LCNB CORP (LCNB) SEC Filings

LCNB CORP (LCNB) filed an amended Form D reporting a completed exempt private offering of securities under Rule 506(b) of Regulation D. The company, an Ohio corporation engaged in commercial banking, sold $25,000,000 of debt securities in this offering.

The total amount remaining to be sold is reported as $0, indicating the full offering amount has been placed. Brean Capital, LLC is listed in the sales compensation section, and reported finders' fees are $0. The date of first sale in the offering is stated as August 7, 2026.

LCNB CORP (LCNB), an Ohio commercial banking corporation, filed a Form D for a private exempt offering of $25,000,000 of debt securities under Regulation D, Rule 506(b). This is a new notice, with the first sale on 2026-08-07, and the total offering amount has been fully sold with $0 remaining. Brean Capital, LLC is identified in the sales compensation section. The issuer reports revenue in the over $100,000,000 range and is offering in multiple U.S. states, including Ohio, Massachusetts, Michigan, and New Jersey.

LCNB CORP (LCNB) reported an initial insider ownership position for director Susan B. Zaunbrecher. The filing lists her as a director and shows direct ownership of 507 shares of LCNB Corp Common Stock as of the reported date. The Form 3 does not report any recent purchase or sale transactions, only her existing holdings.

LCNB Corp. (LCNB) reported governance changes including the appointment of Susan B. Zaunbrecher to the boards of LCNB Corp. and its wholly owned subsidiary, LCNB National Bank, effective August 18, 2026. She will serve as a Class I director with an initial term ending at the 2027 Annual Meeting of Shareholders and will be compensated on the same basis as other non-employee directors.

LCNB and the Bank also entered into Change in Control Agreements with five named executive officers. Upon a qualifying termination in connection with a change in control, Eric J. Meilstrup and Robert C. Haines II are each entitled to a lump-sum severance equal to 250% of Base Compensation, while Andrew Wallace, Michael R. Miller, and Bradley A. Ruppert are each entitled to 150% of Base Compensation, payable within 30 days of a defined trigger event. The agreements run for two years and require the Company to cover the full cost of COBRA health coverage during the specified COBRA Premium Period.

LCNB CORP (LCNB) reported an insider open-market purchase by President Robert C. Haines II. On 2026-08-17, he purchased 500 shares of LCNB Corp Common Stock at $19.75 per share, increasing his direct holdings to 26,728 shares.

LCNB Corp, as an institutional investment manager, filed a Form 13F holdings report. The filing states that it reports all holdings directly, with no other included managers. The information table covers 187 reportable positions with an aggregate value of $325,964,421, rounded to the nearest dollar.

The report is signed by Bradley A. Ruppert, Executive Vice President and Chief Investment Officer, who certifies that the submission is true, correct, and complete.

LCNB Corp. states that it intends to use an investor presentation, furnished as Exhibit 99.1, in upcoming meetings with investors and analysts. The disclosed information is furnished under Item 7.01 Regulation FD Disclosure and is not deemed filed under Section 18 or incorporated into other Securities Act or Exchange Act filings unless specifically referenced.

LCNB Corp. entered into subordinated note purchase agreements with qualified institutional buyers and accredited investors and completed a private placement of $25,000,000 aggregate principal amount of 6.50% fixed-to-floating rate subordinated notes due 2036. The transaction relied on the Section 4(a)(2) exemption and Rule 506(b) of Regulation D. The notes are intended to qualify as Tier 2 capital. LCNB plans to use the proceeds for general corporate purposes, including refinancing senior indebtedness and supporting future growth, and disclosed that approximately $8.8 million of existing long-term debt will be repaid.

The subordinated notes mature on August 15, 2036 and initially bear a fixed annual interest rate of 6.50%, payable semi-annually on August 15 and February 15, beginning February 15, 2027. From and including August 15, 2031 to but excluding maturity or earlier redemption, the rate resets quarterly to three‑month Secured Overnight Financing Rate plus 234 basis points, payable quarterly. The company may redeem the notes, in whole or in part, on any interest payment date on or after August 15, 2031, and in whole upon certain specified events, subject to required regulatory approvals. The notes are unsecured, subordinated obligations of LCNB, are not guaranteed by subsidiaries, rank junior to current and future senior indebtedness, and are not redeemable at the option of holders.

LCNB Corp. reported Q2 2026 net income of $7,494 (dollars in thousands), up from $5,919 in Q2 2025. Six‑month net income was $11,938 versus $10,528, with basic and diluted earnings per share of $0.53 for the quarter and $0.84 year‑to‑date.

Net interest income for Q2 2026 rose to $19,791 from $17,541 as interest expense declined to $6,541 from $8,398, while the provision for credit losses increased to $276 from $18. Non‑interest income was $5,353 and non‑interest expense $15,675, producing income before income taxes of $9,193.

At June 30, 2026, total assets were $2,223,715, including gross loans of $1,699,569, an allowance for credit losses on loans of $13,606, and net loans of $1,685,963. Available‑for‑sale debt securities totaled $215,769. Deposits were $1,819,186, long‑term debt $103,836, and shareholders’ equity $280,617 with 14,254,091 common shares outstanding.

Credit metrics showed non‑accrual loans of $5,751, or 0.34% of total loans, and an allowance for credit losses on loans equal to 0.80% of total loans. Off‑balance‑sheet credit commitments were $305,351, and the company recognized low‑income housing tax credits and other tax benefits that reduced its effective tax rate to 18.5% for Q2 2026.