Common use of Financial Statements; Material Adverse Effect; Internal Controls Clause in Contracts

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone and its Subsidiaries included (or incorporated by reference) in Limestone’s SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of or in connection with any disagreements with Limestone on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone included in its Annual Report on Form 10-K for fiscal year ended December 31, 2021 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone NB&T Financial and its Subsidiaries included (or incorporated by reference) in LimestoneNB&T Financial’s SEC filings (including the related notes, where applicable) (Ai) have been prepared from, and are in accordance with, the books and records of Limestone NB&T Financial and its Subsidiaries, (Bii) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone NB&T Financial and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (Ciii) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (Div) have been prepared in accordance with GAAP, consistently applied GAAP during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone NB&T Financial and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx BKD, LLP has not resigned (or informed Xxxxxxxxx NB&T Financial that it intends to resign) or been dismissed as the independent registered public accountants accounting firm of Limestone NB&T Financial as a result of or in connection with any disagreements with Limestone NB&T Financial on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone NB&T Financial nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone NB&T Financial included in its Annual Quarterly Report on Form 10-K Q for fiscal year quarter ended December March 31, 2021 2014 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December March 31, 2021 2014 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December March 31, 20212014, (A) Limestone NB&T Financial and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to NB&T Financial or any of its Subsidiaries. (iv) Limestone NB&T Financial and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone NB&T Financial in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to LimestoneNB&T Financial’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone NB&T Financial required under the Exchange Act with respect to such reports. Limestone NB&T Financial has disclosed, based on its most recent evaluation prior to the date of this Agreement, to LimestoneNB&T Financial’s outside auditors and the audit committee of the Limestone NB&T Financial Board (Ai) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s NB&T Financial’s ability to accurately record, process, summarize and report financial information, and (Bii) any fraud, whether or not material, that involves management or other employees who have a significant role in LimestoneNB&T Financial’s internal controls over financial reporting. Since December 31, 20212013, neither LimestoneNB&T Financial, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone NB&T Financial or its Subsidiaries has received or otherwise had or obtained knowledge Knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone NB&T Financial or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone NB&T Financial or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Peoples and its Subsidiaries included (or incorporated by reference) in Limestone’s Peoples’ SEC filings (including the related notes, where applicable) (Ai) have been prepared from, and are in accordance with, the books and records of Limestone Peoples and its Subsidiaries, (Bii) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone Peoples and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (Ciii) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (Div) have been prepared in accordance with GAAP, consistently applied GAAP during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Peoples and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx Ernst & Young LLP has not resigned (or informed Xxxxxxxxx Peoples that it intends to resign) or been dismissed as independent public accountants of Limestone Peoples as a result of or in connection with any disagreements with Limestone Peoples on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Peoples nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Peoples included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 2013 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2013 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December March 31, 20212014, (A) Limestone Peoples and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to Peoples or any of its Subsidiaries. (iv) Limestone Peoples and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone Peoples in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s Peoples’ management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone Peoples required under the Exchange Act with respect to such reports. Limestone Peoples has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s Peoples’ outside auditors and the audit committee of the Limestone Peoples Board (Ai) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s Peoples’ ability to accurately record, process, summarize and report financial information, and (Bii) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s Peoples’ internal controls over financial reporting. Since December 31, 20212013, neither LimestonePeoples, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone Peoples or its Subsidiaries has received or otherwise had or obtained knowledge Knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone Peoples or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone Peoples or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Peoples and its Subsidiaries included (or incorporated by reference) in Limestone’s Peoples’ SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone Peoples and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone Peoples and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAPgenerally accepted accounting principles, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Peoples and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx & Young LLP has not resigned (or informed Xxxxxxxxx Xxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone Peoples as a result of or in connection with any disagreements with Limestone Peoples on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Peoples nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Peoples included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone Peoples and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on LimestonePeoples. (iv) Limestone Peoples and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone Peoples in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s Peoples’ management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone Peoples required under the Exchange Act with respect to such reports. Limestone Peoples has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s Peoples’ outside auditors and the audit committee of the Limestone Peoples Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s Peoples’ ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s Peoples’ internal controls over financial reporting. Since December 31, 2021, neither LimestonePeoples, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone Peoples or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone Peoples or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone Peoples or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone and its Subsidiaries included (or incorporated by reference) in Limestone’s SEC filings (including the related notes, where applicable) Benchmark has delivered to United (A) have been prepared fromaudited consolidated financial statements for each of the fiscal years ended December 31, 2016, 2015 and are in accordance with2014, consisting of consolidated balance sheets and the books related consolidated statements of income and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and cash flows for the fiscal years ended on such date, including the footnotes thereto and the reports prepared with respect thereto by Xxxxxx & Xxxxx PLLC, Benchmark’s independent registered public accounting firms, and (B) unaudited consolidated financial statements for the interim period ended February 28, 2017 and each subsequent month thereafter, consisting of balance sheets and the related statements of income (collectively, “Benchmark’s Financial Statements”). Benchmark’s Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with generally accepted accounting principles, consistently applied throughout the periods indicated, and fairly present the financial position of Limestone and its Subsidiaries for the respective fiscal periods or Benchmark as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring normal year-end audit adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As Except as set forth in Benchmark’s Financial Statements, or as Previously Disclosed, Benchmark and its Subsidiaries have no liabilities or obligations as of the date hereof, the books and records of Limestone and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of or in connection with any disagreements with Limestone on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone included in its Annual Report on Form 10-K for fiscal year ended Since December 31, 2021 (including 2016, Benchmark and Benchmark Bank have not incurred any notes thereto)material liability not disclosed in Benchmark’s Financial Statements, (B) liabilities incurred in the ordinary course of business consistent in nature except reasonable and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and customary expenses related to the transactions contemplated hereby. (iii) Since December 31, 20212016, (A) Limestone Benchmark and its Subsidiaries Benchmark Bank have conducted their respective businesses in the ordinary and usual course consistent with past practice, subject to the impact of the transactions contemplated hereby, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events events, is reasonably likely to have a Material Adverse Effect on Limestonewith respect to Benchmark or Benchmark Bank. (iv) Limestone Management of Benchmark has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls sufficient to provide reasonable assurance regarding the reliability of financial reporting and procedures” the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, including policies and procedures that (as defined A) pertain to the maintenance of records that in Rules 13a-15(e) reasonable detail accurately and 15d-15(e) promulgated under fairly reflect the Exchange Act) reasonably designed transactions and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms dispositions of the SECassets of Benchmark and its Subsidiaries; (B) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in conformity with generally accepted accounting principles, and that such information is accumulated receipts and communicated to Limestone’s expenditures of Benchmark and Benchmark Bank are being made only in accordance with authorizations of management as appropriate to allow and directors of Benchmark and Benchmark Bank; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer assets of Benchmark and Chief Benchmark Bank that could have a material effect on the financial statements. Management of Benchmark has evaluated the effectiveness of Benchmark’s and Benchmark Bank’s internal controls over financial reporting as of the end of the periods covered by Benchmark’s Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosedStatements and, based on its most recent evaluation prior such evaluations, has Previously Disclosed to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board United (AY) any all significant deficiencies and material weaknesses in the design or operation of the internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be which are reasonably likely to adversely affect Limestone ‘s Benchmark’s ability to accurately record, process, summarize and report financial information, information and (BZ) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestoneof Benchmark or Benchmark Bank. Benchmark has provided to United access to all documentation related to Benchmark’s internal controls control over financial reporting, if any. Since December 31, 20212016, neither LimestoneBenchmark, its Subsidiaries Benchmark Bank nor any director, officer, employee, auditor, accountant or representative of Limestone Benchmark or its Subsidiaries Benchmark Bank has received or otherwise had or obtained knowledge Knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone Benchmark or its Subsidiaries Benchmark Bank or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone Benchmark or its Subsidiaries Benchmark Bank has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone and its Subsidiaries included (Citizens has delivered or incorporated by reference) in Limestone’s SEC filings (including the related notes, where applicable) will deliver to City (A) have been prepared fromaudited consolidated financial statements for each of the fiscal years ended December 31, 2021, 2020 and are in accordance with2019, respectively, consisting of consolidated balance sheets and the books related consolidated statements of income, comprehensive income and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and cash flows for the fiscal years ended on such dates, including the footnotes thereto and the reports prepared with respect thereto by MCM CPAs & Advisors LLP, Citizens’ independent registered public accounting firm; (B) unaudited consolidated financial statements for the eight-month interim period ended August 31, 2022 and each subsequent quarter thereafter, consisting of balance sheets and the related statements of income; and (C) unaudited consolidated monthly financial statements as of September 30, 2022 and each subsequent month thereafter, consisting of balance sheets and the related statements of income (collectively, the “Citizens Financial Statements”). The Citizens Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with GAAP, consistently applied throughout the periods indicated, and fairly present the financial position of Limestone Citizens and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring normal year-end audit adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Citizens and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx MCM CPAs & Advisors LLP has not resigned (or informed Xxxxxxxxx Citizens that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of or in connection with any disagreements with Limestone on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure.to (ii) Neither Limestone Citizens nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Citizens included in its Annual Report on Form 10-K the Citizens Financial Statements for fiscal year ended December 31, 2021 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2021, except as set forth in Section 5.01(e)(ii) of the Citizens Disclosure Schedules, or (C) liabilities and obligations in connection with this Agreement and the transactions contemplated hereby. . (iii) Since December 31, 2021, (A) Limestone Citizens and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to Citizens or any of its Subsidiaries. (iv) Limestone Citizens has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls for Citizens and procedures” its Subsidiaries sufficient to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and applicable law, including policies and procedures that (as defined A) pertain to the maintenance of records that in Rules 13a-15(e) reasonable detail accurately and 15d-15(e) promulgated under fairly reflect the Exchange Act) reasonably designed transactions and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms dispositions of the SECassets of Citizens and its Subsidiaries in all material respects; (B) provide reasonable assurance that transactions are recorded as necessary to facilitate preparation of financial statements in conformity with GAAP, and that such information is accumulated receipts and communicated to Limestone’s expenditures of Citizens and its Subsidiaries are being made only in accordance with authorizations of management and directors of Citizens and its Subsidiaries, as appropriate to allow the case may be; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer and Chief Financial Officer assets of Limestone required under the Exchange Act with respect to such reportsCitizens or its Subsidiaries that could have a material effect on their financial statements. Limestone Citizens has disclosed, based on its most recent evaluation prior to the date no Knowledge of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses deficiency in the design or operation effectiveness of Citizens’ and its Subsidiaries’ internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely end of the periods covered by the Citizens Financial Statements and, to adversely affect Limestone ‘s ability to accurately recordCitizens’ Knowledge, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s of Citizens or its Subsidiaries. Citizens has provided City access to all documentation related to Citizens’ internal controls control over financial reporting. Since December 31, 20212020, neither Limestoneto Citizens’ Knowledge, its Subsidiaries nor any directorexcept as set forth in Citizens’ Disclosure Schedule, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries there has received or otherwise had or obtained knowledge of any material been no complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone Citizens or any of its Subsidiaries or their respective internal accounting controls, including without limitation any material complaint, allegation, assertion or claim that Limestone Citizens or its Subsidiaries Citizens Commerce Bank has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone LCNB and its Subsidiaries included (or incorporated by reference) in Limestone’s the LCNB SEC filings Reports (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone LCNB and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone LCNB and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAPgenerally accepted accounting principles, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone LCNB and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxxx & Xxxxx LLP PLLC has not resigned (or informed Xxxxxxxxx LCNB that it intends to resign) or been dismissed as independent public accountants of Limestone LCNB as a result of or in connection with any disagreements with Limestone LCNB on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone LCNB nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone LCNB included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 2022 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2022 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212022, (A) Limestone LCNB and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to LCNB or any of its Subsidiaries. (iv) Limestone LCNB has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls for LCNB and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably its Subsidiaries designed and maintained to ensure provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and applicable law, including policies and procedures that all information (both financial A) pertain to the maintenance of records that in reasonable detail accurately and non-financial) required to be disclosed by Limestone in fairly reflect the reports that it files or submits under the Exchange Act is recorded, processed, summarized transactions and reported within the time periods specified in the rules and forms dispositions of the SECassets of LCNB and its Subsidiaries in all material respects; (B) provide reasonable assurance that transactions are recorded as necessary to facilitate preparation of financial statements in conformity with GAAP, and that such information is accumulated receipts and communicated to Limestone’s expenditures of LCNB and its Subsidiaries are being made in accordance with authorizations of management and directors of LCNB and its Subsidiaries, as appropriate to allow the case may be; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer and Chief Financial Officer assets of Limestone required under the Exchange Act with respect to such reportsLCNB or its Subsidiaries that could have a material effect on their financial statements. Limestone LCNB has disclosed, based on its most recent evaluation prior to the date no Knowledge of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses deficiency in the design or operation effectiveness of LCNB’s and its Subsidiaries’ internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely end of the periods covered by LCNB’s financial statements included in the LCNB SEC Reports and, to adversely affect Limestone ‘s ability to accurately recordLCNB’s Knowledge, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees of LCNB or its Subsidiaries who have a significant role in LimestoneLCNB’s internal controls over financial reporting. LCNB has made available to EFBI access to all documentation related to LCNB’s internal control over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries 2021 there has received or otherwise had or obtained knowledge of any been no material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone LCNB or any of its Subsidiaries or their respective internal accounting controls, including without limitation any material complaint, allegation, assertion or claim that Limestone LCNB or its Subsidiaries LCNB Bank has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone NWBI and its Subsidiaries included (or incorporated by reference) in LimestoneNWBI’s SEC filings Reports (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone NWBI and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone NWBI and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone NWBI and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx KPMG, LLP has not resigned (or informed Xxxxxxxxx NWBI that it intends to resign) or been dismissed as independent public accountants of Limestone NWBI as a result of or in connection with any disagreements with Limestone NWBI on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone NWBI nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone NWBI included in its Annual Quarterly Report on Form 10-K Q for fiscal year period ended December 31September 30, 2021 2024 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31September 30, 2021 or 2024 and (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The MB has delivered or will deliver to OVBC (a) audited consolidated financial statements for each of Limestone the fiscal years ended December 31, 2014, 2013 and its Subsidiaries included (or incorporated by reference) in Limestone’s SEC filings (2012, consisting of consolidated balance sheets and the related consolidated statements of income and shareholders' equity and cash flows for the fiscal years ended on such date, including the footnotes thereto and the reports prepared with respect thereto by Dixon, Davis, Bxxxxx & Company, MB's independent registered public accounting firm, and (b) unaudited consolidated financial statements for the interim period ended September 30, 2015, consisting of balance sheets and the related notesstatements of income (collectively, where applicable) (A) "MB's Financial Statements"). MB's Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared fromin conformity with GAAP, and are in accordance with, the books and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone and its Subsidiaries for the respective fiscal periods or MB as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring normal year-end audit adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As Except as set forth in MB's Financial Statements or except as Previously Disclosed, MB and its Subsidiaries have no liabilities or obligations as of the date hereof, the books other than liabilities and records of Limestone and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx obligations that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of individually or in connection with any disagreements with Limestone the aggregate could not reasonably be expected to have a Material Adverse Effect on a matter of accounting principles MB or practices, financial statement disclosure or auditing scope or procedureMxxxxx Bank. (ii) Neither Limestone nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone included in its Annual Report on Form 10-K for fiscal year ended Since December 31, 2021 (including 2014, MB and Mxxxxx Bank have not incurred any notes thereto), (B) liabilities incurred material liability not disclosed in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and the transactions contemplated herebyMB's Financial Statements. (iii) Since December 31, 20212014, (A) Limestone MB and its Subsidiaries Mxxxxx Bank have conducted their respective businesses in the ordinary and usual course consistent with past practice, practice (excluding matters related to this Agreement and the transactions contemplated hereby) and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events (described in any paragraph of Section 5.03 or otherwise), is reasonably likely to have a Material Adverse Effect on Limestonewith respect to MB. (iv) Limestone Management of MB has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls sufficient to provide reasonable assurance regarding the reliability of financial reporting and procedures” (the preparation of financial statements for external purposes in accordance with GAAP. Management of MB has evaluated the effectiveness of MB's and Mxxxxx Bank's internal controls over financial reporting as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications end of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosedits most recent fiscal year and, based on its most recent evaluation prior such evaluations, has Previously Disclosed to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board OVBC (A) any all significant deficiencies and material weaknesses in the design or operation of the internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be which are reasonably likely to adversely affect Limestone ‘s MB's ability to accurately record, process, summarize and report financial information, information and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s MB's internal controls control over financial reporting. Since December 31, 20212014, neither LimestoneMB nor Mxxxxx Bank nor, its Subsidiaries nor to MB's Knowledge, any director, officer, employee, auditor, accountant or representative of Limestone MB or its Subsidiaries Mxxxxx Bank has received or otherwise had or obtained knowledge Knowledge of any material written complaint, allegation, assertion allegation or claim, whether written or oral, claim regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone MB or its Subsidiaries Mxxxxx Bank or their respective internal accounting controls, including any material written complaint, allegation, assertion allegation or claim that Limestone MB or its Subsidiaries Mxxxxx Bank has engaged in questionable accounting or auditing practices. MB has provided to OVBC access to all documentation related to MB's internal control over financial reporting.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Civista and its Subsidiaries included (or incorporated by reference) in Limestone’s Civista SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone Civista and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone Civista and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAPgenerally accepted accounting principles, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Civista and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx BKD, LLP has not resigned (or informed Xxxxxxxxx Civista that it intends to resign) or been dismissed as independent public accountants of Limestone Civista as a result of or in connection with any disagreements with Limestone Civista on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Civista nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Civista included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 2020 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2020 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone and its Subsidiaries included (First Capital has delivered or incorporated by reference) in Limestone’s SEC filings (including the related notes, where applicable) will deliver to LCNB (A) have been prepared fromaudited consolidated financial statements for each of the fiscal years ended December 31, 2011, 2010 and are in accordance with2009, respectively, consisting of consolidated balance sheets and the books related consolidated statements of income and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated cash flows for the fiscal years ended on such date, including the footnotes thereto and the reports prepared with respect thereto by Dixon, Davis, Xxxxxx & Company, First Capital’s independent accounting firm, and (B) unaudited unconsolidated financial statements of each of First Capital and Citizens for the interim period ended June 30, 2012, consisting of balance sheets and the related statements of income (collectively, “First Capital’s Financial Statements”). First Capital’s Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with generally accepted accounting principles, consistently applied throughout the periods indicated, and fairly present the financial position of Limestone and its Subsidiaries for the respective fiscal periods or First Capital as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring normal year-end audit adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As Except as set forth in First Capital’s Financial Statements, First Capital and its Subsidiaries have no liabilities or obligations as of the date hereof, the books and records of Limestone and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of or in connection with any disagreements with Limestone on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone included in its Annual Report on Form 10-K for fiscal year ended Since December 31, 2021 (including 2011, First Capital and Citizens have not incurred any notes thereto), (B) liabilities incurred material liability not disclosed in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and the transactions contemplated herebyFirst Capital’s Financial Statements. (iii) Since December 31, 20212011, (A) Limestone First Capital and its Subsidiaries Citizens have conducted their respective businesses in the ordinary and usual course consistent with past practice, practice and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to First Capital or Citizens. (iv) Limestone Management of First Capital has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls sufficient to provide reasonable assurance regarding the reliability of financial reporting and procedures” the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, including policies and procedures that (as defined A) pertain to the maintenance of records that in Rules 13a-15(e) reasonable detail accurately and 15d-15(e) promulgated under fairly reflect the Exchange Act) reasonably designed transactions and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms dispositions of the SECassets of First Capital and its Subsidiaries; (B) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in conformity with generally accepted accounting principles, and that such information is accumulated receipts and communicated to Limestone’s expenditures of First Capital and Citizens are being made only in accordance with authorizations of management as appropriate to allow and directors of First Capital and Citizens; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer assets of First Capital and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) Citizens that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who could have a significant role in Limestone’s internal controls over material effect on the financial reportingstatements. Since December 31, 20212011, neither Limestoneto the Knowledge of First Capital and Citizens, its Subsidiaries none of First Capital, Citizens nor any director, officer, employee, auditor, accountant or representative of Limestone First Capital or its Subsidiaries Citizens has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone First Capital or its Subsidiaries Citizens or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone First Capital or its Subsidiaries Citizens has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone PWOD and its Subsidiaries included (or incorporated by reference) in LimestonePWOD’s SEC filings (including the related notes, where applicable) ) (A) have been prepared from, and are in accordance with, the books and records of Limestone PWOD and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone PWOD and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone PWOD and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP S.R. Xxxxxxxxx, P.C. has not resigned (or informed Xxxxxxxxx PWOD that it intends to resign) or been dismissed as independent public accountants of Limestone PWOD as a result of or in connection with any disagreements with Limestone PWOD on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone PWOD nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone PWOD included in its Annual Quarterly Report on Form 10-K Q for fiscal year period ended December 31September 30, 2021 2024 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31September 30, 2021 or 2024 and (C) in connection with this Agreement and the transactions contemplated hereby. . (iii) Since December 31, 20212023, (A) Limestone PWOD and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on PWOD or any of its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practicesSubsidiaries.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone PWOD and its Subsidiaries included (or incorporated by reference) in LimestonePWOD’s SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone PWOD and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone PWOD and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone PWOD and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP S.R. Snodgrass, P.C. has not resigned (or informed Xxxxxxxxx PWOD that it intends to resign) or been dismissed as independent public accountants of Limestone PWOD as a result of or in connection with any disagreements with Limestone PWOD on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone PWOD nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone PWOD included in its Annual Quarterly Report on Form 10-K Q for fiscal year period ended December 31September 30, 2021 2024 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31September 30, 2021 or 2024 and (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212023, (A) Limestone PWOD and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to PWOD or any of its Subsidiaries. (iv) Limestone PWOD and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone PWOD in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to LimestonePWOD’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone PWOD required under the Exchange Act with respect to such reports. Limestone PWOD has disclosed, based on its most recent evaluation prior to the date of this Agreement, to LimestonePWOD’s outside auditors and the audit committee of the Limestone PWOD Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s PWOD’s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in LimestonePWOD’s internal controls over financial reporting. Since December 31, 20212022, neither LimestonePWOD, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone PWOD or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone PWOD or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone PWOD or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone LCNB and its Subsidiaries included (or incorporated by reference) in LimestoneLCNB’s SEC filings (including the related notes, where applicable) (Ai) have been prepared from, and are in accordance with, the books and records of Limestone LCNB and its Subsidiaries, ; (Bii) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone LCNB and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), ; (Ciii) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, ; and (Div) have been prepared in accordance with GAAPgenerally accepted accounting principles, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone LCNB and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx BKD, LLP has not resigned (or informed Xxxxxxxxx LCNB that indicated it intends to resign) or been dismissed as independent public accountants of Limestone LCNB as a result of or in connection with any disagreements with Limestone LCNB on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone LCNB nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone LCNB included in its Annual Quarterly Report on Form 10-K Q for the fiscal year quarter ended December 31September 30, 2021 2014 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31September 30, 2021 2014, or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone and its Subsidiaries included (Comunibanc has delivered or incorporated by reference) in Limestone’s SEC filings (including the related notes, where applicable) will deliver to Civista (A) have been prepared fromaudited consolidated financial statements for each of the fiscal years ended December 31, 2020, 2019 and are in accordance with2018, respectively, consisting of consolidated balance sheets and the books related consolidated statements of income, comprehensive income and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and cash flows for the fiscal years ended on such dates, including the footnotes thereto and the reports prepared with respect thereto by CliftonLarsenAllen LLP, Comunibanc’s independent registered public accounting firm; (B) unaudited consolidated financial statements for the nine-month interim period ended September 30, 2021 and each subsequent quarter thereafter, consisting of balance sheets and the related statements of income; and (C) unaudited consolidated monthly financial statements for October 31, 2021 and each subsequent month thereafter, consisting of balance sheets and the related statements of income (collectively, the “Comunibanc Financial Statements”). The Comunibanc Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with GAAP, consistently applied throughout the periods indicated, and fairly present the financial position of Limestone Comunibanc and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring normal year-end audit adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Comunibanc and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx CliftonLarsenAllen LLP has not resigned (or informed Xxxxxxxxx Comunibanc that it intends to resign) or been dismissed as independent public accountants of Limestone Comunibanc as a result of or in connection with any disagreements with Limestone Comunibanc on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Comunibanc nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Comunibanc included in its Annual Report on Form 10-K the Comunibanc Financial Statements for fiscal year ended December 31, 2021 2020 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2020 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212020, (A) Limestone Comunibanc and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to Comunibanc or any of its Subsidiaries. (iv) Limestone Comunibanc has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls for Comunibanc and procedures” its Subsidiaries sufficient to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and applicable law, including policies and procedures that (as defined A) pertain to the maintenance of records that in Rules 13a-15(e) reasonable detail accurately and 15d-15(e) promulgated under fairly reflect the Exchange Act) reasonably designed transactions and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms dispositions of the SECassets of Comunibanc and its Subsidiaries in all material respects; (B) provide reasonable assurance that transactions are recorded as necessary to facilitate preparation of financial statements in conformity with GAAP, and that such information is accumulated receipts and communicated to Limestone’s expenditures of Comunibanc and its Subsidiaries are being made in accordance with authorizations of management and directors of Comunibanc and its Subsidiaries, as appropriate to allow the case may be; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer and Chief Financial Officer assets of Limestone required under the Exchange Act with respect to such reportsComunibanc or its Subsidiaries that could have a material effect on their financial statements. Limestone Comunibanc has disclosed, based on its most recent evaluation prior to the date no Knowledge of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses deficiency in the design or operation effectiveness of Comunibanc’s and its Subsidiaries’ internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely end of the periods covered by the Comunibanc Financial Statements and, to adversely affect Limestone ‘s ability to accurately recordComunibanc’s Knowledge, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestoneof Comunibanc or its Subsidiaries. Comunibanc has provided Civista access to all documentation related to Comunibanc’s internal controls control over financial reporting. Since December 31, 20212018, neither Limestoneto Comunibanc’s Knowledge, its Subsidiaries nor any directorexcept as set forth in Comunibanc’s Disclosure Schedule, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries there has received or otherwise had or obtained knowledge of any material been no complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone Comunibanc or any of its Subsidiaries or their respective internal accounting controls, including without limitation any material complaint, allegation, assertion or claim that Limestone Comunibanc or its Subsidiaries Xxxxx County Bank has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Peoples and its Subsidiaries included (or incorporated by reference) in Limestone’s Peoples’ SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone Peoples and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone Peoples and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAPgenerally accepted accounting principles, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Peoples and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx & Xxxxx LLP has not resigned (or informed Xxxxxxxxx Xxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone Peoples as a result of or in connection with any disagreements with Limestone Peoples on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Peoples nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Peoples included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone Peoples and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on LimestonePeoples. (iv) Limestone Peoples and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone Peoples in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s Peoples’ management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone Peoples required under the Exchange Act with respect to such reports. Limestone Peoples has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s Peoples’ outside auditors and the audit committee of the Limestone Peoples Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s Peoples’ ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s Peoples’ internal controls over financial reporting. Since December 31, 2021, neither LimestonePeoples, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone Peoples or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone Peoples or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone Peoples or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Peoples and its Subsidiaries included (or incorporated by reference) in Limestone’s Peoples’ SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone Peoples and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone Peoples and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Peoples and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx Ernst & Young LLP has not resigned (or informed Xxxxxxxxx Peoples that it intends to resign) or been dismissed as independent public accountants of Limestone Peoples as a result of or in connection with any disagreements with Limestone Peoples on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Peoples nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Peoples included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 2020 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2020 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone and its Subsidiaries included (EFBI has delivered or incorporated by reference) in Limestone’s SEC filings (including the related notes, where applicable) will deliver to LCNB (A) have been prepared fromaudited consolidated financial statements for each of the fiscal years ended December 31, 2022, 2021 and are in accordance with2020, respectively, consisting of consolidated balance sheets and the books related consolidated statements of income, comprehensive income and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and cash flows for the fiscal years ended on such dates, including the footnotes thereto and the reports prepared with respect thereto by FORVIS, LLP, EFBI independent registered public accounting firm; (B) unaudited consolidated financial statements for the nine-month interim period ended September 30, 2023 and each subsequent quarter thereafter, consisting of balance sheets and the related statements of income; and (C) unaudited consolidated monthly financial statements for September 30, 2023 and each subsequent month thereafter, consisting of balance sheets and the related statements of income (collectively, the “EFBI Financial Statements”). The EFBI Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with GAAP, consistently applied throughout the periods indicated, and fairly present the financial position of Limestone EFBI and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring year-end audit normal year‑end adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone EFBI and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx FORVIS, LLP has not resigned (or informed Xxxxxxxxx EFBI that it intends to resign) or been dismissed as independent public accountants of Limestone EFBI as a result of or in connection with any disagreements with Limestone EFBI on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone EFBI nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone EFBI included in its Annual Report on Form 10-K the EFBI Financial Statements for fiscal year ended December 31, 2021 2022 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2022 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212022, (A) Limestone EFBI and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to EFBI or any of its Subsidiaries. (iv) Limestone EFBI has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls for EFBI and procedures” its Subsidiaries sufficient to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and applicable law, including policies and procedures that (as defined A) pertain to the maintenance of records that in Rules 13a-15(e) reasonable detail accurately and 15d-15(e) promulgated under fairly reflect the Exchange Act) reasonably designed transactions and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms dispositions of the SECassets of EFBI and its Subsidiaries in all material respects; (B) provide reasonable assurance that transactions are recorded as necessary to facilitate preparation of financial statements in conformity with GAAP, and that such information is accumulated receipts and communicated to Limestone’s expenditures of EFBI and its Subsidiaries are being made in accordance with authorizations of management and directors of EFBI and its Subsidiaries, as appropriate to allow the case may be; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer and Chief Financial Officer assets of Limestone required under the Exchange Act with respect to such reportsEFBI or its Subsidiaries that could have a material effect on their financial statements. Limestone EFBI has disclosed, based on its most recent evaluation prior to the date no Knowledge of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses deficiency in the design or operation effectiveness of EFBI’s and its Subsidiaries’ internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely end of the periods covered by the EFBI Financial Statements and, to adversely affect Limestone ‘s ability to accurately recordEFBI’s Knowledge, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestoneof EFBI or its Subsidiaries. EFBI has provided LCNB access to all documentation related to EFBI’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.financial

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone and its Subsidiaries included (CNNB has delivered or incorporated by reference) in Limestone’s SEC filings (including the related notes, where applicable) will deliver to LCNB (A) have been prepared fromaudited consolidated financial statements for each of the fiscal years ended December 31, 2022, 2021 and are in accordance with2020, respectively, consisting of consolidated balance sheets and the books related consolidated statements of income, comprehensive income and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and cash flows for the fiscal years ended on such dates, including the footnotes thereto and the reports prepared with respect thereto by FORVIS, LLP, CNNB’s independent registered public accounting firm; (B) unaudited consolidated financial statements for the three-month interim period ended March 31, 2023 and each subsequent quarter thereafter, consisting of balance sheets and the related statements of income; and (C) unaudited consolidated monthly financial statements for April 30, 2023 and each subsequent month thereafter, consisting of balance sheets and the related statements of income (collectively, the “CNNB Financial Statements”). The CNNB Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with GAAP, consistently applied throughout the periods indicated, and fairly present the financial position of Limestone CNNB and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring normal year-end audit adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone CNNB and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx FORVIS, LLP has not resigned (or informed Xxxxxxxxx CNNB that it intends to resign) or been dismissed as the independent public accountants of Limestone CNNB as a result of or in connection with any disagreements with Limestone CNNB on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone CNNB nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone CNNB included in its Annual Report on Form 10-K the CNNB Financial Statements for fiscal year ended December 31, 2021 2022 (including any notes thereto), (B) liabilities or obligations incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2022 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212022, (A) Limestone CNNB and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to CNNB. (iv) Limestone CNNB has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls for CNNB and procedures” its Subsidiaries sufficient to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and applicable law, including policies and procedures that (as defined A) pertain to the maintenance of records that in Rules 13a-15(e) reasonable detail accurately and 15d-15(e) promulgated under fairly reflect the Exchange Act) reasonably designed transactions and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms dispositions of the SECassets of CNNB and its Subsidiaries in all material respects; (B) provide reasonable assurance that transactions are recorded as necessary to facilitate preparation of financial statements in conformity with GAAP, and that such information is accumulated receipts and communicated to Limestone’s expenditures of CNNB and its Subsidiaries are being made in accordance with authorizations of management and directors of CNNB and its Subsidiaries, as appropriate to allow the case may be; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer and Chief Financial Officer assets of Limestone required under the Exchange Act with respect to such reportsCNNB or its Subsidiaries that could have a material effect on their financial statements. Limestone CNNB has disclosed, based on its most recent evaluation prior to the date no Knowledge of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses deficiency in the design or operation effectiveness of CNNB’s and its Subsidiaries’ internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely end of the periods covered by the CNNB Financial Statements and, to adversely affect Limestone ‘s ability to accurately recordCNNB’s Knowledge, process, summarize and report financial information, and (B) or of any fraud, whether or not material, that involves management or other employees who have a significant role in Limestoneof CNNB or its Subsidiaries. CNNB has provided LCNB access to all documentation related to CNNB’s internal controls control over financial reporting. Since December 31, 20212020, neither Limestoneexcept as set forth in CNNB’s Disclosure Schedule, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries there has received or otherwise had or obtained knowledge of any material been no complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone CNNB or any of its Subsidiaries or their respective internal accounting controls, including without limitation any material complaint, allegation, assertion or claim that Limestone CNNB or its Subsidiaries Cincinnati Federal has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Premier Financial and its Subsidiaries included (or incorporated by reference) in LimestonePremier Financial’s SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone Premier Financial and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated Table of Contents financial position of Limestone Premier Financial and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Premier Financial and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx Premier Financial that it intends to resign) or been dismissed as independent public accountants of Limestone Premier Financial as a result of or in connection with any disagreements with Limestone Premier Financial on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Premier Financial nor any of its Subsidiaries has incurred any liability or obligation of any a material nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Premier Financial included in its Annual Report on Form 10-K for fiscal year ended December 31, 2021 2020 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2020 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212020, except as disclosed in Premier Financial Disclosure Schedule, (A) Limestone Premier Financial and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to Premier Financial or any of its Subsidiaries. (iv) Limestone Premier Financial and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone Premier Financial in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to LimestonePremier Financial’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone Premier Financial required under the Exchange Act with respect to such reports. Limestone Premier Financial has disclosed, based on its most recent evaluation prior to the date of this Agreement, to LimestonePremier Financial’s outside auditors and the audit committee of the Limestone Premier Financial Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s Premier Financial’s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in LimestonePremier Financial’s internal controls over financial Table of Contents reporting. Since December 31, 20212020, neither LimestonePremier Financial, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone Premier Financial or its Subsidiaries has received or otherwise had or obtained knowledge Knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone Premier Financial or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone Premier Financial or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone LCNB and its Subsidiaries included (or incorporated by reference) in LimestoneLCNB’s SEC filings (including the related notes, where applicable) (Ai) have been prepared from, and are in accordance with, the books and records of Limestone LCNB and its Subsidiaries, (Bii) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone LCNB and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (Ciii) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (Div) have been prepared in accordance with GAAP, consistently applied GAAP during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone LCNB and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx BKD, LLP has not resigned (or informed Xxxxxxxxx LCNB that it intends to resign) or been dismissed as independent public accountants of Limestone LCNB as a result of or in connection with any disagreements with Limestone LCNB on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone LCNB nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone LCNB included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 2016 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2016 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31September 30, 20212017, (A) Limestone LCNB and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to LCNB or any of its Subsidiaries. (iv) Limestone LCNB and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone LCNB in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to LimestoneLCNB’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone LCNB required under the Exchange Act with respect to such reports. Limestone LCNB has disclosed, based on its most recent evaluation prior to the date of this Agreement, to LimestoneLCNB’s outside auditors and the audit committee of the Limestone LCNB Board (Ai) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s LCNB’s ability to accurately record, process, summarize and report financial information, and (Bii) any fraud, whether or not material, that involves management or other employees who have a significant role in LimestoneLCNB’s internal controls over financial reporting. Since December 31, 20212016, neither LimestoneLCNB, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone LCNB or its Subsidiaries has received or otherwise had or obtained knowledge Knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone LCNB or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone LCNB or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Premier Financial and its Subsidiaries included (or incorporated by reference) in LimestonePremier Financial’s SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone Premier Financial and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone Premier Financial and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Premier Financial and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx Premier Financial that it intends to resign) or been dismissed as independent public accountants of Limestone Premier Financial as a result of or in connection with any disagreements with Limestone Premier Financial on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Premier Financial nor any of its Subsidiaries has incurred any liability or obligation of any a material nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Premier Financial included in its Annual Report on Form 10-K for fiscal year ended December 31, 2021 2020 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2020 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212020, except as disclosed in Premier Financial Disclosure Schedule, (A) Limestone Premier Financial and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to Premier Financial or any of its Subsidiaries. (iv) Limestone Premier Financial and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone Premier Financial in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to LimestonePremier Financial’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone Premier Financial required under the Exchange Act with respect to such reports. Limestone Premier Financial has disclosed, based on its most recent evaluation prior to the date of this Agreement, to LimestonePremier Financial’s outside auditors and the audit committee of the Limestone Premier Financial Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s Premier Financial’s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in LimestonePremier Financial’s internal controls over financial reporting. Since December 31, 20212020, neither LimestonePremier Financial, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone Premier Financial or its Subsidiaries has received or otherwise had or obtained knowledge Knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone Premier Financial or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone Premier Financial or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The CBC has delivered to LCNB (A) audited consolidated financial statements of Limestone CBC, for each of the fiscal years ended December 31, 2012, 2011, and its Subsidiaries included (or incorporated by reference) in Limestone’s SEC filings (including 2010, respectively, consisting of balance sheets and the related notes, where applicable) (A) have been prepared from, statements of income and are in accordance with, the books and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated cash flows for the fiscal years ended on such date, including the footnotes thereto and the reports prepared with respect thereto by Xxxxx Xxxxxxx LLP, CBC’s independent public accounting firm, and (B) unaudited financial statements of the Bank for the interim period ended September 30, 2013, consisting of the balance sheets and the related statements of income (collectively, the “Financial Statements”). The Bank’s Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with generally accepted accounting principles, and fairly present the financial position of Limestone and its Subsidiaries for the respective fiscal periods or Bank as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring year-end audit normal year‑end adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As Except as set forth in the Financial Statements, the Bank has no liabilities or obligations as of the date hereof, the books and records of Limestone and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of or in connection with any disagreements with Limestone on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone included in its Annual Report on Form 10-K for fiscal year ended December 31, 2021 (including any notes thereto), (B) than liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since the date of the Financial Statements. (ii) Since December 31, 2021 or (C) 2012, the Bank has not incurred any material liability not disclosed in connection with this Agreement and the transactions contemplated herebyFinancial Statements. (iii) Since December 31, 20212012, (A) Limestone and the Bank has conducted its Subsidiaries have conducted their respective businesses business in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone The Bank has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls sufficient to provide reasonable assurance regarding the reliability of financial reporting and procedures” (as defined the preparation of financial statements for external purposes in Rules 13a-15(e) accordance with generally accepted accounting principles for the Bank. Management of CBC and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in Bank have evaluated the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms effectiveness of the SEC, and that such information is accumulated and communicated to LimestoneBank’s management internal controls over financial reporting as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief end of the periods covered by the Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosedStatements and, based on its most recent evaluation prior such evaluations, has Previously Disclosed to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board LCNB (A) any all significant deficiencies and material weaknesses in the design or operation of the internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be which are reasonably likely to adversely affect Limestone ‘s the Bank’s ability to accurately record, process, summarize and report financial information, information and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reportingof the Bank or CBC. Since December 31, 20212012, neither LimestoneCBC, its Subsidiaries the Bank nor any director, officer, employee, auditor, accountant or representative of Limestone CBC or its Subsidiaries the Bank has received or otherwise had or obtained knowledge Knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective the Bank’s internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries the Bank has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The LCNB has delivered or will deliver to First Capital (a) audited consolidated financial statements for each of Limestone the fiscal years ended December 31, 2011, 2010 and its Subsidiaries included (or incorporated by reference) in Limestone’s SEC filings (including 2009, respectively, consisting of consolidated balance sheets and the related notes, where applicable) (A) have been prepared from, consolidated statements of income and are in accordance with, the books and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and cash flows for the fiscal years ended on such date, including the footnotes thereto and the reports prepared with respect thereto by X.X. Cloud & Co., LLP, LCNB’s independent registered public accounting firm, and (b) unaudited consolidated financial statements for the interim periods ended June 30, 2012 and March 31, 2012, consisting of balance sheets and the related statements of income (collectively, “LCNB’s Financial Statements”). LCNB’s Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with generally accepted accounting principles, consistently applied throughout the periods indicated, and fairly present the financial position of Limestone and its Subsidiaries for the respective fiscal periods or LCNB as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring normal year-end audit adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As Except as set forth in LCNB’s Financial Statements, LCNB and Bank have no liabilities or obligations as of the date hereof, the books and records of Limestone and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of or in connection with any disagreements with Limestone on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone included in its Annual Report on Form 10-K for fiscal year ended Since December 31, 2021 (including 2011, LCNB and Bank have not incurred any notes thereto), (B) liabilities incurred material liability not disclosed in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and the transactions contemplated herebyLCNB’s Financial Statements. (iii) Since December 31, 20212011, (A) Limestone LCNB and its Subsidiaries Bank have conducted their respective businesses in the ordinary and usual course consistent with past practice, practice and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to LCNB or Bank. (iv) Limestone Management of LCNB has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls sufficient to provide reasonable assurance regarding the reliability of financial reporting and procedures” the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, including policies 36 and procedures that (as defined A) pertain to the maintenance of records that in Rules 13a-15(e) reasonable detail accurately and 15d-15(e) promulgated under fairly reflect the Exchange Act) reasonably designed transactions and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms dispositions of the SECassets of LCNB and Bank; (B) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in conformity with generally accepted accounting principles, and that such information is accumulated receipts and communicated to Limestone’s expenditures of LCNB and Bank are being made only in accordance with authorizations of management as appropriate to allow and directors of LCNB and Bank; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer assets of LCNB and Chief Bank that could have a material effect on the financial statements. Management of LCNB has evaluated the effectiveness of LCNB’s and Bank’s internal controls over financial reporting as of the end of the periods covered by LCNB’s Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosedStatements and, based on its most recent evaluation prior such evaluations, has Previously Disclosed to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board First Capital (A) any all significant deficiencies and material weaknesses in the design or operation of the internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be which are reasonably likely to adversely affect Limestone ‘s LCNB’s ability to accurately record, process, summarize and report financial information, information and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reportingof LCNB or Bank. Since December 31June 30, 20212012, neither Limestoneto the Knowledge of LCNB and Bank, its Subsidiaries none of LCNB, Bank nor any director, officer, employee, auditor, accountant or representative of Limestone LCNB or its Subsidiaries Bank has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone LCNB or its Subsidiaries Bank or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone LCNB or its Subsidiaries Bank has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The BNB has delivered or will deliver to LCNB (a) unaudited consolidated financial statements for each of Limestone the fiscal years ended December 31, 2013, 2012, 2011, 2010 and its Subsidiaries included (or incorporated by reference) in Limestone’s SEC filings (including 2009, respectively, consisting of consolidated balance sheets and the related notes, where applicable) (A) have been prepared from, consolidated statements of income and are in accordance with, the books and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and cash flows for the fiscal years ended on such date, (b) unaudited consolidated financial statements for the interim period ended September 30, 2014 and each subsequent quarter thereafter, consisting of balance sheets and the related statements of income, and (c) unaudited monthly financial statements for September 30, 2014 and each subsequent month thereafter, consisting of balance sheets and the related statements of income (collectively, “BNB’s Financial Statements”). Except for the effect of the failure to properly report unrealized gains and losses in other comprehensive income as set forth on Section 5.03(g)(i) of BNB’s Disclosure Schedule, BNB’s Financial Statements, as of the dates thereof and for the periods covered thereby, have been prepared in conformity with generally accepted accounting principles, consistently applied throughout the periods indicated, and fairly present the financial position of Limestone and its Subsidiaries for the respective fiscal periods or BNB as of the respective dates therein set forth (thereof and the results of operations and cash flows for the periods indicated, subject in the case of unaudited the interim financial statements to recurring normal year-end audit adjustments normal in nature and amount), (C) complied as to form, as the absence of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As Except as set forth in BNB’s Financial Statements, BNB and BNB Bank have no liabilities or obligations as of the date hereof, the books and records of Limestone and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of or in connection with any disagreements with Limestone on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone nor any of its Subsidiaries has Since September 30, 2014, BNB and BNB Bank have not incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone included not disclosed in its Annual Report on Form 10-K for fiscal year ended December 31, 2021 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and the transactions contemplated herebyBNB’s Financial Statements. (iii) Since December 31September 30, 20212014, (A) Limestone BNB and its Subsidiaries BNB Bank have conducted their respective businesses in the ordinary and usual course consistent with past practice, practice and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to BNB or BNB Bank. (iv) Limestone Management of BNB has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under reasonably believes is sufficient to provide reasonable assurance regarding the Exchange Act is recordedreliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, processed, summarized including policies and reported within procedures that (A) pertain to the time periods specified maintenance of records that in reasonable detail accurately and fairly reflect the rules transactions and forms dispositions of the SECassets of BNB and BNB Bank; (B) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in conformity with generally accepted accounting principles, and that such information is accumulated receipts and communicated to Limestone’s expenditures of BNB and BNB Bank are being made only in accordance with authorizations of management as appropriate to allow and directors of BNB and BNB Bank; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer assets of BNB and Chief BNB Bank that could have a material effect on the financial statements. Management of BNB has evaluated the effectiveness of BNB’s and BNB Bank’s internal controls over financial reporting as of the end of the periods covered by BNB’s Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosedStatements and, based on its most recent evaluation prior such evaluations, has Previously Disclosed to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board LCNB (A) any all significant deficiencies and material weaknesses in the design or operation of the internal controls over financial reporting (as defined in Rule 13a-15(f) which management of the Exchange Act) that would be BNB Bank believes is reasonably likely to adversely affect Limestone ‘s BNB’s ability to accurately record, process, summarize and report financial information, information and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestoneof BNB or BNB Bank. BNB has provided to LCNB access to all documentation related to BNB’s internal controls control over financial reporting. Since December 31September 30, 20212014, neither LimestoneBNB, its Subsidiaries BNB Bank nor any director, officer, employee, auditor, accountant or representative of Limestone BNB or its Subsidiaries BNB Bank has received or otherwise had or obtained knowledge Knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone BNB or its Subsidiaries BNB Bank or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone BNB or its Subsidiaries BNB Bank has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone LCNB and its Subsidiaries included (or incorporated by reference) in Limestone’s the LCNB SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone LCNB and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone LCNB and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAPgenerally accepted accounting principles, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone LCNB and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxxx & Xxxxx LLP PLLC has not resigned (or informed Xxxxxxxxx LCNB that it intends to resign) or been dismissed as independent public accountants of Limestone LCNB as a result of or in connection with any disagreements with Limestone LCNB on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone LCNB nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone LCNB included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 2022 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2022 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212022, (A) Limestone LCNB and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestonewith respect to LCNB or any of its Subsidiaries. (iv) Limestone LCNB has established and each of its Subsidiaries maintains a system of “disclosure internal accounting controls for LCNB and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably its Subsidiaries designed and maintained to ensure provide reasonable assurance regarding the reliability of financial reporting and the preparation of 44 financial statements for external purposes in accordance with GAAP and applicable law, including policies and procedures that all information (both financial A) pertain to the maintenance of records that in reasonable detail accurately and non-financial) required to be disclosed by Limestone in fairly reflect the reports that it files or submits under the Exchange Act is recorded, processed, summarized transactions and reported within the time periods specified in the rules and forms dispositions of the SECassets of LCNB and its Subsidiaries in all material respects; (B) provide reasonable assurance that transactions are recorded as necessary to facilitate preparation of financial statements in conformity with GAAP, and that such information is accumulated receipts and communicated to Limestone’s expenditures of LCNB and its Subsidiaries are being made in accordance with authorizations of management and directors of LCNB and its Subsidiaries, as appropriate to allow the case may be; and (C) provide reasonable assurance regarding prevention or timely decisions regarding required disclosure and to make the certifications detection of unauthorized acquisition, use or disposition of the Chief Executive Officer and Chief Financial Officer assets of Limestone required under the Exchange Act with respect to such reportsLCNB or its Subsidiaries that could have a material effect on their financial statements. Limestone LCNB has disclosed, based on its most recent evaluation prior to the date no Knowledge of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses deficiency in the design or operation effectiveness of LCNB’s and its Subsidiaries’ internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely end of the periods covered by LCNB’s financial statements included in the LCNB SEC Reports and, to adversely affect Limestone ‘s ability to accurately recordLCNB’s Knowledge, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees of LCNB or its Subsidiaries who have a significant role in LimestoneLCNB’s internal controls over financial reporting. LCNB has made available to CNNB access to all documentation related to LCNB’s internal control over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries 2021 there has received or otherwise had or obtained knowledge of any been no material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone LCNB or any of its Subsidiaries or their respective internal accounting controls, including without limitation any material complaint, allegation, assertion or claim that Limestone LCNB or its Subsidiaries LCNB Bank has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone NWBI and its Subsidiaries included (or incorporated by reference) in LimestoneNWBI’s SEC filings Reports (including the related notes, where applicable) ) (A) have been prepared from, and are in accordance with, the books and records of Limestone NWBI and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone NWBI and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone NWBI and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx KPMG, LLP has not resigned (or informed Xxxxxxxxx NWBI that it intends to resign) or been dismissed as independent public accountants of Limestone NWBI as a result of or in connection with any disagreements with Limestone NWBI on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone NWBI nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone NWBI included in its Annual Quarterly Report on Form 10-K Q for fiscal year period ended December 31September 30, 2021 2024 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31September 30, 2021 or 2024 and (C) in connection with this Agreement and the transactions contemplated hereby. . (iii) Since December 31, 2021, (A) Limestone and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.h)

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone and its Subsidiaries included (or incorporated by reference) in Limestone’s SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx LLP has not resigned (or informed Xxxxxxxxx that it intends to resign) or been dismissed as independent public accountants of Limestone as a result of or in connection with any disagreements with Limestone on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone nor any of its Subsidiaries has incurred any liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone included in its Annual Report on Form 10-K for fiscal year ended December 31, 2021 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in 27 Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Peoples and its Subsidiaries included (or incorporated by reference) in Limestone’s Peoples’ SEC filings (including the related notes, where applicable) (A) have been prepared from, and are in accordance with, the books and records of Limestone Peoples and its Subsidiaries, (B) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone Peoples and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments Table of Contents normal in nature and amount), (C) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, and (D) have been prepared in accordance with GAAP, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Peoples and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles GAAP and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx Ernst & Young LLP has not resigned (or informed Xxxxxxxxx Peoples that it intends to resign) or been dismissed as independent public accountants of Limestone Peoples as a result of or in connection with any disagreements with Limestone Peoples on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Peoples nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Peoples included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 2020 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2020 or (C) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 2021, (A) Limestone and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practices.

Financial Statements; Material Adverse Effect; Internal Controls. (i) The financial statements of Limestone Peoples and its Subsidiaries included (or incorporated by reference) in Limestone’s Peoples’ SEC filings (including the related notes, where applicable) (Ai) have been prepared from, and are in accordance with, the books and records of Limestone Peoples and its Subsidiaries, ; (Bii) fairly present in all material respects the consolidated results of operations, cash flows, changes in shareholders’ equity and consolidated financial position of Limestone Peoples and its Subsidiaries for the respective fiscal periods or as of the respective dates therein set forth (subject in the case of unaudited statements to recurring year-end audit adjustments normal in nature and amount), ; (Ciii) complied as to form, as of their respective dates of filing with the SEC, in all material respects with applicable accounting requirements and with the published rules and regulations of the SEC with respect thereto, ; and (Div) have been prepared in accordance with GAAPgenerally accepted accounting principles, consistently applied during the periods involved, except, in each case, as indicated in such statements or in the notes thereto. As of the date hereof, the books and records of Limestone Peoples and its Subsidiaries have been maintained in all material respects in accordance with generally accepted accounting principles and any other applicable legal and accounting requirements and reflect only actual transactions. As of the date hereof, Xxxxx Ernst & Young LLP has not resigned (or informed Xxxxxxxxx Peoples that indicated it intends to resign) or been dismissed as independent public accountants of Limestone Peoples as a result of or in connection with any disagreements with Limestone Peoples on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. (ii) Neither Limestone Peoples nor any of its Subsidiaries has incurred any material liability or obligation of any nature whatsoever, except for (A) those liabilities that are reflected or reserved against on the consolidated balance sheet of Limestone Peoples included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2021 2013 (including any notes thereto), (B) liabilities incurred in the ordinary course of business consistent in nature and amount with past practice since December 31, 2021 2013 or (CB) in connection with this Agreement and the transactions contemplated hereby. (iii) Since December 31, 20212013, (A) Limestone Peoples and its Subsidiaries have conducted their respective businesses in the ordinary and usual course consistent with past practice, practice in all material respects and (B) no event has occurred or circumstance arisen that, individually or taken together with all other facts, circumstances and events is reasonably likely to have a Material Adverse Effect on Limestone. (iv) Limestone and each of its Subsidiaries maintains a system of “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) reasonably designed and maintained to ensure that all information (both financial and non-financial) required to be disclosed by Limestone in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Limestone’s management as appropriate to allow timely decisions regarding required disclosure and to make the certifications of the Chief Executive Officer and Chief Financial Officer of Limestone required under the Exchange Act with respect to such reports. Limestone has disclosed, based on Peoples or any of its most recent evaluation prior to the date of this Agreement, to Limestone’s outside auditors and the audit committee of the Limestone Board (A) any significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that would be reasonably likely to adversely affect Limestone ‘s ability to accurately record, process, summarize and report financial information, and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in Limestone’s internal controls over financial reporting. Since December 31, 2021, neither Limestone, its Subsidiaries nor any director, officer, employee, auditor, accountant or representative of Limestone or its Subsidiaries has received or otherwise had or obtained knowledge of any material complaint, allegation, assertion or claim, whether written or oral, regarding the accounting or auditing practices, procedures, methodologies or methods of Limestone or its Subsidiaries or their respective internal accounting controls, including any material complaint, allegation, assertion or claim that Limestone or its Subsidiaries has engaged in questionable accounting or auditing practicesSubsidiaries.