8%**)[162](index=162&type=chunk) - Lower-cost retail deposits (noninterest-bearing, interest-bearing demand, and savings) grew by **$83.3 million** (**24%**) year-over-year, comprising **79%** of total deposits[163](index=163&type=chunk) - Credit quality remains strong with nonaccrual loans and loans past due 30+ days at **$3.4 million** (**0.79%** of total loans) at June 30, 2019, and net charge-offs to average loans at **0.05%** for the first six months of 2019[164](index=164&type=chunk)[196](index=196&type=chunk) - The Company aims to grow assets to **$1.0 billion** or greater, invest in technology for an omnichannel banking solution, and expand through acquisitions and new branch construction, including a new full-service office in Moundsville, West Virginia[167](index=167&type=chunk) - Return on equity (ROE) was **11.4%** and return on assets (ROA) was **1.04%** for the six months ended June 30, 2019[167](index=167&type=chunk) [Introduction](index=42&type=section&id=Introduction) This introduction highlights the Company's strong financial performance, including record net income and significant growth in earning assets and deposits - United Bancorp, Inc. reported diluted EPS of **$0.57** and net income of **$3,260,000** for the six months ended June 30, 2019, up from $0.46 and $2,360,000 in the prior year[161](index=161&type=chunk) - Net income increased by **$900,000** (**38.1%**) for the six-month period, setting a new earnings record, driven by strong organic and acquisition-related growth[162](index=162&type=chunk) - Higher-yielding earning assets grew by **$117.2 million** (**24.9%**) year-over-year, funded primarily by a **$83.3 million** (**24%**) increase in lower-cost retail deposits[162](index=162&type=chunk)[163](index=163&type=chunk) [Strategic Vision and Performance](index=43&type=section&id=Strategic%20Vision%20and%20Performance) This section outlines the Company's strategic plan for growth, including acquisitions, new banking centers, and technology investments - The Company's strategic plan focuses on growth through acquisitions, new banking centers in key markets, and profitable organic opportunities[167](index=167&type=chunk) - A **$20.0 million** subordinated debt issuance provides leverageable capital for growth, contributing to **Tier I Capital** at the bank level[167](index=167&type=chunk) - The Company is investing in technology to become an omnichannel bank, aiming for complete digital solutions within **one to two years**, and plans to construct a new banking center in Moundsville, West Virginia[167](index=167&type=chunk) [Shareholder Value and Outlook](index=44&type=section&id=Shareholder%20Value%20and%20Outlook) This section discusses the Company's commitment to shareholder value through increased dividends and its market valuation - The Company increased its cash dividend payout by **$0.0025** per quarter, now paying **$0.1350**, resulting in a forward dividend yield of **4.70%**[169](index=169&type=chunk) - The Company is trading at a forward price-to-earnings multiple of **10.0 times**, below the market sector average of **13 times**, indicating potential for higher market valuation[169](index=169&type=chunk) [Forward-Looking Statements](index=44&type=section&id=Forward-Looking%20Statements) This section cautions that forward-looking statements are subject to various risks and uncertainties, and the Company disclaims any obligation to revise them - Forward-looking statements are subject to risks and uncertainties, including economic conditions, regulatory policies, interest rate fluctuations, loan demand, and competition[170](index=170&type=chunk) - The Company disclaims any obligation to publicly revise forward-looking statements to reflect future events or circumstances[172](index=172&type=chunk) [Critical Accounting Policies](index=44&type=section&id=Critical%20Accounting%20Policies) This section discusses management's critical accounting policies, particularly the estimation and judgment involved in the allowance for loan losses - Management's assessment of the allowance for loan losses relies on estimates and judgments regarding economic factors, industry developments, and individual borrowers, which are susceptible to change[174](index=174&type=chunk) - The allowance is regularly reviewed by management and the board, considering specific and statistical loss estimates, loan portfolio characteristics, and economic conditions[175](index=175&type=chunk) [Analysis of Financial Condition](index=46&type=section&id=Analysis%20of%20Financial%20Condition) This section analyzes the Company's financial condition, focusing on earning assets, sources of funds, and overall balance sheet health [Earning Assets – Loans](index=46&type=section&id=Earning%20Assets%20%E2%80%93%20Loans) This section details the growth and composition of the Company's loan portfolio and the associated allowance for loan losses - Gross loans increased by **$15.7 million** to **$425.4 million** at June 30, 2019, from $409.7 million at December 31, 2018[180](index=180&type=chunk) - Commercial and commercial real estate loans increased by **$21.6 million** (**6.8%**) and comprised **79.6%** of total loans at June 30, 2019[180](index=180&type=chunk)[181](index=181&type=chunk) - The allowance for loan losses was **$2.1 million** (**0.50%** of total loans) at June 30, 2019, with net charge-offs of **$111,000** for the six months ended June 30, 2019[184](index=184&type=chunk) [Earning Assets – Securities](index=47&type=section&id=Earning%20Assets%20%E2%80%93%20Securities) This section discusses the changes in the Company's available-for-sale securities portfolio and investment strategy - Securities available for sale increased by approximately **$37.6 million** from December 31, 2018, to June 30, 2019, with continued value seen in state and political subdivision investments[186](index=186&type=chunk) [Sources of Funds – Deposits](index=47&type=section&id=Sources%20of%20Funds%20%E2%80%93%20Deposits) This section analyzes the growth and composition of the Company's deposit base, including core deposits and certificates of deposit - Total core deposits increased by approximately **$19.8 million** (**3.9%**) for the period ended June 30, 2019[187](index=187&type=chunk) - Interest-bearing and non-interest bearing demand deposits increased by **$9.7 million** (**3.1%**), and certificates of deposit under $250,000 increased by **$10.4 million** (**11.8%**)[187](index=187&type=chunk) - Certificates of deposit greater than $250,000 increased by **$1.0 million** (**6.6%**) and are used for rate sensitivity management[189](index=189&type=chunk) [Sources of Funds – Long Term Debt](index=47&type=section&id=Sources%20of%20Funds%20%E2%80%93%20Long%20Term%20Debt) This section details the Company's long-term debt, specifically the issuance of subordinated notes to support capital ratios and growth - The Company completed a private placement of **$20 million** in fixed-to-floating rate subordinated notes due 2029, structured as **Tier 2 capital** to support regulatory capital ratios and growth initiatives[190](index=190&type=chunk) [Sources of Funds – Securities Sold under Agreements to Repurchase and Other Borrowings](index=47&type=section&id=Sources%20of%20Funds%20%E2%80%93%20Securities%20Sold%20under%20Agreements%20to%20Repurchase%20and%20Other%20Borrowings) This section discusses changes in the Company's short-term borrowings, including securities sold under repurchase agreements - Short-term borrowings, including securities sold under repurchase agreements, decreased by approximately **$394,000** from December 31, 2018[191](index=191&type=chunk) [Results of Operations for the Six Months Ended June 30, 2019 and 2018](index=48&type=section&id=Results%20of%20Operations%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202019%20and%202018) This section analyzes the Company's financial performance for the six-month periods, focusing on key income statement components [Net Income](index=48&type=section&id=Net%20Income) This section highlights the significant increase in net earnings and diluted earnings per share for the six-month period - Net earnings for the six months ended June 30, 2019, were **$3,260,000**, an increase of **38.1%** from $2,360,000 in the same period of 2018[193](index=193&type=chunk) - Diluted earnings per share increased by **23.91%** to **$0.57** for the six months ended June 30, 2019, from $0.46 in 2018[193](index=193&type=chunk) [Net Interest Income](index=49&type=section&id=Net%20Interest%20Income) This section discusses the growth in net interest income after provision for loan losses, driven by strong loan and securities growth - Net interest income after provision for loan losses increased by **21.0%** (**$1.7 million**) for the six months ended June 30, 2019, compared to the same period in 2018, driven by strong loan and securities growth[195](index=195&type=chunk) [Provision for Loan Losses](index=49&type=section&id=Provision%20for%20Loan%20Losses) This section details the increase in provision for loan losses due to loan growth and the decrease in nonaccrual and past due loans - The provision for loan losses increased by **$81,000** to **$210,000** for the six months ended June 30, 2019, from $129,000 in 2018, reflecting solid loan growth[196](index=196&type=chunk) - Nonaccrual loans and loans past due 30+ days decreased by **$289,000** to **$3.34 million**, representing **0.79%** of total loans[196](index=196&type=chunk) [Noninterest Income](index=49&type=section&id=Noninterest%20Income) This section reports the increase in noninterest income, primarily driven by service charges on deposit accounts - Service charges on deposit accounts increased by **$126,000** for the six months ended June 30, 2019, compared to the same period in 2018[198](index=198&type=chunk) [Noninterest Expense](index=49&type=section&id=Noninterest%20Expense) This section explains the increase in noninterest expense, mainly due to personnel costs and acquisition-related expenses - Noninterest expense increased by **$1 million** (**13.7%**) year-over-year, primarily due to personnel-related expenses on the production side and the inclusion of expenses from the Powhatan Point acquisition[199](index=199&type=chunk) [Federal Income Taxes](index=49&type=section&id=Federal%20Income%20Taxes) This section details the decrease in federal income tax provision and the effective tax rate due to increased tax-exempt investments - The provision for federal income taxes decreased by **$73,000** to **$375,000** for the six months ended June 30, 2019[200](index=200&type=chunk) - The effective tax rate decreased to **10.1%** in 2019 from **16.0%** in 2018, due to an increase in tax-exempt state and political subdivision investments[200](index=200&type=chunk) [Results of Operations for the Three Months Ended June 30, 2019 and 2018](index=50&type=section&id=Results%20of%20Operations%20for%20the%20Three%20Months%20Ended%20June%2030%2C%202019%20and%202018) This section analyzes the Company's financial performance for the three-month periods, focusing on key income statement components [Net Income](index=50&type=section&id=Net%20Income) This section highlights the increase in net earnings and diluted earnings per share for the three-month period - Net earnings for the three months ended June 30, 2019, were **$1,646,000**, up from $1,212,000 in the same period of 2018[202](index=202&type=chunk) - Diluted earnings per share increased to **$0.29** for the three months ended June 30, 2019, from $0.23 in 2018[202](index=202&type=chunk) [Net Interest Income](index=50&type=section&id=Net%20Interest%20Income) This section discusses the growth in net interest income, primarily driven by increased loan interest income and fees - Net interest income increased by **17.7%** (**$779,000**) for the three months ended June 30, 2019, primarily due to an **$837,000** (**18.3%**) increase in loan interest income and fees[203](index=203&type=chunk) [Provision for Loan Losses](index=50&type=section&id=Provision%20for%20Loan%20Losses) This section details the increase in provision for loan losses, mainly attributed to solid loan growth - The provision for loan losses was **$120,000** for the three months ended June 30, 2019, up from $72,000 in 2018, mainly due to solid loan growth[204](index=204&type=chunk) [Noninterest Income](index=50&type=section&id=Noninterest%20Income) This section reports the increase in noninterest income, primarily from service charges on deposit accounts - Service charges on deposit accounts increased by **$44,000** for the three months ended June 30, 2019, compared to the same period in 2018[206](index=206&type=chunk) [Noninterest Expense](index=50&type=section&id=Noninterest%20Expense) This section explains the increase in noninterest expense, driven by personnel costs and acquisition-related expenses - Noninterest expense increased by **$418,000** for the three months ended June 30, 2019, driven by personnel-related expenses and the Powhatan Point acquisition[207](index=207&type=chunk) [Federal Income Taxes](index=50&type=section&id=Federal%20Income%20Taxes) This section details the decrease in federal income tax provision and the effective tax rate due to increased tax-exempt investments - The provision for federal income taxes decreased by **$62,000** to **$188,000** for the three months ended June 30, 2019[208](index=208&type=chunk) - The effective tax rate was **10.25%** in 2019, down from **17.1%** in 2018, due to increased tax-exempt investments[208](index=208&type=chunk) [Capital Resources](index=51&type=section&id=Capital%20Resources) This section discusses the Company's capital position, including stockholders' equity, subordinated debentures, and regulatory capital ratios - Stockholders' equity increased by **$6.4 million** to **$57.0 million** at June 30, 2019, from $50.6 million at December 31, 2018[210](index=210&type=chunk) - The Company issued **$20 million** in junior subordinated debentures, with **$16 million** paid as a dividend to Unified Bank to increase its capital for future growth, and **$4 million** retained for corporate purposes[210](index=210&type=chunk) Capital Ratios (Consolidated, as of June 30, 2019, in thousands) | Capital Ratio | Actual Amount | Actual Ratio | For Capital Adequacy Purposes Amount | For Capital Adequacy Purposes Ratio | | :-------------------------------- | :------------ | :----------- | :----------------------------------- | :---------------------------------- | | Total Capital (to Risk-Weighted Assets) | $75,409 | 16.1% | $37,572 | 8.0% | | Common Equity Tier 1 Capital (to Risk-Weighted Assets) | $49,266 | 10.5% | $21,134 | 4.5% | | Tier I Capital (to Risk-Weighted Assets) | $53,266 | 15.6% | $28,179 | 6.0% | | Tier I Capital (to Average Assets) | $53,266 | 11.7% | $25,086 | 4.0% | - The Company and Unified Bank exceed all minimum capital adequacy requirements under Basel III, including the common equity tier 1, tier 1, and total capital ratios[215](index=215&type=chunk)[218](index=218&type=chunk) [Liquidity](index=53&type=section&id=Liquidity) This section describes the Company's liquidity management strategies, including sources of funds and available credit lines - The Company maintains liquidity through net income, loan payments, maturing securities, sales of available-for-sale securities, federal funds sold, and cash[220](index=220&type=chunk) - Additional liquidity sources include lines of credit with correspondent banks and a borrowing agreement with the Federal Home Loan Bank of Cincinnati[220](index=220&type=chunk) [Inflation](index=53&type=section&id=Inflation) This section addresses the impact of inflation and interest rate movements on the Company's financial condition and operations - Management believes movements in interest rates affect financial condition and results of operations more significantly than changes in inflation[222](index=222&type=chunk) - The Company's asset/liability management aims to minimize the effect of interest rate changes by matching interest sensitivity[222](index=222&type=chunk) [Item 3 Quantitative and Qualitative Disclosures About Market Risk](index=53&type=section&id=Item%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section confirms no significant changes in market risk disclosures compared to the prior year's Annual Report on Form 10-K - No significant changes in quantitative and qualitative disclosures about market risk from the prior year's Form 10-K[223](index=223&type=chunk) [Item 4 Controls and Procedures](index=54&type=section&id=Item%204%20Controls%20and%20Procedures) This section confirms the effectiveness of disclosure controls and procedures and the absence of material changes in internal control over financial reporting - The Company's CEO and CFO concluded that disclosure controls and procedures were **effective** as of June 30, 2019[225](index=225&type=chunk) - No material changes occurred in the Company's internal control over financial reporting during the quarter ended June 30, 2019[226](index=226&type=chunk) [PART II - OTHER INFORMATION](index=55&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This part provides additional information including legal proceedings, risk factors, equity sales, defaults, and exhibits [Item 1 Legal Proceedings](index=55&type=section&id=Item%201%20Legal%20Proceedings) This section confirms no legal proceedings beyond ordinary routine litigation incidental to the Company's business - No legal proceedings beyond ordinary routine litigation incidental to the Company's business[228](index=228&type=chunk) [Item 1A Risk Factors](index=55&type=section&id=Item%201A%20Risk%20Factors) This section indicates no material changes to the risk factors previously disclosed in the Company's Form 10-K - No material changes to risk factors since the Form 10-K for the year ended December 31, 2018[229](index=229&type=chunk) [Item 2 Unregistered Sales of Equity Securities and Use of Proceeds](index=55&type=section&id=Item%202%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports no issuer purchases of equity securities and describes the Deferred Compensation Plan for directors and officers - No issuer purchases of equity securities were made during the three months ended June 30, 2019[230](index=230&type=chunk) - The Company operates a Deferred Compensation Plan for directors and officers, allowing them to defer fees and awards to acquire common shares, which are not registered under the Securities Act of 1933[230](index=230&type=chunk) [Item 3 Defaults Upon Senior Securities](index=56&type=section&id=Item%203%20Defaults%20Upon%20Senior%20Securities) This section confirms no defaults upon senior securities - Not applicable; no defaults upon senior securities[231](index=231&type=chunk) [Item 4 Mine Safety Disclosures](index=56&type=section&id=Item%204%20Mine%20Safety%20Disclosures) This section states that mine safety disclosures are not applicable to the Company - Not applicable; no mine safety disclosures[232](index=232&type=chunk) [Item 5 Other Information](index=56&type=section&id=Item%205%20Other%20Information) This section confirms no other information to report - Not applicable; no other information to report[233](index=233&type=chunk) [Item 6 Exhibits](index=56&type=section&id=Item%206%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate documents, subordinated note forms, and certifications - Exhibits include Amended Articles of Incorporation, Amended and Restated Code of Regulations, Forms of **6.00%** Fixed to Floating Rate Subordinated Note due May 15, 2029, and the Subordinated Note Purchase Agreement[234](index=234&type=chunk) - Certifications from the CEO and CFO (Rule 13a-14(a) and Section 1350) are also included[234](index=234&type=chunk) [SIGNATURES](index=58&type=section&id=SIGNATURES) This section contains the duly authorized signatures of the Company's President and Chief Executive Officer and Chief Financial Officer [SIGNATURES](index=58&type=section&id=SIGNATURES) This section contains the duly authorized signatures of the Company's President and CEO, and Senior VP, CFO and Treasurer, certifying the report - The report is signed by **Scott A. Everson**, President and Chief Executive Officer, and **Randall M. Greenwood**, Senior Vice President, Chief Financial Officer and Treasurer, on **August 13, 2019**[238](index=238&type=chunk)[240](index=240&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT For the transition period from ____________ to _______________ Commission File Number: 0-16540 UNITED BANCORP, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction o ...