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 ...

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, 2018 OR UNITED BANCORP, INC. (Exact name of registrant as specified in its Charter.) Ohio 34-1405357 (State or other jurisdiction of incorporation or organization) (IRS) Employer Identification No.) 201 South Fourth Street, Martins Ferry, Ohio 43935 (Address of principal executive offices) (ZIP Code) Regi ...