10-Q 1 pnbk20190930_10q.htm FORM 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2019

OR

☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to ______

Commission file number 000-29599

PATRIOT NATIONAL BANCORP, INC.

(Exact name of registrant as specified in its charter)

Connecticut |  | 06-1559137
(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)
900 Bedford Street, Stamford, Connecticut |  | 06901
(Address of principal executive offices) |  | (Zip Code)

(203) 324-7500

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act

Large accelerated filer |  | ☐ |  | Accelerated filer |  | ☐
Non-accelerated filer |  | ☐ |  | Smaller reporting company |  | ☒
Emerging growth company |  | ☐ |  |  |  |

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class |  | Trading Symbol(s) |  | Name of each exchange on which registered
Common Stock |  | PNBK |  | NASDAQ Global Market

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of November 12, 2019, there were 3,925,002 shares of the registrant’s common stock outstanding.

1

Table of Contents

Table of Contents | 2
PART I- FINANCIAL INFORMATION | 3
| Item 1: Consolidated Financial Statements | 3
| Consolidated Balance Sheets (Unaudited) | 3
| Consolidated Statements of Operations (Unaudited) | 4
| Consolidated Statements of Comprehensive (Loss) Income (Unaudited) | 5
| Consolidated Statements of Shareholder's Equity (Unaudited) | 6
| Consolidated Statements of Cash Flows (Unaudited) | 8
| Notes to Consolidated Financial Statements (Unaudited) | 10
| Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations | 44
| Item 3: Quantitative and Qualitative Disclosures about Market Risk | 58
| Item 4: Disclosure Controls and Procedures | 60
PART II - OTHER INFORMATION | 61
| Item 1: | Legal Proceedings | 61
| Item 5: | Other Information | 61
| Item 6: | Exhibits | 62
| SIGNATURES | 63

2

PART I- FINANCIAL INFORMATION

Item 1: Consolidated Financial Statements

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands, except share data) |  | September 30, 2019 |  |  | December 31, 2018 |
Assets |  |  |  |  |  |  |  |
Cash and due from banks: |  |  |  |  |  |  |  |
Noninterest bearing deposits and cash |  | $ | 3,157 |  |  | $ | 7,381 |
Interest bearing deposits |  |  | 46,844 |  |  |  | 59,056 |
Total cash and cash equivalents |  |  | 50,001 |  |  |  | 66,437 |
Investment securities: |  |  |  |  |  |  |  |
Available-for-sale securities, at fair value |  |  | 50,057 |  |  |  | 39,496 |
Other investments, at cost |  |  | 4,963 |  |  |  | 4,963 |
Total investment securities |  |  | 55,020 |  |  |  | 44,459 |
Federal Reserve Bank stock, at cost |  |  | 2,889 |  |  |  | 2,866 |
Federal Home Loan Bank stock, at cost |  |  | 4,477 |  |  |  | 4,928 |
Loans receivable (net of allowance for loan losses: 2019: $8,405, 2018: $7,609) |  |  | 791,909 |  |  |  | 772,767 |
SBA loans held for sale |  |  | 4,103 |  |  |  | - |
Accrued interest and dividends receivable |  |  | 3,538 |  |  |  | 3,766 |
Premises and equipment, net |  |  | 34,883 |  |  |  | 35,435 |
Other real estate owned |  |  | 2,400 |  |  |  | 2,945 |
Deferred tax asset, net |  |  | 11,495 |  |  |  | 10,851 |
Goodwill |  |  | 1,107 |  |  |  | 1,728 |
Core deposit intangible, net |  |  | 642 |  |  |  | 698 |
Other assets |  |  | 9,521 |  |  |  | 4,816 |
Total assets |  | $ | 971,985 |  |  | $ | 951,696 |
Liabilities |  |  |  |  |  |  |  |
Deposits: |  |  |  |  |  |  |  |
Noninterest bearing deposits |  | $ | 80,772 |  |  | $ | 84,471 |
Interest bearing deposits |  |  | 681,284 |  |  |  | 658,810 |
Total deposits |  |  | 762,056 |  |  |  | 743,281 |
Federal Home Loan Bank and correspondent bank borrowings |  |  | 100,000 |  |  |  | 100,000 |
Senior notes, net |  |  | 11,834 |  |  |  | 11,778 |
Subordinated debt, net |  |  | 9,745 |  |  |  | 9,723 |
Junior subordinated debt owed to unconsolidated trust, net |  |  | 8,100 |  |  |  | 8,094 |
Note payable |  |  | 1,242 |  |  |  | 1,388 |
Advances from borrowers for taxes and insurance |  |  | 2,182 |  |  |  | 2,926 |
Accrued expenses and other liabilities |  |  | 8,647 |  |  |  | 5,166 |
Total liabilities |  |  | 903,806 |  |  |  | 882,356 |
Commitments and Contingencies |  |  |  |  |  |  |  |
Shareholders' equity |  |  |  |  |  |  |  |
Preferred stock, no par value; 1,000,000 shares authorized, no shares issued and outstanding |  |  | - |  |  |  | - |
Common stock, $.01 par value, 100,000,000 shares authorized; As of September 30, 2019: 3,998,743 shares issued; 3,925,002 shares outstanding. As of December 31, 2018: 3,984,415 shares issued; 3,910,674 shares outstanding |  |  | 106,118 |  |  |  | 105,956 |
Accumulated deficit |  |  | (37,222 | ) |  |  | (35,790 | )
Accumulated other comprehensive loss |  |  | (717 | ) |  |  | (826 | )
Total shareholders' equity |  |  | 68,179 |  |  |  | 69,340 |
Total liabilities and shareholders' equity |  | $ | 971,985 |  |  | $ | 951,696 |

See Accompanying Notes to Consolidated Financial Statements (unaudited).

3

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

|  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
(In thousands, except per share amounts) |  | 2019 |  |  | 2018 |  |  | 2019 |  |  | 2018 |
Interest and Dividend Income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest and fees on loans |  | $ | 10,245 |  |  | $ | 9,413 |  |  | $ | 30,345 |  |  | $ | 27,388 |
Interest on investment securities |  |  | 430 |  |  |  | 364 |  |  |  | 1,207 |  |  |  | 921 |
Dividends on investment securities |  |  | 112 |  |  |  | 125 |  |  |  | 344 |  |  |  | 374 |
Other interest income |  |  | 225 |  |  |  | 342 |  |  |  | 795 |  |  |  | 763 |
Total interest and dividend income |  |  | 11,012 |  |  |  | 10,244 |  |  |  | 32,691 |  |  |  | 29,446 |
Interest Expense |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest on deposits |  |  | 3,655 |  |  |  | 2,457 |  |  |  | 10,452 |  |  |  | 6,111 |
Interest on Federal Home Loan Bank borrowings |  |  | 602 |  |  |  | 486 |  |  |  | 1,467 |  |  |  | 1,245 |
Interest on senior debt |  |  | 229 |  |  |  | 229 |  |  |  | 686 |  |  |  | 686 |
Interest on subordinated debt |  |  | 277 |  |  |  | 278 |  |  |  | 845 |  |  |  | 489 |
Interest on note payable and other |  |  | 6 |  |  |  | 6 |  |  |  | 20 |  |  |  | 23 |
Total interest expense |  |  | 4,769 |  |  |  | 3,456 |  |  |  | 13,470 |  |  |  | 8,554 |
Net interest income |  |  | 6,243 |  |  |  | 6,788 |  |  |  | 19,221 |  |  |  | 20,892 |
Provision for Loan Losses |  |  | 100 |  |  |  | 50 |  |  |  | 3,202 |  |  |  | 285 |
Net interest income after provision for loan losses |  |  | 6,143 |  |  |  | 6,738 |  |  |  | 16,019 |  |  |  | 20,607 |
Non-interest Income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Loan application, inspection and processing fees |  |  | 32 |  |  |  | 16 |  |  |  | 74 |  |  |  | 36 |
Deposit fees and service charges |  |  | 123 |  |  |  | 126 |  |  |  | 366 |  |  |  | 392 |
Gains on sales of loans |  |  | 188 |  |  |  | 3 |  |  |  | 864 |  |  |  | 69 |
Rental income |  |  | 137 |  |  |  | 115 |  |  |  | 459 |  |  |  | 282 |
Other income |  |  | 91 |  |  |  | 94 |  |  |  | 312 |  |  |  | 283 |
Total non-interest income |  |  | 571 |  |  |  | 354 |  |  |  | 2,075 |  |  |  | 1,062 |
Non-interest Expense |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Salaries and benefits |  |  | 3,480 |  |  |  | 2,794 |  |  |  | 10,272 |  |  |  | 8,417 |
Occupancy and equipment expense |  |  | 937 |  |  |  | 829 |  |  |  | 2,598 |  |  |  | 2,346 |
Data processing expense |  |  | 357 |  |  |  | 333 |  |  |  | 1,088 |  |  |  | 972 |
Professional and other outside services |  |  | 721 |  |  |  | 565 |  |  |  | 2,233 |  |  |  | 1,594 |
Project expenses |  |  | 212 |  |  |  | 653 |  |  |  | 277 |  |  |  | 1,768 |
Advertising and promotional expense |  |  | 63 |  |  |  | 57 |  |  |  | 255 |  |  |  | 194 |
Loan administration and processing expense |  |  | 44 |  |  |  | 25 |  |  |  | 101 |  |  |  | 68 |
Regulatory assessments |  |  | 152 |  |  |  | 275 |  |  |  | 862 |  |  |  | 825 |
Insurance expense (income) |  |  | 65 |  |  |  | (56 | ) |  |  | 160 |  |  |  | 52 |
Communications, stationary and supplies |  |  | 118 |  |  |  | 146 |  |  |  | 383 |  |  |  | 369 |
Other operating expense |  |  | 530 |  |  |  | 426 |  |  |  | 1,626 |  |  |  | 1,194 |
Total non-interest expense |  |  | 6,679 |  |  |  | 6,047 |  |  |  | 19,855 |  |  |  | 17,799 |
Income (loss) before income taxes |  |  | 35 |  |  |  | 1,045 |  |  |  | (1,761 | ) |  |  | 3,870 |
Provision (Benefit) for Income Taxes |  |  | 8 |  |  |  | 276 |  |  |  | (456 | ) |  |  | 1,000 |
Net income (loss) |  | $ | 27 |  |  | $ | 769 |  |  | $ | (1,305 | ) |  | $ | 2,870 |
Basic earnings (loss) per share |  | $ | 0.01 |  |  | $ | 0.20 |  |  | $ | (0.33 | ) |  | $ | 0.74 |
Diluted earnings (loss) per share |  | $ | 0.01 |  |  | $ | 0.20 |  |  | $ | (0.33 | ) |  | $ | 0.73 |

See Accompanying Notes to Consolidated Financial Statements (unaudited).

4

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Unaudited)

(In thousands) |  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
|  | 2019 |  |  | 2018 |  |  | 2019 |  |  | 2018 |
Net income (loss) |  | $ | 27 |  |  | $ | 769 |  |  | $ | (1,305 | ) |  | $ | 2,870 |
Other comprehensive (loss) income |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Unrealized holding (loss) gain on securities |  |  | (215 | ) |  |  | (299 | ) |  |  | 132 |  |  |  | (1,009 | )
Income tax effect |  |  | 57 |  |  |  | 73 |  |  |  | (23 | ) |  |  | 264 |
Total other comprehensive (loss) income |  |  | (158 | ) |  |  | (226 | ) |  |  | 109 |  |  |  | (745 | )
Comprehensive (loss) income |  | $ | (131 | ) |  | $ | 543 |  |  | $ | (1,196 | ) |  | $ | 2,125 |

See Accompanying Notes to Consolidated Financial Statements (unaudited).

5

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Unaudited)

|  | Three-Month Period Ended Septmenber 30, 2019 |
(In thousands, except shares) |  | Number of Shares |  |  | Common Stock |  |  | Accumulated Deficit |  |  | Accumulated Other Comprehensive (Loss) Income |  |  | Total |
Balance at June 30, 2019 |  |  | 3,922,610 |  |  | $ | 106,059 |  |  | $ | (37,210 | ) |  | $ | (559 | ) |  | $ | 68,290 |
Comprehensive income: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net income |  |  | - |  |  |  | - |  |  |  | 27 |  |  |  | - |  |  |  | 27 |
Unrealized holding loss on available-for-sale securities, net of tax |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (158 | ) |  |  | (158 | )
Total comprehensive income |  |  | - |  |  |  | - |  |  |  | 27 |  |  |  | (158 | ) |  |  | (131 | )
Common stock dividends |  |  | - |  |  |  | - |  |  |  | (39 | ) |  |  | - |  |  |  | (39 | )
Share-based compensation expense |  |  | - |  |  |  | 59 |  |  |  | - |  |  |  | - |  |  |  | 59 |
Vesting of restricted stock |  |  | 2,392 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Balance at September 30, 2019 |  |  | 3,925,002 |  |  | $ | 106,118 |  |  | $ | (37,222 | ) |  | $ | (717 | ) |  | $ | 68,179 |

|  | Nine-Month Period Ended Septmenber 30, 2019 |
(In thousands, except shares) |  | Number of Shares |  |  | Common Stock |  |  | Accumulated Deficit |  |  | Accumulated Other Comprehensive (Loss) Income |  |  | Total |
Balance at December 31, 2018 |  |  | 3,910,674 |  |  | $ | 105,956 |  |  | $ | (35,790 | ) |  | $ | (826 | ) |  | $ | 69,340 |
Comprehensive income: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net loss |  |  | - |  |  |  | - |  |  |  | (1,305 | ) |  |  | - |  |  |  | (1,305 | )
Unrealized holding gain on available-for-sale securities, net of tax |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 109 |  |  |  | 109 |
Total comprehensive income |  |  | - |  |  |  | - |  |  |  | (1,305 | ) |  |  | 109 |  |  |  | (1,196 | )
Common stock dividends |  |  | - |  |  |  | - |  |  |  | (116 | ) |  |  | - |  |  |  | (116 | )
Share-based compensation expense |  |  | - |  |  |  | 162 |  |  |  | - |  |  |  | - |  |  |  | 162 |
Cumulative effect of adopting ASU 2016-02 |  |  | - |  |  |  | - |  |  |  | (11 | ) |  |  | - |  |  |  | (11 | )
Vesting of restricted stock |  |  | 14,328 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Balance at September 30, 2019 |  |  | 3,925,002 |  |  | $ | 106,118 |  |  | $ | (37,222 | ) |  | $ | (717 | ) |  | $ | 68,179 |

6

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Unaudited) (Continued)

|  | Three-Month Period Ended Septmenber 30, 2018 |
(In thousands, except shares) |  | Number of Shares |  |  | Common Stock |  |  | Accumulated Deficit |  |  | Accumulated Other Comprehensive (Loss) Income |  |  | Total |
Balance at June 30, 2018 |  |  | 3,904,578 |  |  | $ | 105,843 |  |  | $ | (36,808 | ) |  | $ | (674 | ) |  | $ | 68,361 |
Comprehensive income: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net income |  |  | - |  |  |  | - |  |  |  | 769 |  |  |  | - |  |  |  | 769 |
Unrealized holding loss on available-for-sale securities, net of tax |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (226 | ) |  |  | (226 | )
Total comprehensive income |  |  | - |  |  |  | - |  |  |  | 769 |  |  |  | (226 | ) |  |  | 543 |
Common stock dividends |  |  | - |  |  |  | - |  |  |  | (39 | ) |  |  | - |  |  |  | (39 | )
Share-based compensation expense |  |  | - |  |  |  | 56 |  |  |  | - |  |  |  | - |  |  |  | 56 |
Vesting of restricted stock |  |  | 2,388 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Balance at September 30, 2018 |  |  | 3,906,966 |  |  | $ | 105,899 |  |  | $ | (36,078 | ) |  | $ | (900 | ) |  | $ | 68,921 |

|  | Nine-Month Period Ended Septmenber 30, 2018 |
(In thousands, except shares) |  | Number of Shares |  |  | Common Stock |  |  | Accumulated Deficit |  |  | Accumulated Other Comprehensive (Loss) Income |  |  | Total |
Balance at December 31, 2017 |  |  | 3,899,675 |  |  | $ | 105,736 |  |  | $ | (38,832 | ) |  | $ | (155 | ) |  | $ | 66,749 |
Comprehensive income: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net income |  |  | - |  |  |  | - |  |  |  | 2,870 |  |  |  | - |  |  |  | 2,870 |
Unrealized holding loss on available-for-sale securities, net of tax |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (745 | ) |  |  | (745 | )
Total comprehensive income |  |  | - |  |  |  | - |  |  |  | 2,870 |  |  |  | (745 | ) |  |  | 2,125 |
Common stock dividends |  |  | - |  |  |  | - |  |  |  | (116 | ) |  |  | - |  |  |  | (116 | )
Share-based compensation expense |  |  | - |  |  |  | 163 |  |  |  | - |  |  |  | - |  |  |  | 163 |
Vesting of restricted stock |  |  | 7,291 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Balance at September 30, 2018 |  |  | 3,906,966 |  |  | $ | 105,899 |  |  | $ | (36,078 | ) |  | $ | (900 | ) |  | $ | 68,921 |

See Accompanying Notes to Consolidated Financial Statements (unaudited).

7

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands) |  | Nine Months Ended September 30, |
|  | 2019 |  |  | 2018 |
Cash Flows from Operating Activities: |  |  |  |  |  |  |  |
Net (loss) income |  | $ | (1,305 | ) |  | $ | 2,870 |
Adjustments to reconcile net income to net cash provided by operating activities: |  |  |  |  |  |  |  |
(Accretion) amortization of investment (discounts) premiums, net |  |  | (20 | ) |  |  | 34 |
Amortization and accretion of purchase loan premiums and discounts |  |  | 702 |  |  |  | 509 |
Amortization of debt issuance costs |  |  | 84 |  |  |  | 69 |
Amortization of core deposit intangible |  |  | 56 |  |  |  | 31 |
Amortization of servicing assets of sold SBA loans |  |  | 10 |  |  |  | - |
Provision for loan losses |  |  | 3,202 |  |  |  | 285 |
Depreciation and amortization |  |  | 1,201 |  |  |  | 1,106 |
Share-based compensation |  |  | 162 |  |  |  | 163 |
Increase in deferred income taxes |  |  | (667 | ) |  |  | (246 | )
Origination of SBA loans held for sale |  |  | (15,208 | ) |  |  | (979 | )
Proceeds from sale of SBA loans held for sale |  |  | 11,969 |  |  |  | 1,033 |
Gain on sale of SBA loans held for sale, net |  |  | (864 | ) |  |  | (69 | )
Net loss on sale of other real estate owned |  |  | 94 |  |  |  | - |
Changes in assets and liabilities: |  |  |  |  |  |  |  |
Decrease (increase) in accrued interest and dividends receivable |  |  | 228 |  |  |  | (116 | )
(Increase) decrease in other assets |  |  | (1,779 | ) |  |  | 855 |
Change in contingent consideration |  |  | - |  |  |  | (1,284 | )
Increase in accrued expenses and other liabilities |  |  | 700 |  |  |  | 1,141 |
Net cash (used) provided by operating activities |  |  | (1,435 | ) |  |  | 5,402 |
Cash Flows from Investing Activities: |  |  |  |  |  |  |  |
Proceeds from maturity or sales on available-for-sale securities |  |  | - |  |  |  | 35,532 |
Principal repayments on available-for-sale securities |  |  | 2,588 |  |  |  | 1,362 |
Purchases of available-for-sale securities |  |  | (12,997 | ) |  |  | (17,093 | )
Purchases of Federal Reserve Bank stock |  |  | (23 | ) |  |  | (331 | )
Redemptions of Federal Home Loan Bank stock |  |  | 451 |  |  |  | 961 |
Decrease in originated loans receivable, net |  |  | 4,552 |  |  |  | 15,345 |
Purchases of loans receivable |  |  | (28,213 | ) |  |  | (37,830 | )
Purchase of premises and equipment |  |  | (525 | ) |  |  | (1,229 | )
Proceeds from sale of other real estate owned |  |  | 897 |  |  |  | - |
Refund of (payment for) escrow deposit related to acquisition activity |  |  | 500 |  |  |  | (500 | )
Net cash used in business combination |  |  | - |  |  |  | (4,736 | )
Net cash used in investing activities |  |  | (32,770 | ) |  |  | (8,519 | )
Cash Flows from Financing Activities: |  |  |  |  |  |  |  |
Increase in deposits, net |  |  | 18,775 |  |  |  | 35,909 |
Repayments of FHLB borrowings, net |  |  | - |  |  |  | (39,800 | )
Proceeds from issuance of subordinated note, net |  |  | - |  |  |  | 9,713 |
Principal repayments of note payable |  |  | (146 | ) |  |  | (144 | )
Decrease in advances from borrowers for taxes and insurance |  |  | (744 | ) |  |  | (1,170 | )
Dividends paid on common stock |  |  | (116 | ) |  |  | (116 | )
Payments of contingent consideration |  |  | - |  |  |  | (1,284 | )
Net cash provided by financing activities |  |  | 17,769 |  |  |  | 3,108 |
Net decrease in cash and cash equivalents |  |  | (16,436 | ) |  |  | (9 | )
Cash and cash equivalents at beginning of period |  |  | 66,437 |  |  |  | 48,729 |
Cash and cash equivalents at end of period |  | $ | 50,001 |  |  | $ | 48,720 |

See Accompanying Notes to Consolidated Financial Statements (unaudited).

8

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Continued)

(In thousands) |  | Nine Months Ended September 30, |
|  | 2019 |  |  | 2018 |
Supplemental Disclosures of Cash Flow Information: |  |  |  |  |  |  |  |
Cash paid for interest |  | $ | 12,996 |  |  | $ | 7,492 |
Cash paid for income taxes |  | $ | 22 |  |  | $ | 1,243 |
Non-cash transactions: |  |  |  |  |  |  |  |
Purchase of premises and equipment |  | $ | 124 |  |  | $ | - |
Increase in accrued expense and other liabilities |  | $ | (124 | ) |  | $ | - |
Transfers of loans receivable to other real estate owned |  | $ | 446 |  |  | $ | - |
Recognition of operating lease right-of-use assets |  | $ | 3,267 |  |  | $ | - |
Recognition of operating lease liabilities |  | $ | (3,364 | ) |  | $ | - |
Accrued rent payable - adoption ASC 842 |  | $ | 86 |  |  | $ | - |
Capitalized servicing assets |  | $ | 169 |  |  | $ | - |
Business Combination Non-Cash Disclosures: |  |  |  |  |  |  |  |
Assets acquired in business combination (net of cash received) |  | $ | - |  |  | $ | 60,492 |
Liabilities acquired in business combination |  | $ | - |  |  | $ | 56,095 |
Contingent liability assumed in business combination |  | $ | 621 |  |  | $ | 1,761 |

See Accompanying Notes to Consolidated Financial Statements (unaudited).

9

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 1: Basis of Financial Statement Presentation

The accompanying unaudited condensed consolidated financial statements of Patriot National Bancorp, Inc. (the “Company”) and its wholly-owned subsidiary Patriot Bank, N.A. (the “Bank”) (collectively, “Patriot”), have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) have been omitted. The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included on the Annual Report on Form 10-K for the year ended December 31, 2018.

The Consolidated Balance Sheet at December 31, 2018 presented herein has been derived from the audited consolidated financial statements of the Company at that date, but does not include all of the information and footnotes required by US GAAP for complete financial statements.

On May 10, 2018, the Bank completed its acquisition of Prime Bank, a Connecticut bank headquartered in Orange, CT (“Prime Bank”). The closing of the transaction added a new Patriot branch located in the Town of Orange, New Haven County, Connecticut. The results of Prime Bank’s operations are included in the Company’s Consolidated Financial Statements from the date of acquisition.

The preparation of consolidated financial statements in accordance with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and to disclose contingent assets and liabilities. Actual results could differ from those estimates. Management has identified accounting for the allowance for loan and lease losses, the analysis and valuation of its investment securities, the valuation of deferred tax assets, and accounting for the business combination as certain of Patriot’s more significant accounting policies and estimates, in that they are critical to the presentation of Patriot’s financial condition and results of operations. As they concern matters that are inherently uncertain, these estimates require management to make subjective and complex judgments in the preparation of Patriot’s Consolidated Financial Statements.

Certain prior period amounts have been reclassified to conform to current year presentation.

Project expenses

Project expenses represent non-recurring expenses, primarily legal and consulting not directly related to the core business of Community Banking. In prior years these were principally expenses for merger, tax analysis strategy and planning. Currently principally the result of third party costs related to the Formal Agreement, and of a non-recurring nature and primarily consultants and legal.

The information furnished reflects, in the opinion of management, all normal recurring adjustments necessary for a fair presentation of the results for the interim periods presented. The results of operations for the three and nine months ended September 30, 2019 are not necessarily indicative of the results of operations that may be expected for the remainder of 2019.

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PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 2: Accounting Policies

New Accounting Policy

Please refer to the summary of Significant Accounting Policies included in the Company’s 2018 Annual Report on Form 10-K for a list of all policies in effect as of December 31, 2018. The below summary is intended to provide updates or new policies required as a result of a new accounting standard or a change to the Company’s operations or assets that require a new or amended policy.

Transfers of Financial Assets

Transfers of financial assets are accounted for as sales, when control over the assets has been surrendered. Control over transferred assets is deemed to be surrendered when (1) the assets have been isolated from the Company, (2) the transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange the transferred assets, and (3) the Company does not maintain effective control over the transferred assets through either (a) an agreement that both entitles and obligates the transferor to repurchase or redeem the assets before maturity or (b) the ability to unilaterally cause the holder to return specific assets, other than through a cleanup call.

Loans Held for Sale

Loans held for sale represent the guaranteed portion of Small Business Administration (“SBA”) loans and are reflected at the lower of aggregate cost or market value. The Company originates loans to customers under a SBA program that historically has provided for SBA guarantees of 75 percent of the principal balance of each loan. The Company generally sells the guaranteed portion of its SBA loans to a third party and retains the servicing, holding the unguaranteed portion in its portfolio. The amount of loan origination fees is included in the carrying value of loans sold and in the calculation of the gain or loss on the sale. When sales of SBA loans do occur, the premium received on the sale and the present value of future cash flows of the servicing assets, less the discount of the retained portion of the loan are recognized in income. All criteria for sale accounting must be met in order for the loan sales to occur; see details under the “Transfers of Financial Assets” heading above.

There were $4.1 million of loans held for sale at September 30, 2019, consisting of $2.9 million commercial and industrial loans and $1.2 million commercial real estate, which represent the guaranteed portion of the SBA loans originated and held for sale.

Servicing assets represent the estimated fair value of retained servicing rights, net of servicing costs, at the time loans are sold. Servicing assets are amortized in proportion to, and over the period of, estimated net servicing revenues. Impairment will be evaluated based on stratifying the underlying financial assets by date of origination and term. Fair value is determined using prices for similar assets with similar characteristics, when available, or based upon discounted cash flows using market-based assumptions. Any impairment, if temporary, would be reported as a valuation allowance.

Serviced loans sold to others are not included in the accompanying Consolidated Balance Sheets. The total amount of such loans serviced, but owned by third party, amounted to approximately $13.1 million at September 30, 2019. The servicing asset has a carrying value of $196,000 and fair value of $276,000 at September 30, 2019. Income and fees collected for loan servicing are credited to noninterest income when earned, net of amortization on the related servicing assets.

The following table presents an analysis of the activity in the SBA servicing assets for the three and nine months ended September 30, 2019:

(In thousands) |  | Three Months Ended September 30, 2019 |  |  | Nine Months Ended September 30, 2019 |
Beginning balance |  | $ | 156 |  |  | $ | 37 |
Servicing rights capitalized |  |  | 44 |  |  |  | 169 |
Servicing rights amortized |  |  | (4 | ) |  |  | (10 | )
Ending balance |  | $ | 196 |  |  | $ | 196 |

11

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

New Accounting Standards

Accounting Standards Adopted During 201 9

Effective January 1, 2019, the following new Accounting Standards Updates (ASU) were adopted by the Company:

ASU 2016-02

In February 2016, the FASB issued ASU No. 2016-02, Leases. This ASU was issued to improve the financial reporting of leasing activities and provide a faithful representation of leasing transactions and improve understanding and comparability of a lessee's financial statements. The amendments in this ASU require lessees to recognize, on the balance sheet, assets and liabilities for the rights and obligations created by leases. Accounting by lessors will remain largely unchanged. In July 2018, the FASB issued a subsequent update which introduced a new transition method, under this new transition method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The guidance was effective for the Company on January 1, 2019, with early adoption permitted. Management elected the transition practical expedient option. The cumulative-effect adjustment was an increase to the opening balance of accumulated deficit at the time of adoption on January 1, 2019. The Company recognized $3.4 million of right-of-use (“ROU”) assets and $3.4 million of lease liabilities for operating leases on its Consolidated Balance Sheets. ASU 2016-12 did not have an impact on its Consolidated Statements of Operations.

ASU 2017-08

In March 2017, the FASB issued ASU 2017-08, Premium Amortization on Purchased Callable Debt Securities, which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. The ASU is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. For all other entities, the ASU is effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Earlier application is permitted for all entities, including adoption in an interim period. If an entity early adopts the ASU in an interim period, any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. The adoption of ASU 2017-08 did not have any impact on its Consolidated Financial Statements.

ASU 2017-12

"Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities." ASU 2017-12 was issued to ease the burden associated with assessing hedge effectiveness and to promote better financial statement alignment of the recognition and presentation of the effects of the hedging instrument and the hedged item. This guidance requires entities to present the earnings effect of the hedging instrument in the same income statement line item with the earnings effect on the hedged item. In October 2018, FASB issued ASU 2018-16, "Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financial Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes." ASU 2018-16 was issued to expand the list of benchmark interest rates for hedge accounting. The effective date for the amendment is the same as the effective date for ASU 2017-12. For public business entities, ASU 2017-12 was effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. ASU 2017-12 and ASU 2018-16 did not have any impact on the Consolidated Financial Statements.

ASU 2017-04

In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment: The objective of this guidance is to simplify an entity’s required test for impairment of goodwill by eliminating Step 2 from the goodwill impairment test by permitting the entity to complete a qualitative assessment to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Under this Update, an entity should perform its annual or quarterly goodwill impairment test by comparing the fair value of the reporting unit with its carrying amount and record an impairment charge for the excess of the carrying amount over the reporting unit’s fair value. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit and the entity must consider the income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. This guidance is effective for a public business entity that is an SEC filer for its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019 and early adoption is permitted. The Company early adopted ASU 2017-04 as of June 30, 2019 and completed a qualitative assessment to support its conclusion that goodwill was not impaired at the reporting date.

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PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Accounting Standards Issued But Not Yet Adopted

ASU 2016-13

In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments. The ASU changes the methodology for measuring credit losses on financial instruments measured at amortized cost to a current expected loss (“CECL”) model. Under the CECL model, entities will estimate credit losses over the entire contractual term of a financial instrument from the date of initial recognition of the instrument. The ASU also changes the existing impairment model for available-for-sale debt securities. In cases where there is neither the intent nor a more-likely-than-not requirement to sell the debt security, an entity will record credit losses as an allowance rather than a direct write-down of the amortized cost basis. Additionally, ASU 2016-13 notes that credit losses related to available-for-sale debt securities and purchased credit impaired loans should be recorded through an allowance for credit losses. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption permitted for fiscal years beginning after December 15, 2018. In October 2019, the FASB voted to approve amendments to the effective date of ASC 326 for smaller reporting companies, as defined by the SEC, and other non-SEC reporting entities. The amendment is expected to delay the effective date to fiscal years beginning after December 31, 2022, including interim periods within those fiscal periods. As the Company is a small reporting company, the delay will be applicable to the Company. The final ASU is expected to be issued in November 2019. Management is currently evaluating the impact that the standard will have on its Consolidated Financial Statements.

ASU 2018-13

In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820) - Changes to the Disclosure Requirements for Fair Value Measurement, to modify the disclosure requirements on fair value measurements. This ASU removes requirements to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the policy for timing of transfers between levels and the valuation processes for Level 3 fair value measurements. ASU 2018-13 clarifies that disclosure regarding measurement uncertainty is intended to communicate information about the uncertainty in measurement as of the reporting date. ASU 2018-13 adds certain disclosure requirements, including disclosure of changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The amendments in this update are effective for annual periods and interim periods within those annual periods beginning after December 15, 2019. The amendments related to changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements and the narrative description of measurement uncertainty should be applied prospectively, while all other amendments should be applied retrospectively for all periods presented upon their effective date. Management is currently evaluating the impact of adopting the new guidance on the Consolidated Financial Statements, but it is not expected to have a material impact.

13

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 3: Available-for-Sale Securities

The amortized cost, gross unrealized gains, gross unrealized losses and fair values of available-for-sale securities at September 30, 2019 and December 31, 2018 are as follows:

(In thousands) |  | Amortized Cost |  |  | Gross Unrealized Gains |  |  | Gross Unrealized (Losses) |  |  | Fair Value |
September 30, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
U. S. Government agency mortgage-backed securities |  | $ | 18,137 |  |  | $ | 102 |  |  | $ | (56 | ) |  | $ | 18,183 |
Corporate bonds |  |  | 18,019 |  |  |  | 62 |  |  |  | (1,218 | ) |  |  | 16,863 |
Subordinated notes |  |  | 8,018 |  |  |  | 174 |  |  |  | - |  |  |  | 8,192 |
SBA loan pools |  |  | 5,369 |  |  |  | - |  |  |  | (49 | ) |  |  | 5,320 |
U.S. Treasury notes |  |  | 1,496 |  |  |  | 3 |  |  |  | - |  |  |  | 1,499 |
|  | $ | 51,039 |  |  | $ | 341 |  |  | $ | (1,323 | ) |  | $ | 50,057 |
December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
U. S. Government agency mortgage-backed securities |  | $ | 20,626 |  |  | $ | 43 |  |  | $ | (196 | ) |  | $ | 20,473 |
Corporate bonds |  |  | 14,000 |  |  |  | - |  |  |  | (1,026 | ) |  |  | 12,974 |
Subordinated notes |  |  | 4,500 |  |  |  | 64 |  |  |  | - |  |  |  | 4,564 |
U.S. Treasury notes |  |  | 1,484 |  |  |  | 1 |  |  |  | - |  |  |  | 1,485 |
|  | $ | 40,610 |  |  | $ | 108 |  |  | $ | (1,222 | ) |  | $ | 39,496 |

The following table presents the available-for-sale securities’ gross unrealized losses and fair value, aggregated by the length of time the individual securities have been in a continuous loss position as of September 30, 2019 and December 31, 2018:

(In thousands) |  | Less than 12 Months |  |  | 12 Months or More |  |  | Total |
|  | Fair Value |  |  | Unrealized (Loss) |  |  | Fair Value |  |  | Unrealized (Loss) |  |  | Fair Value |  |  | Unrealized (Loss) |
September 30, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
U. S. Government agency mortgage-backed securities |  | $ | 125 |  |  | $ | - |  |  | $ | 4,046 |  |  | $ | (56 | ) |  | $ | 4,171 |  |  | $ | (56 | )
Corporate bonds |  |  | - |  |  |  | - |  |  |  | 12,782 |  |  |  | (1,218 | ) |  |  | 12,782 |  |  |  | (1,218 | )
SBA loan pools |  |  | 5,320 |  |  |  | (49 | ) |  |  | - |  |  |  | - |  |  |  | 5,320 |  |  |  | (49 | )
|  | $ | 5,445 |  |  | $ | (49 | ) |  | $ | 16,828 |  |  | $ | (1,274 | ) |  | $ | 22,273 |  |  | $ | (1,323 | )
December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
U. S. Government agency mortgage-backed securities |  | $ | 8,024 |  |  | $ | (38 | ) |  | $ | 5,422 |  |  | $ | (158 | ) |  | $ | 13,446 |  |  | $ | (196 | )
Corporate bonds |  |  | - |  |  |  | - |  |  |  | 12,974 |  |  |  | (1,026 | ) |  |  | 12,974 |  |  |  | (1,026 | )
|  | $ | 8,024 |  |  | $ | (38 | ) |  | $ | 18,396 |  |  | $ | (1,184 | ) |  | $ | 26,420 |  |  | $ | (1,222 | )

At September 30, 2019 and December 31, 2018, 13 of 25 and 10 of 16 available-for-sale securities had unrealized losses with an aggregate decline of 5.6% and 4.4% from the amortized cost of those securities, respectively.

14

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Based on its quarterly reviews, management believes that none of the losses on available-for-sale securities noted above constitute an other-than-temporary impairment (“OTTI”). The noted losses are considered temporary due to market fluctuations in available interest rates on U.S. Government agency debt, mortgage-backed securities issued by U.S. Government agencies, and corporate debt. Management considers the issuers of the securities to be financially sound, the corporate bonds are investment grade, and the collectability of all contractual principal and interest payments is reasonably expected. SBA government guaranteed loan pools securities were purchased at a premium and the impairment was attributable primarily to increased prepayment speeds. The timely payment of principal and interest on these securities is guaranteed by the U.S. Government agency. Since Patriot is not more-likely-than-not to be required to sell the investments before recovery of the amortized cost basis and does not intend to sell the securities at a loss, none of the available-for-sale securities noted are considered to be OTTI as of September 30, 2019.

At September 30, 2019 and December 31, 2018, available-for-sale securities of $5.0 million and $7.0 million were pledged primarily to secure municipal deposits, respectively. As of September 30, 2019 and December 31, 2018, $5.0 million and $5.5 million were pledged to the FRB of New York, and $0 and $1.5 million were pledged to the St. Louis Fed, respectively.

The following summarizes, by class and contractual maturity, the amortized cost and estimated fair value of available-for-sale debt securities held at September 30, 2019 and December 31, 2018. The mortgages underlying the mortgage-backed securities are not due at a single maturity date. Additionally, these mortgages often are and generally may be pre-paid without penalty, creating a degree of uncertainty that such investments can be held until maturity. For convenience, mortgage-backed securities have been included in the summary as a separate line item.

(In thousands) |  | Amortized Cost |  |  | Fair Value |
|  | Due Within 5 years |  |  | Due After 5 years through 10 years |  |  | Due After 10 years |  |  | Total |  |  | Due Within 5 years |  |  | Due After 5 years through 10 years |  |  | Due After 10 years |  |  | Total |
September 30, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Corporate bonds |  | $ | 4,019 |  |  | $ | 14,000 |  |  | $ | - |  |  | $ | 18,019 |  |  | $ | 4,081 |  |  | $ | 12,782 |  |  | $ | - |  |  | $ | 16,863 |
Subordinated notes |  |  | 1,407 |  |  |  | 6,611 |  |  |  | - |  |  |  | 8,018 |  |  |  | 1,426 |  |  |  | 6,766 |  |  |  | - |  |  |  | 8,192 |
SBA loan pools |  |  | - |  |  |  | 5,369 |  |  |  | - |  |  |  | 5,369 |  |  |  | - |  |  |  | 5,320 |  |  |  | - |  |  |  | 5,320 |
U.S. Treasury notes |  |  | 1,496 |  |  |  | - |  |  |  | - |  |  |  | 1,496 |  |  |  | 1,499 |  |  |  | - |  |  |  | - |  |  |  | 1,499 |
Available-for-sale securities wi th stated maturity dates |  |  | 6,922 |  |  |  | 25,980 |  |  |  | - |  |  |  | 32,902 |  |  |  | 7,006 |  |  |  | 24,868 |  |  |  | - |  |  |  | 31,874 |
U. S. Government agency mortgage-backed securities |  |  | 8,805 |  |  |  | 2,177 |  |  |  | 7,155 |  |  |  | 18,137 |  |  |  | 8,813 |  |  |  | 2,137 |  |  |  | 7,233 |  |  |  | 18,183 |
|  | $ | 15,727 |  |  | $ | 28,157 |  |  | $ | 7,155 |  |  | $ | 51,039 |  |  | $ | 15,819 |  |  | $ | 27,005 |  |  | $ | 7,233 |  |  | $ | 50,057 |
December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Corporate bonds |  | $ | - |  |  | $ | 9,000 |  |  | $ | 5,000 |  |  | $ | 14,000 |  |  | $ | - |  |  | $ | 8,537 |  |  | $ | 4,437 |  |  | $ | 12,974 |
Subordinated notes |  |  | - |  |  |  | 4,500 |  |  |  | - |  |  |  | 4,500 |  |  |  | - |  |  |  | 4,564 |  |  |  | - |  |  |  | 4,564 |
U.S. Treasury notes |  |  | 1,484 |  |  |  | - |  |  |  | - |  |  |  | 1,484 |  |  |  | 1,485 |  |  |  | - |  |  |  | - |  |  |  | 1,485 |
Available-for-sale securit ies with stated m aturity dates |  |  | 1,484 |  |  |  | 13,500 |  |  |  | 5,000 |  |  |  | 19,984 |  |  |  | 1,485 |  |  |  | 13,101 |  |  |  | 4,437 |  |  |  | 19,023 |
U. S. Government agency mortgage-backed securities |  |  | 6,842 |  |  |  | 5,668 |  |  |  | 8,116 |  |  |  | 20,626 |  |  |  | 6,844 |  |  |  | 5,530 |  |  |  | 8,099 |  |  |  | 20,473 |
|  | $ | 8,326 |  |  | $ | 19,168 |  |  | $ | 13,116 |  |  | $ | 40,610 |  |  | $ | 8,329 |  |  | $ | 18,631 |  |  | $ | 12,536 |  |  | $ | 39,496 |

During the nine-month period ended September 30, 2019, the Bank purchased $3.5 million subordinated notes and $4.0 million corporate bonds, and $5.5 million SBA government guaranteed loan pools. There were no sales of the Bank’s available-for-sale securities in the nine-month period ended September 30, 2019. During the year to date period ended September 30, 2018, the Bank purchased $15.6 million U.S. Government agency mortgage-backed securities, $1.5 million U.S. Treasury notes, and $35.5 million securities acquired in the transaction with Prime Bank. The Prime Bank securities were sold at the fair value at acquisition date with no recorded gain or loss.

15

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 4: Loans Receivable and Allowance for L oan and L ease L osses

As of September 30, 2019 and December 31, 2018, loans receivable, net, consisted of the following:

(In thousands) |  | September 30, 2019 |  |  | December 31, 2018 |
Loan portfolio segment: |  |  |  |  |  |  |  |
Commercial Real Estate |  | $ | 299,605 |  |  | $ | 274,938 |
Residential Real Estate |  |  | 163,546 |  |  |  | 157,300 |
Commercial and Industrial |  |  | 186,795 |  |  |  | 191,852 |
Consumer and Other |  |  | 93,467 |  |  |  | 94,569 |
Construction |  |  | 44,349 |  |  |  | 46,040 |
Construction to Permanent - CRE |  |  | 12,552 |  |  |  | 15,677 |
Loans receivable, gross |  |  | 800,314 |  |  |  | 780,376 |
Allowance for loan and lease losses |  |  | (8,405 | ) |  |  | (7,609 | )
Loans receivable, net |  | $ | 791,909 |  |  | $ | 772,767 |

Patriot's lending activities are conducted principally in Fairfield and New Haven Counties in Connecticut and Westchester County in New York, and the five Boroughs of New York City. Patriot originates commercial real estate loans, commercial business loans, a variety of consumer loans, and construction loans, and has purchased residential loans since 2016. All commercial and residential real estate loans are collateralized primarily by first or second mortgages on real estate. The ability and willingness of borrowers to satisfy their loan obligations is dependent to some degree on the status of the regional economy as well as upon the regional real estate market. Accordingly, the ultimate collectability of a substantial portion of the loan portfolio and the recovery of a substantial portion of any resulting real estate acquired is susceptible to changes in market conditions.

Patriot has established credit policies applicable to each type of lending activity in which it engages and evaluates the creditworthiness of each borrower. Unless extenuating circumstances exist, Patriot limits the extension of credit on commercial real estate loans to 75% of the market value of the underlying collateral. Patriot’s loan origination policy for multi-family residential real estate is limited to 80% of the market value of the underlying collateral. In the case of construction loans, the maximum loan-to-value is 75% of the “as completed” appraised value of the real estate project. Management monitors the appraised value of collateral on an on-going basis and additional collateral is requested when warranted. Real estate is the primary form of collateral, although other forms of collateral do exist and may include such assets as accounts receivable, inventory, marketable securities, time deposits, and other business assets.

In connection with the Prime Bank merger in May 2018, loans were acquired. A subset of these loans was determined to have evidence of credit deterioration at the acquisition date, which was accounted for in accordance with ASC 310-30. The purchased credit impaired (“PCI”) loans presently maintain a carrying value of $182,000 as of September 30, 2019. The loans were evaluated for impairment through the periodic reforecasting of expected cash flows.

Income is recognized on PCI loans pursuant to ASC Topic 310-30. A portion of the fair value discount has been ascribed as an accretable yield that is accreted into interest income over the estimated remaining life of the loans. The remaining non-accretable difference represents cash flows not expected to be collected.

16

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

A summary of changes in the accretable discount for PCI loans for the three and nine months ended September 30, 2019 follows:

(In thousands) |  | For the three Months Ended September 30, 2019 |  |  | For the Nine Months Ended September 30, 2019 |
Accretable discount, beginning of period |  | $ | (201 | ) |  | $ | (792 | )
Accretion |  |  | 9 |  |  |  | 43 |
Other changes, net |  |  | 141 |  |  |  | 698 |
Accretable discount, end of period |  | $ | (51 | ) |  | $ | (51 | )

The accretion of the accretable discount for PCI loans for the three and nine months ended September 30, 2019 was $9,000 and $43,000, respectively. The other changes represent primarily loans that were either fully paid-off or totally charged off in 2019.

Risk characteristics of the Company’s portfolio classes include the following:

Commercial Real Estate Loans

In underwriting commercial real estate loans, Patriot evaluates both the prospective borrower’s ability to make timely payments on the loan and the value of the property securing the loans. Repayment of such loans may be negatively impacted should the borrower default, the value of the property collateralizing the loan substantially decline, or there are declines in general economic conditions. Where the owner occupies the property, Patriot also evaluates the business’ ability to repay the loan on a timely basis and may require personal guarantees, lease assignments, and/or the guarantee of the operating company.

Residential Real Estate Loans

In 2013, Patriot discontinued offering primary mortgages on personal residences. Repayment of residential real estate loans may be negatively impacted should the borrower have financial difficulties, should there be a significant decline in the value of the property securing the loan, or should there be declines in general economic conditions.

During the three and nine months ended September 30, 2019, Patriot purchased $4.6 million and $20.9 million of residential real estate loans, respectively. $16.4 million residential real estate loans were purchased during the three and nine months ended September 30, 2018.

Commercial and Industrial Loans

Patriot’s commercial and industrial loan portfolio consists primarily of commercial business loans and lines of credit to businesses and professionals. These loans are generally for the financing of accounts receivable, purchases of inventory, purchases of new or used equipment, or for other short- or long-term working capital purposes. These loans are generally secured by business assets but are also occasionally offered on an unsecured basis. In granting these types of loans, Patriot considers the borrower’s cash flow as the primary source of repayment, supported by the value of collateral, if any, and personal guarantees, as applicable. Repayment of commercial and industrial loans may be negatively impacted by adverse changes in economic conditions, ineffective management, claims on the borrower’s assets by others that are superior to Patriot’s claims, a loss of demand for the borrower’s products or services, or the death or disability of the borrower or other key management personnel.

Patriot’s syndicated and leveraged loan portfolio are included in the commercial and industrial loan classification and are primarily comprised of loan transactions led by major financial institutions and regional banks, which are the Agent Bank or Lead Arranger, and are referred to as syndicated loans or "Shared National Credits (SNC)". SNC loans were determined to be complementary to the Bank’s existing commercial and industrial loan portfolio and product offerings and provide diversification from Patriot’s typical direct-to-business lines of credit and term facilities. The Bank will participate in senior secured financings for public and privately-owned companies for acquisitions, working capital, recapitalizations, and general corporate purposes. The Bank’s strategy is to participate in these types of loan transaction in accordance with its internal policies.

17

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Consumer and Other Loans

Patriot offers individual consumers various forms of credit including installment loans, credit cards, overdraft protection, and reserve lines of credit. Repayments of such loans are generally dependent on the personal income of the borrower, which may be negatively impacted by adverse changes in economic conditions. The Company does not place a high emphasis on originating these types of loans.

The Company does not have any lending programs commonly referred to as subprime lending. Subprime lending generally targets borrowers with weakened credit histories that are typically characterized by payment delinquencies, previous charge-offs, judgments against the consumer, a history of bankruptcies, or borrowers with questionable repayment capacity as evidenced by low credit scores or high debt-burdened ratios.

Patriot purchased $0 and $7.3 million education loans during the three and nine months ended September 30, 2019, respectively. $21.4 million education loans or other consumer loans were purchased during the three and nine months ended September 30, 2018.

Construction Loans

Construction loans are of a short-term nature, generally of eighteen months or less, that are secured by land and improvements intended for commercial, residential, or mixed-use development. Loan proceeds may be used for the acquisition of or improvements to the land under development and funds are generally disbursed as phases of construction are completed.

Included in this category are loans to construct single family homes where no contract of sale exists, based upon the experience and financial strength of the builder, the type and location of the property, and other factors. Construction loans tend to be personally guaranteed by the principal(s). Repayment of such loans may be negatively impacted by an inability to complete construction, a downturn in the market for new construction, by a significant increase in interest rates, or by decline in general economic conditions.

Construction to Permanent - Commercial Real Estate (“CRE”)

Loans in this category represent a one-time close of a construction facility with simultaneous conversion to an amortizing mortgage loan. Construction to Permanent loans combine a short term period similar to a construction loan, generally with a variable rate, and a longer term CRE loan typically 20-25 years, resetting every five years to the Federal Home Loan Bank (“FHLB”) rate.

Close of the construction facility typically occurs when events dictate, such as receipt of a certificate of occupancy and property stabilization, which is defined as cash flow sufficient to support a pre-defined minimum debt coverage ratio and other conditions and covenants particular to the loan. Construction facilities are typically variable rate instruments that, upon conversion to an amortizing mortgage loan, reset to a fixed rate instrument that is the greater of the in-force variable rate plus a predetermined spread over a reference rate (e.g., prime) or a minimum interest rate.

SBA Loans

Patriot originates SBA 7(a) loans, on which the SBA has historically provided guarantees of 75 percent of the principal balance. The guaranteed portion of the Company’s SBA loans is generally sold in the secondary market with the unguaranteed portion held in the portfolio as a loan held for investment. SBA loans are for the purpose of providing working capital, financing the purchase of equipment, inventory or commercial real estate and for other business purposes. Loans are guaranteed by the businesses' major owners. SBA loans are made based primarily on the historical and projected cash flow of the business and secondarily on the underlying collateral provided. SBA loans held for investment are included in the commercial real estate loans and commercial and industrial loan classifications.

18

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Allowance for L oan and L ease L osses

The following tables summarize the activity in the allowance for loan and lease losses, allocated to segments of the loan portfolio, for the three months ended September 30, 2019 and 2018:

(In thousands) |  | Commercial Real Estate |  |  | Residential Real Estate |  |  | Commercial and Industrial |  |  | Consumer and Other |  |  | Construction |  |  | Construction to Permanent - CRE |  |  | Unallocated |  |  | Total |
Three months ended September 30, 2019 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Allowance for loan and lease losses: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
June 30, 2019 |  | $ | 1,978 |  |  | $ | 936 |  |  | $ | 4,208 |  |  | $ | 664 |  |  | $ | 467 |  |  | $ | 105 |  |  | $ | 100 |  |  | $ | 8,458 |
Charge-offs |  |  | - |  |  |  | (105 | ) |  |  | (74 | ) |  |  | (103 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (282 | )
Recoveries |  |  | - |  |  |  | 9 |  |  |  | 117 |  |  |  | 3 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 129 |
Provisions (credits) |  |  | 111 |  |  |  | 125 |  |  |  | 104 |  |  |  | (196 | ) |  |  | (19 | ) |  |  | 10 |  |  |  | (35 | ) |  |  | 100 |
September 30, 2019 |  | $ | 2,089 |  |  | $ | 965 |  |  | $ | 4,355 |  |  | $ | 368 |  |  | $ | 448 |  |  | $ | 115 |  |  | $ | 65 |  |  | $ | 8,405 |
Three months ended September 30, 2018 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Allowance for loan and lease losses: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
June 30, 2018 |  | $ | 2,305 |  |  | $ | 1,096 |  |  | $ | 1,996 |  |  | $ | 523 |  |  | $ | 499 |  |  | $ | 80 |  |  | $ | 26 |  |  | $ | 6,525 |
Charge-offs |  |  | - |  |  |  | (2 | ) |  |  | - |  |  |  | (3 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (5 | )
Recoveries |  |  | 24 |  |  |  | 11 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 35 |
Provisions (credits) |  |  | (566 | ) |  |  | (240 | ) |  |  | 245 |  |  |  | 150 |  |  |  | 181 |  |  |  | 20 |  |  |  | 260 |  |  |  | 50 |
September 30, 2018 |  | $ | 1,763 |  |  | $ | 865 |  |  | $ | 2,241 |  |  | $ | 670 |  |  | $ | 680 |  |  | $ | 100 |  |  | $ | 286 |  |  | $ | 6,605 |

The following tables summarize the activity in the allowance for loan and lease losses, allocated to segments of the loan portfolio, for the nine months ended September 30, 2019 and 2018:

(In thousands) |  | Commercial Real Estate |  |  | Residential Real Estate |  |  | Commercial and Industrial |  |  | Consumer and Other |  |  | Construction |  |  | Construction to Permanent - CRE |  |  | Unallocated |  |  | Total |
Nine months ended September 30, 2019 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Allowance for loan and lease losses: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
December 31, 2018 |  | $ | 1,866 |  |  | $ | 1,059 |  |  | $ | 3,558 |  |  | $ | 641 |  |  | $ | 350 |  |  | $ | 108 |  |  | $ | 27 |  |  | $ | 7,609 |
Charge-offs |  |  | - |  |  |  | (117 | ) |  |  | (2,366 | ) |  |  | (106 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (2,589 | )
Recoveries |  |  | 2 |  |  |  | 9 |  |  |  | 164 |  |  |  | 8 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 183 |
Provisions (credits) |  |  | 221 |  |  |  | 14 |  |  |  | 2,999 |  |  |  | (175 | ) |  |  | 98 |  |  |  | 7 |  |  |  | 38 |  |  |  | 3,202 |
September 30, 2019 |  | $ | 2,089 |  |  | $ | 965 |  |  | $ | 4,355 |  |  | $ | 368 |  |  | $ | 448 |  |  | $ | 115 |  |  | $ | 65 |  |  | $ | 8,405 |
Nine months ended September 30, 2018 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Allowance for loan and lease losses: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
December 31, 2017 |  | $ | 2,212 |  |  | $ | 959 |  |  | $ | 2,023 |  |  | $ | 568 |  |  | $ | 481 |  |  | $ | 54 |  |  | $ | - |  |  | $ | 6,297 |
Charge-offs |  |  | - |  |  |  | (2 | ) |  |  | - |  |  |  | (17 | ) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (19 | )
Recoveries |  |  | 30 |  |  |  | 12 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 42 |
Provisions (credits) |  |  | (479 | ) |  |  | (104 | ) |  |  | 218 |  |  |  | 119 |  |  |  | 199 |  |  |  | 46 |  |  |  | 286 |  |  |  | 285 |
September 30, 2018 |  | $ | 1,763 |  |  | $ | 865 |  |  | $ | 2,241 |  |  | $ | 670 |  |  | $ | 680 |  |  | $ | 100 |  |  | $ | 286 |  |  | $ | 6,605 |

19

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The following tables summarize, by loan portfolio segment, the amount of loans receivable evaluated individually and collectively for impairment as of September 30, 2019 and December 31, 2018:

(In thousands) |  | Commercial Real Estate |  |  | Residential Real Estate |  |  | Commercial and Industrial |  |  | Consumer and Other |  |  | Construction |  |  | Construction to Permanent - CRE |  |  | Unallocated |  |  | Total |
September 30, 2019 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Allowance for loan and lease losses: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Individually evaluated for impairment |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | - |
Collectively evaluated for impairment |  |  | 2,089 |  |  |  | 965 |  |  |  | 4,355 |  |  |  | 368 |  |  |  | 448 |  |  |  | 115 |  |  |  | 65 |  |  |  | 8,405 |
Total allowance for loan losses |  | $ | 2,089 |  |  | $ | 965 |  |  | $ | 4,355 |  |  | $ | 368 |  |  | $ | 448 |  |  | $ | 115 |  |  | $ | 65 |  |  | $ | 8,405 |
Loans receivable, gross: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Individually evaluated for impairment |  | $ | 13,989 |  |  | $ | 3,640 |  |  | $ | 2,222 |  |  | $ | 916 |  |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | 20,767 |
PCI loans individually evaluated for impairment |  |  | - |  |  |  | - |  |  |  | 182 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 182 |
Collectively evaluated for impairment |  |  | 285,616 |  |  |  | 159,906 |  |  |  | 184,391 |  |  |  | 92,551 |  |  |  | 44,349 |  |  |  | 12,552 |  |  |  | - |  |  |  | 779,365 |
Total loans receivable, gross |  | $ | 299,605 |  |  | $ | 163,546 |  |  | $ | 186,795 |  |  | $ | 93,467 |  |  | $ | 44,349 |  |  | $ | 12,552 |  |  | $ | - |  |  | $ | 800,314 |

(In thousands) |  | Commercial Real Estate |  |  | Residential Real Estate |  |  | Commercial and Industrial |  |  | Consumer and Other |  |  | Construction |  |  | Construction to Permanent - CRE |  |  | Unallocated |  |  | Total |
December 31, 2018 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Allowance for loan and lease losses: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Individually evaluated for impairment |  | $ | - |  |  | $ | 216 |  |  | $ | 1,299 |  |  | $ | 30 |  |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | 1,545 |
Collectively evaluated for impairment |  |  | 1,866 |  |  |  | 843 |  |  |  | 2,259 |  |  |  | 611 |  |  |  | 350 |  |  |  | 108 |  |  |  | 27 |  |  |  | 6,064 |
Total allowance for loan losses |  | $ | 1,866 |  |  | $ | 1,059 |  |  | $ | 3,558 |  |  | $ | 641 |  |  | $ | 350 |  |  | $ | 108 |  |  | $ | 27 |  |  | $ | 7,609 |
Loans receivable, gross: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Individually evaluated for impairment |  | $ | 4,606 |  |  | $ | 2,302 |  |  | $ | 4,646 |  |  | $ | 864 |  |  | $ | 8,800 |  |  | $ | - |  |  | $ | - |  |  | $ | 21,218 |
PCI loans individually evaluated for impairment |  |  | - |  |  |  | - |  |  |  | 615 |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 615 |
Collectively evaluated for impairment |  |  | 270,332 |  |  |  | 154,998 |  |  |  | 186,591 |  |  |  | 93,705 |  |  |  | 37,240 |  |  |  | 15,677 |  |  |  | - |  |  |  | 758,543 |
Total loans receivable, gross |  | $ | 274,938 |  |  | $ | 157,300 |  |  | $ | 191,852 |  |  | $ | 94,569 |  |  | $ | 46,040 |  |  | $ | 15,677 |  |  | $ | - |  |  | $ | 780,376 |

Patriot monitors the credit quality of its loans receivable on an ongoing basis. Credit quality is monitored by reviewing certain indicators, including loan to value ratios, debt service coverage ratios, and credit scores.

Patriot employs a risk rating system as part of the risk assessment of its loan portfolio. At origination, lending officers are required to assign a risk rating to each loan in their portfolio, which is ratified or modified by the Loan Committee to which the loan is submitted for approval. If financial developments occur on a loan in the lending officer’s portfolio of responsibility, the risk rating is reviewed and adjusted, as applicable. In carrying out its oversight responsibilities, the Loan Committee can adjust a risk rating based on available information. In addition, the risk ratings on all commercial loans over $250,000 are reviewed annually by the Credit Department.

20

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Additionally, Patriot retains an independent third-party loan review expert to perform a quarterly analysis of the results of its risk rating process. The quarterly review is based on a randomly selected sample of loans within established parameters (e.g., value, concentration), in order to assess and validate the risk ratings assigned to individual loans. Any changes to the assigned risk ratings, based on the quarterly review, are required to be approved by the Loan Committee.

When assigning a risk rating to a loan, management utilizes the Bank’s internal eleven-point risk rating system. An asset is considered “special mention” when it has a potential weakness based on objective evidence, but does not currently expose the Company to sufficient risk to warrant classification in one of the following categories:

| ● | Substandard: An asset is classified “substandard” if it is not adequately protected by the current net worth and paying capacity of the obligor or the collateral pledged, if any. Substandard assets have well defined weaknesses based on objective evidence, and are characterized by the distinct possibility that the Company will sustain some loss, if noted deficiencies are not corrected.

| ● | Doubtful: Assets classified as “doubtful” have all of the weaknesses inherent in those classified as “substandard”, with the added characteristic that the identified weaknesses make collection or liquidation-in-full improbable, on the basis of currently existing facts, conditions, and values.

Charge-offs of loans that are solely collateral dependent, to reduce the loan to its recoverable value, generally occur immediately upon confirmation of the partial loss amount. Loans that are cash flow dependent are modeled to reflect the expected cash flows through expected loan maturity, including any proceeds from refinancing or principal curtailment. A specific reserve is established for the amount by which the net investment in the loan exceeds the present value of discounted cash flows. Charge-offs on cash flow dependent loans also generally occur immediately upon confirmation of the partial loss amount.

If either type of loan is classified as “Loss”, meaning full loss on the loan is expected, the full balance of the loan receivable is charged off, regardless of the potential recovery from a sale of the underlying collateral. Any amount that may be recovered on the sale of collateral underlying a loan is recognized as a “recovery” in the period in which the collateral is sold. In accordance with Federal Financial Institutions Examination Council published policies establishing uniform criteria for the classification of retail credit based on delinquency status, “Open-end” and “Closed-end” credits are charged off when 180 days and 120 days delinquent, respectively.

21

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Loan Portfolio Aging Analysis

The following tables summarize performing and non-performing (i.e., non-accruing) loans receivable by portfolio segment, by aging category, by delinquency status as of September 30, 2019.

(In thousands) |  | Performing (Accruing) Loans |  |  |  |  |  |  |  |  |
As of September 30, 2019: |  | 30 - 59 Days Past Due |  |  | 60 - 89 Days Past Due |  |  | 90 Days or Greater Past Due |  |  | Total Past Due |  |  | Current |  |  | Total Performing Loans |  |  | Non- accruing Loans |  |  | Loans Receivable Gross |
Loan portfolio segment: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | - |  |  | $ | 279,713 |  |  | $ | 279,713 |  |  | $ | - |  |  | $ | 279,713 |
Special mention |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 797 |  |  |  | 797 |  |  |  | - |  |  |  | 797 |
Substandard |  |  | 367 |  |  |  | - |  |  |  | - |  |  |  | 367 |  |  |  | 5,812 |  |  |  | 6,179 |  |  |  | 12,916 |  |  |  | 19,095 |
|  |  | 367 |  |  |  | - |  |  |  | - |  |  |  | 367 |  |  |  | 286,322 |  |  |  | 286,689 |  |  |  | 12,916 |  |  |  | 299,605 |
Residential Real Estate: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | 698 |  |  |  | - |  |  |  | - |  |  |  | 698 |  |  |  | 157,777 |  |  |  | 158,475 |  |  |  | - |  |  |  | 158,475 |
Special mention |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Substandard |  |  | 1,456 |  |  |  | - |  |  |  | - |  |  |  | 1,456 |  |  |  | 372 |  |  |  | 1,828 |  |  |  | 3,243 |  |  |  | 5,071 |
|  |  | 2,154 |  |  |  | - |  |  |  | - |  |  |  | 2,154 |  |  |  | 158,149 |  |  |  | 160,303 |  |  |  | 3,243 |  |  |  | 163,546 |
Commercial and Industrial: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | 448 |  |  |  | 23 |  |  |  | - |  |  |  | 471 |  |  |  | 174,414 |  |  |  | 174,885 |  |  |  | - |  |  |  | 174,885 |
Special mention |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 1,144 |  |  |  | 1,144 |  |  |  | - |  |  |  | 1,144 |
Substandard |  |  | 646 |  |  |  | - |  |  |  | - |  |  |  | 646 |  |  |  | 7,861 |  |  |  | 8,507 |  |  |  | 2,259 |  |  |  | 10,766 |
|  |  | 1,094 |  |  |  | 23 |  |  |  | - |  |  |  | 1,117 |  |  |  | 183,419 |  |  |  | 184,536 |  |  |  | 2,259 |  |  |  | 186,795 |
Consumer and Other: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | 21 |  |  |  | - |  |  |  | 7 |  |  |  | 28 |  |  |  | 92,674 |  |  |  | 92,702 |  |  |  | - |  |  |  | 92,702 |
Substandard |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 765 |  |  |  | 765 |
|  |  | 21 |  |  |  | - |  |  |  | 7 |  |  |  | 28 |  |  |  | 92,674 |  |  |  | 92,702 |  |  |  | 765 |  |  |  | 93,467 |
Construction: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 44,349 |  |  |  | 44,349 |  |  |  | - |  |  |  | 44,349 |
|  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 44,349 |  |  |  | 44,349 |  |  |  | - |  |  |  | 44,349 |
Construction to Permanent - CRE: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 12,552 |  |  |  | 12,552 |  |  |  | - |  |  |  | 12,552 |
|  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 12,552 |  |  |  | 12,552 |  |  |  | - |  |  |  | 12,552 |
Total |  | $ | 3,636 |  |  | $ | 23 |  |  | $ | 7 |  |  | $ | 3,666 |  |  | $ | 777,465 |  |  | $ | 781,131 |  |  | $ | 19,183 |  |  | $ | 800,314 |
Loans receivable, gross: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  | $ | 1,167 |  |  | $ | 23 |  |  | $ | 7 |  |  | $ | 1,197 |  |  | $ | 761,479 |  |  | $ | 762,676 |  |  | $ | - |  |  | $ | 762,676 |
Special mention |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 1,941 |  |  |  | 1,941 |  |  |  | - |  |  |  | 1,941 |
Substandard |  |  | 2,469 |  |  |  | - |  |  |  | - |  |  |  | 2,469 |  |  |  | 14,045 |  |  |  | 16,514 |  |  |  | 19,183 |  |  |  | 35,697 |
Loans receivable, gross |  | $ | 3,636 |  |  | $ | 23 |  |  | $ | 7 |  |  | $ | 3,666 |  |  | $ | 777,465 |  |  | $ | 781,131 |  |  | $ | 19,183 |  |  | $ | 800,314 |

22

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The following tables summarize performing and non-performing loans (i.e., non-accruing) receivable by portfolio segment, by aging category, by delinquency status as of December 31, 2018.

(In thousands) |  | Performing (Accruing) Loans |  |  |  |  |  |  |  |  |
As of December 31, 2018: |  | 30 - 59 Days Past Due |  |  | 60 - 89 Days Past Due |  |  | 90 Days or Greater Past Due |  |  | Total Past Due |  |  | Current |  |  | Total Performing Loans |  |  | Non- accruing Loans |  |  | Loans Receivable Gross |
Loan portfolio segment: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  | $ | 423 |  |  | $ | - |  |  | $ | - |  |  | $ | 423 |  |  | $ | 262,435 |  |  | $ | 262,858 |  |  | $ | - |  |  | $ | 262,858 |
Special mention |  |  | - |  |  |  | - |  |  |  | 958 |  |  |  | 958 |  |  |  | 2,673 |  |  |  | 3,631 |  |  |  | - |  |  |  | 3,631 |
Substandard |  |  | 170 |  |  |  | - |  |  |  | - |  |  |  | 170 |  |  |  | 4,754 |  |  |  | 4,924 |  |  |  | 3,525 |  |  |  | 8,449 |
|  |  | 593 |  |  |  | - |  |  |  | 958 |  |  |  | 1,551 |  |  |  | 269,862 |  |  |  | 271,413 |  |  |  | 3,525 |  |  |  | 274,938 |
Residential Real Estate: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | 637 |  |  |  | 817 |  |  |  | - |  |  |  | 1,454 |  |  |  | 151,509 |  |  |  | 152,963 |  |  |  | - |  |  |  | 152,963 |
Special mention |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 850 |  |  |  | 850 |  |  |  | - |  |  |  | 850 |
Substandard |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 1,481 |  |  |  | 1,481 |  |  |  | 2,006 |  |  |  | 3,487 |
|  |  | 637 |  |  |  | 817 |  |  |  | - |  |  |  | 1,454 |  |  |  | 153,840 |  |  |  | 155,294 |  |  |  | 2,006 |  |  |  | 157,300 |
Commercial and Industrial: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | 150 |  |  |  | 853 |  |  |  | 234 |  |  |  | 1,237 |  |  |  | 180,293 |  |  |  | 181,530 |  |  |  | - |  |  |  | 181,530 |
Special mention |  |  | - |  |  |  | - |  |  |  | 101 |  |  |  | 101 |  |  |  | 2,378 |  |  |  | 2,479 |  |  |  | - |  |  |  | 2,479 |
Substandard |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 3,162 |  |  |  | 3,162 |  |  |  | 4,681 |  |  |  | 7,843 |
|  |  | 150 |  |  |  | 853 |  |  |  | 335 |  |  |  | 1,338 |  |  |  | 185,833 |  |  |  | 187,171 |  |  |  | 4,681 |  |  |  | 191,852 |
Consumer and Other: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | 20 |  |  |  | - |  |  |  | 23 |  |  |  | 43 |  |  |  | 94,352 |  |  |  | 94,395 |  |  |  | - |  |  |  | 94,395 |
Substandard |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 174 |  |  |  | 174 |
|  |  | 20 |  |  |  | - |  |  |  | 23 |  |  |  | 43 |  |  |  | 94,352 |  |  |  | 94,395 |  |  |  | 174 |  |  |  | 94,569 |
Construction: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | - |  |  |  | 1,000 |  |  |  | - |  |  |  | 1,000 |  |  |  | 36,240 |  |  |  | 37,240 |  |  |  | - |  |  |  | 37,240 |
Substandard |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 8,800 |  |  |  | 8,800 |
|  |  | - |  |  |  | 1,000 |  |  |  | - |  |  |  | 1,000 |  |  |  | 36,240 |  |  |  | 37,240 |  |  |  | 8,800 |  |  |  | 46,040 |
Construction to Permanent - CRE: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 15,677 |  |  |  | 15,677 |  |  |  | - |  |  |  | 15,677 |
|  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 15,677 |  |  |  | 15,677 |  |  |  | - |  |  |  | 15,677 |
Total |  | $ | 1,400 |  |  | $ | 2,670 |  |  | $ | 1,316 |  |  | $ | 5,386 |  |  | $ | 755,804 |  |  | $ | 761,190 |  |  | $ | 19,186 |  |  | $ | 780,376 |
Loans receivable, gross: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pass |  | $ | 1,230 |  |  | $ | 2,670 |  |  | $ | 257 |  |  | $ | 4,157 |  |  | $ | 740,506 |  |  | $ | 744,663 |  |  | $ | - |  |  | $ | 744,663 |
Special mention |  |  | - |  |  |  | - |  |  |  | 1,059 |  |  |  | 1,059 |  |  |  | 5,901 |  |  |  | 6,960 |  |  |  | - |  |  |  | 6,960 |
Substandard |  |  | 170 |  |  |  | - |  |  |  | - |  |  |  | 170 |  |  |  | 9,397 |  |  |  | 9,567 |  |  |  | 19,186 |  |  |  | 28,753 |
Loans receivable, gross |  | $ | 1,400 |  |  | $ | 2,670 |  |  | $ | 1,316 |  |  | $ | 5,386 |  |  | $ | 755,804 |  |  | $ | 761,190 |  |  | $ | 19,186 |  |  | $ | 780,376 |

23

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The following tables summarize non-performing (i.e., non-accruing) loans by aging category and status, within the applicable loan portfolio segment as of September 30, 2019 and December 31, 2018:

(In thousands) |  | Non-accruing Loans |  |  |  |  |
|  | 30 - 59 Days Past Due |  |  | 60 - 89 Days Past Due |  |  | 90 Days or Greater Past Due |  |  | Total Past Due |  |  | Current |  |  | Total Non-accruing Loans |
As of September 30, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Loan portfolio segment: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  | $ | 1,548 |  |  | $ | 537 |  |  | $ | 2,031 |  |  | $ | 4,116 |  |  | $ | 8,800 |  |  | $ | 12,916 |
Residential Real Estate: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  |  | - |  |  |  | 60 |  |  |  | 1,818 |  |  |  | 1,878 |  |  |  | 1,365 |  |  |  | 3,243 |
Commercial and Industrial: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  |  | - |  |  |  | 31 |  |  |  | 2,228 |  |  |  | 2,259 |  |  |  | - |  |  |  | 2,259 |
Consumer and Other: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  |  | 33 |  |  |  | - |  |  |  | 117 |  |  |  | 150 |  |  |  | 615 |  |  |  | 765 |
Construction: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Total non-accruing loans |  | $ | 1,581 |  |  | $ | 628 |  |  | $ | 6,194 |  |  | $ | 8,403 |  |  | $ | 10,780 |  |  | $ | 19,183 |
As of December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Loan portfolio segment: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  | $ | 1,580 |  |  | $ | - |  |  | $ | 1,945 |  |  | $ | 3,525 |  |  | $ | - |  |  | $ | 3,525 |
Residential Real Estate: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  |  | - |  |  |  | - |  |  |  | 2,006 |  |  |  | 2,006 |  |  |  | - |  |  |  | 2,006 |
Commercial and Industrial: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  |  | - |  |  |  | 15 |  |  |  | 3,941 |  |  |  | 3,956 |  |  |  | 725 |  |  |  | 4,681 |
Consumer and Other: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  |  | - |  |  |  | 86 |  |  |  | 11 |  |  |  | 97 |  |  |  | 77 |  |  |  | 174 |
Construction: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Substandard |  |  | - |  |  |  | - |  |  |  | 8,800 |  |  |  | 8,800 |  |  |  | - |  |  |  | 8,800 |
Total non-accruing loans |  | $ | 1,580 |  |  | $ | 101 |  |  | $ | 16,703 |  |  | $ | 18,384 |  |  | $ | 802 |  |  | $ | 19,186 |

If non-accrual loans had been performing in accordance with the original contractual terms, additional interest income (net of cash collected) of approximately $134,000 and $271,000 would have been recognized during the three and nine months ended September 30, 2019, respectively. During the three and nine months ended September 30, 2018, additional interest income of approximately $85,000 and $266,000 would have been recognized in income, respectively.

Interest income collected and recognized on non-accruing loans for the three and nine months ended September 30, 2019 was $129,000 and $474,000, respectively. No interest income was collected and recognized on non-accruing loans during the three and nine months ended September 30, 2018.

The accrual of interest on loans is discontinued at the time the loan is 90 days past due for payment unless the loan is well-secured and in process of collection. Consumer installment loans are typically charged off no later than 180 days past due. Past due status is based on contractual terms of the loan. In all cases, loans are placed on non-accrual status or charged-off, at an earlier date, if collection of principal or interest is considered doubtful.

All interest accrued, but not collected for loans that are placed on non-accrual status or charged off, is reversed against interest income. The interest on these loans is accounted for on the cash-basis method until qualifying for return to accrual status. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current, future payments are reasonably assured, typically, after at least six months of satisfactory operating cash flow and timely payment history. Management considers all non-accrual loans and Trouble Debt Restructurings (“TDR”) for impairment. In most cases, loan payments that are past due less than 90 days, well-secured, and in the process of collection are not considered impaired. The Bank considers consumer installment loans to be pools of smaller homogeneous loan balances, which are collectively evaluated for impairment.

24

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Troubled Debt Restructurings (“TDR”)

On a case-by-case basis, Patriot may agree to modify the contractual terms of a borrower’s loan to assist customers who may be experiencing financial difficulty. If the borrower is experiencing financial difficulties and a concession has been made, the loan is classified as a TDR.

Substantially all TDR loan modifications involve lowering the monthly payments on such loans through either a reduction in interest rate below market rate, an extension of the term of the loan, or a combination of adjusting these two contractual attributes. TDR loan modifications may also result in the forgiveness of principal or accrued interest. In addition, when modifying commercial loans, Patriot frequently obtains additional collateral or guarantor support. If the borrower has performed under the existing contractual terms of the loan and Patriot’s underwriters determine that the borrower has the capacity to continue to perform under the terms of the TDR, the loan continues accruing interest. Non-accruing TDRs may be returned to accrual status when there has been a sustained period of performance (generally six consecutive months of payments) and both principal and interest are reasonably assured of collection.

The recorded investment in TDRs was $11.0 million at September 30, 2019 and $2.1 million at December 31, 2018.

(In thousands) |  | September 30, 2019 |  |  | December 31, 2018 |
Loan portfolio segment: |  | Number of Contracts |  |  | Recorded Investment |  |  | Number of Contracts |  |  | Recorded Investment |
Commercial Real Estate |  | 3 |  |  | $ | 9,984 |  |  | 1 |  |  | $ | 1,081 |
Residential Real Estate |  | 1 |  |  |  | 286 |  |  | 1 |  |  |  | 296 |
Consumer and Other |  | 2 |  |  |  | 688 |  |  | 2 |  |  |  | 689 |
Total TDR Loans |  | 6 |  |  |  | 10,958 |  |  | 4 |  |  |  | 2,066 |
Less: |  |  |  |  |  |  |  |  |  |  |  |  |  |
TDRs included in non-accrual loans |  | 2 |  |  |  | (9,338 | ) |  | - |  |  |  | - |
Total accrual TDR Loans |  | 4 |  |  | $ | 1,620 |  |  | 4 |  |  | $ | 2,066 |

During the three months ended September 30, 2019 and 2018, no loans were modified as TDR. The following loans were modified as TDR during the nine months ended September 30, 2019 and 2018.

|  |  |  |  |  |  |  |  |  | Outstanding Recorded Investment |
(In thousands) |  | Number of Loans |  |  | Pre-Modification |  |  | Post-Modification |
Nine Months Ended September 30, |  | 2019 |  |  | 2018 |  |  | 2019 |  |  | 2018 |  |  | 2019 |  |  | 2018 |
Loan portfolio segment: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  |  | 2 |  |  |  | - |  |  | $ | 8,912 |  |  | $ | - |  |  | $ | 8,911 |  |  | $ | - |
Total TDR Loans |  |  | 2 |  |  |  | - |  |  | $ | 8,912 |  |  | $ | - |  |  | $ | 8,911 |  |  | $ | - |

The following table provides information on how loans were modified as TDRs during the three and nine months ended September 30, 2019 and 2018:

|  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
(In thousands) |  | 2019 |  |  | 2018 |  |  | 2019 |  |  | 2018 |
Rate reduction |  | $ | - |  |  | $ | - |  |  | $ | 111 |  |  | $ | - |
Maturity and rate reduction |  |  | - |  |  |  | - |  |  |  | 8,800 |  |  |  | - |
Total |  | $ | - |  |  | $ | - |  |  | $ | 8,911 |  |  | $ | - |

The loans modified in a TDR often involve reducing the interest rate for the remaining term of the loan, extending the maturity date at an interest rate lower than the current market rate for new debt with similar risk, extending the interest-only payment period, or substituting or adding a co-borrower or guarantor. There were no loans modified as TDRs and no defaults of TDRs during the three and nine months ended September 30, 2018. At September 30, 2019 and December 31, 2018, there were no commitments to advance additional funds under TDRs.

The balances reflected here as TDR’s are also included in the non-accruing loan balance included in the prior table - Loan Portfolio Aging Analysis.

25

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Impaired Loans

Impaired loans may consist of non-accrual loans and/or performing and non-performing TDRs. As of September 30, 2019 and December 31, 2018, based on the on-going monitoring and analysis of the loan portfolio, impaired loans of $20.8 million and $21.2 million, respectively, were identified, for which $0 and $1.5 million specific reserves were established, respectively. Loans not requiring specific reserves had sufficient collateral values, less costs to sell, supporting the net investment in the loan which includes principal balance, unamortized fees and costs and accrued interest, if any. Once a borrower is in default, Patriot is under no obligation to advance additional funds on unused commitments.

At September 30, 2019 and December 31, 2018, exposure to the impaired loans was related to 29 and 25 borrowers, respectively. In all cases, appraisal reports of the underlying collateral, if any, have been obtained from independent licensed appraisal firms for loans considered to be collateral dependent. For non-performing loans, the independently determined appraised values were reduced by an estimate of the costs to sell the assets, in order to estimate the potential loss, if any, that may eventually be realized. Performing loans are monitored to determine when, if at all, additional loan loss reserves may be required for a loss of underlying collateral value.

In addition, the remaining $182,000 PCI loans acquired from Prime Bank acquisition were commercial and industrial loans. The PCI loans were originally recorded at fair value by the Bank on the date of acquisition. At September 30, 2019, those loans were considered individually evaluated for impairment, with no allowance recorded.

The following table reflects information about the impaired loans, excluding PCI loans, by class as of September 30, 2019 and December 31, 2018:

(In thousands) |  | September 30, 2019 |  |  | December 31, 2018 |
|  | Recorded Investment |  |  | Principal Outstanding |  |  | Related Allowance |  |  | Recorded Investment |  |  | Principal Outstanding |  |  | Related Allowance |
With no related allowance recorded: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  | $ | 13,989 |  |  | $ | 14,057 |  |  | $ | - |  |  | $ | 4,606 |  |  | $ | 5,109 |  |  | $ | - |
Residential Real Estate |  |  | 3,640 |  |  |  | 3,640 |  |  |  | - |  |  |  | 670 |  |  |  | 703 |  |  |  | - |
Commercial and Industrial |  |  | 2,222 |  |  |  | 2,228 |  |  |  | - |  |  |  | 488 |  |  |  | 1,281 |  |  |  | - |
Consumer and Other |  |  | 916 |  |  |  | 975 |  |  |  | - |  |  |  | 827 |  |  |  | 867 |  |  |  | - |
Construction |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 8,800 |  |  |  | 8,839 |  |  |  | - |
|  |  | 20,767 |  |  |  | 20,900 |  |  |  | - |  |  |  | 15,391 |  |  |  | 16,799 |  |  |  | - |
With a related allowance recorded: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Residential Real Estate |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 1,632 |  |  |  | 1,632 |  |  |  | 216 |
Commercial and Industrial |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 4,158 |  |  |  | 4,208 |  |  |  | 1,299 |
Consumer and Other |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 37 |  |  |  | 37 |  |  |  | 30 |
|  |  | - |  |  |  | - |  |  |  | - |  |  |  | 5,827 |  |  |  | 5,877 |  |  |  | 1,545 |
Impaired Loans, Total: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  |  | 13,989 |  |  |  | 14,057 |  |  |  | - |  |  |  | 4,606 |  |  |  | 5,109 |  |  |  | - |
Residential Real Estate |  |  | 3,640 |  |  |  | 3,640 |  |  |  | - |  |  |  | 2,302 |  |  |  | 2,335 |  |  |  | 216 |
Commercial and Industrial |  |  | 2,222 |  |  |  | 2,228 |  |  |  | - |  |  |  | 4,646 |  |  |  | 5,489 |  |  |  | 1,299 |
Consumer and Other |  |  | 916 |  |  |  | 975 |  |  |  | - |  |  |  | 864 |  |  |  | 904 |  |  |  | 30 |
Construction |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 8,800 |  |  |  | 8,839 |  |  |  | - |
Impaired Loans, Total |  | $ | 20,767 |  |  | $ | 20,900 |  |  | $ | - |  |  | $ | 21,218 |  |  | $ | 22,676 |  |  | $ | 1,545 |

26

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The following tables summarize additional information regarding impaired loans, excluding PCI loans, by class for the three and nine months ended September 30, 2019 and 2018.

(In thousands) |  | Three Months Ended September 30, |
|  | 2019 |  |  | 2018 |
|  | Average Recorded Investment |  |  | Interest Income Recognized |  |  | Average Recorded Investment |  |  | Interest Income Recognized |
With no related allowance recorded: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  | $ | 13,579 |  |  | $ | 164 |  |  | $ | 4,062 |  |  | $ | 21 |
Residential Real Estate |  |  | 3,696 |  |  |  | 37 |  |  |  | 3,523 |  |  |  | 3 |
Commercial and Industrial |  |  | 2,656 |  |  |  | 39 |  |  |  | 1,018 |  |  |  | - |
Consumer and Other |  |  | 978 |  |  |  | 12 |  |  |  | 771 |  |  |  | 8 |
|  |  | 20,909 |  |  |  | 252 |  |  |  | 9,374 |  |  |  | 32 |
With a related allowance recorded: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial and Industrial |  |  | - |  |  |  | - |  |  |  | 45 |  |  |  | - |
Consumer and Other |  |  | - |  |  |  | - |  |  |  | 5 |  |  |  | - |
|  |  | - |  |  |  | - |  |  |  | 50 |  |  |  | - |
Impaired Loans, Total: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  |  | 13,579 |  |  |  | 164 |  |  |  | 4,062 |  |  |  | 21 |
Residential Real Estate |  |  | 3,696 |  |  |  | 37 |  |  |  | 3,523 |  |  |  | 3 |
Commercial and Industrial |  |  | 2,656 |  |  |  | 39 |  |  |  | 1,063 |  |  |  | - |
Consumer and Other |  |  | 978 |  |  |  | 12 |  |  |  | 776 |  |  |  | 8 |
Impaired Loans, Total |  | $ | 20,909 |  |  | $ | 252 |  |  | $ | 9,424 |  |  | $ | 32 |

(In thousands) |  | Nine Months Ended September 30, |
|  | 2019 |  |  | 2018 |
|  | Average Recorded Investment |  |  | Interest Income Recognized |  |  | Average Recorded Investment |  |  | Interest Income Recognized |
With no related allowance recorded: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  | $ | 9,654 |  |  | $ | 324 |  |  | $ | 3,157 |  |  | $ | 70 |
Residential Real Estate |  |  | 2,202 |  |  |  | 28 |  |  |  | 3,451 |  |  |  | 8 |
Commercial and Industrial |  |  | 1,684 |  |  |  | 99 |  |  |  | 948 |  |  |  | - |
Consumer and Other |  |  | 897 |  |  |  | 108 |  |  |  | 739 |  |  |  | 23 |
Construction |  |  | 5,280 |  |  |  | 150 |  |  |  | - |  |  |  | - |
|  |  | 19,717 |  |  |  | 709 |  |  |  | 8,295 |  |  |  | 101 |
With a related allowance recorded: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  |  | 275 |  |  |  | - |  |  |  | - |  |  |  | - |
Residential Real Estate |  |  | 1,237 |  |  |  | - |  |  |  | - |  |  |  | - |
Commercial and Industrial |  |  | 2,228 |  |  |  | - |  |  |  | 185 |  |  |  | - |
Consumer and Other |  |  | 23 |  |  |  | - |  |  |  | 4 |  |  |  | - |
|  |  | 3,763 |  |  |  | - |  |  |  | 189 |  |  |  | - |
Impaired Loans, Total: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  |  | 9,929 |  |  |  | 324 |  |  |  | 3,157 |  |  |  | 70 |
Residential Real Estate |  |  | 3,439 |  |  |  | 28 |  |  |  | 3,451 |  |  |  | 8 |
Commercial and Industrial |  |  | 3,912 |  |  |  | 99 |  |  |  | 1,133 |  |  |  | - |
Consumer and Other |  |  | 920 |  |  |  | 108 |  |  |  | 743 |  |  |  | 23 |
Construction |  |  | 5,280 |  |  |  | 150 |  |  |  | - |  |  |  | - |
Impaired Loans, Total |  | $ | 23,480 |  |  | $ | 709 |  |  | $ | 8,484 |  |  | $ | 101 |

27

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 5: Goodwill and Other Intangible Assets

On May 10, 2018 the Company completed its acquisition of Prime Bank, a Connecticut bank headquartered in Orange, CT. The closing of the transaction added a new Patriot branch located in the Town of Orange, New Haven County, Connecticut.

The assets acquired and liabilities assumed from Prime Bank were recorded at their fair value as of the closing date of the acquisition. Goodwill of $2.1 million was recorded at the time of the acquisition, and was adjusted to $1.7 million as of December 31, 2018, primarily due to updating of fair value of the core deposit intangible and adjustment of cash and contingent consideration. The goodwill was further adjusted to $1.1 million as a result of reducing the estimated amount to be paid pursuant to certain problem loans pending resolution by $621,000 as of May 10, 2019. There were no income statement effects resulting from the recorded measurement period adjustments for the three and nine months ended September 30, 2019. The goodwill is all deductible for income taxes over 15 years.

Goodwill is evaluated for impairment annually or whenever we identify certain triggering events or circumstances that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Events or circumstances that might indicate an interim evaluation is warranted include, among other things, unexpected adverse business conditions, macro and reporting unit specific economic factors, supply costs, unanticipated competitive activities, and acts by governments and courts. The Company reported a net loss of $1.3 million for the first half of 2019, which was primarily associated with a $2.3 million charge-off on a single commercial loan. Due to this triggering event, the Company performed an interim goodwill test as of June 30, 2019. The Company elected to perform a qualitative assessment to determine if it was more likely than not that the fair value of the reporting unit exceeded its carrying value, including goodwill.

After completing our impairment review for the reporting unit during the second quarter of 2019, the qualitative assessment concluded that it was more likely than not that the fair value of the reporting unit exceeded its carrying value, and goodwill was not impaired as of June 30, 2019. The Company did not perform an interim goodwill test in the third quarter of 2019 as no events occurred which would trigger an impairment assessment. The Company will perform a quantitative assessment as of October 31, 2019, the Company’s annual goodwill impairment measurement date.

28

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 6: Deposits

The following table presents the balance of deposits held, by category as of September 30, 2019 and December 31, 2018.

(In thousands) |  | September 30, 2019 |  |  | December 31, 2018 |
Non-interest bearing |  | $ | 80,772 |  |  | $ | 84,471 |
Interest bearing: |  |  |  |  |  |  |  |
NOW |  |  | 23,675 |  |  |  | 26,100 |
Savings |  |  | 57,390 |  |  |  | 81,912 |
Money market |  |  | 125,934 |  |  |  | 85,197 |
Certificates of deposit, less than $250,000 |  |  | 207,361 |  |  |  | 203,683 |
Certificates of deposit, $250,000 or greater |  |  | 70,295 |  |  |  | 78,318 |
Brokered deposits |  |  | 196,629 |  |  |  | 183,600 |
Interest bearing, Total |  |  | 681,284 |  |  |  | 658,810 |
Total Deposits |  | $ | 762,056 |  |  | $ | 743,281 |

As of September 30, 2019, contractual maturities of Certificates of Deposit (“CDs”), and brokered deposits is summarized as follows:

(In thousands) |  | CDs less than $250,000 |  |  | CDs $250,000 or greater |  |  | Brokered Deposits |  |  | Total |
1 year or less |  | $ | 177,817 |  |  | $ | 61,410 |  |  | $ | 173,179 |  |  | $ | 412,406 |
More than 1 year through 2 years |  |  | 24,661 |  |  |  | 7,023 |  |  |  | 17,853 |  |  |  | 49,537 |
More than 2 years through 3 years |  |  | 4,199 |  |  |  | 1,028 |  |  |  | 4,848 |  |  |  | 10,075 |
More than 3 years through 4 years |  |  | 268 |  |  |  | 584 |  |  |  | 499 |  |  |  | 1,351 |
More than 4 years through 5 years |  |  | 416 |  |  |  | 250 |  |  |  | 250 |  |  |  | 916 |
|  | $ | 207,361 |  |  | $ | 70,295 |  |  | $ | 196,629 |  |  | $ | 474,285 |

Note 7: Share-Based Compensation and Employee Benefit Plan

The Company maintains the Patriot National Bancorp, Inc. 2012 Stock Plan (the “Plan”) to provide an incentive to directors and employees of the Company by the grant of restricted stock awards (“RSA”), options, or phantom stock units. Since 2013, the Company’s practice has been to grant RSAs. As of September 30, 2019 and December 31, 2018, there were no options or phantom stock units outstanding, or that have been exercised during the period then ended.

The Plan provides for the issuance of up to 3,000,000 shares of the Company’s common stock subject to certain limitations. As of September 30, 2019, 2,860,438 shares of stock are available for issuance under the Plan. In accordance with the terms of the Plan, the vesting of RSAs and options may be accelerated at the discretion of the Compensation Committee of the Board of Directors. The Compensation Committee sets the terms and conditions applicable to the vesting of RSAs and stock option grants. RSAs granted to directors and employees generally vest in quarterly or annual installments over a three, four or five year period from the date of grant.

29

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The following is a summary of the status of the Company’s restricted shares as of September 30, 2019 and 2018 and changes therein during the periods indicated:

Three months ended September 30, 2019: |  | Number of Shares Awarded |  |  | Weighted Average Grant Date Fair Value |
Unvested at June 30, 2019 |  |  | 29,529 |  |  | $ | 13.94 |
Vested |  |  | (2,392 | ) |  | $ | 17.11 |
Unvested at September 30, 2019 |  |  | 27,137 |  |  | $ | 13.66 |
Nine months ended September 30, 2019: |  |  |  |  |  |  |  |
Unvested at December 31, 2018 |  |  | 31,790 |  |  | $ | 14.06 |
Granted |  |  | 9,675 |  |  | $ | 15.52 |
Vested |  |  | (14,328 | ) |  | $ | 15.79 |
Unvested at September 30, 2019 |  |  | 27,137 |  |  | $ | 13.66 |

Three months ended September 30, 2018: |  | Number of Shares Awarded |  |  | Weighted Average Grant Date Fair Value |
Unvested at June 30, 2018 |  |  | 38,086 |  |  | $ | 14.57 |
Vested |  |  | (2,388 | ) |  | $ | 16.24 |
Forfeited |  |  | (200 | ) |  | $ | 15.50 |
Unvested at September 30, 2018 |  |  | 35,498 |  |  | $ | 14.46 |
Nine months ended September 30, 2018: |  |  |  |  |  |  |  |
Unvested at December 31, 2017 |  |  | 25,870 |  |  | $ | 12.15 |
Granted |  |  | 18,323 |  |  | $ | 18.07 |
Vested |  |  | (7,291 | ) |  | $ | 15.36 |
Forfeited |  |  | (1,404 | ) |  | $ | 14.44 |
Unvested at September 30, 2018 |  |  | 35,498 |  |  | $ | 14.46 |

The Company recognizes compensation expense for all director and employee share-based compensation awards on a straight-line basis over the requisite service period, which is equal to the vesting schedule of each award, for each vesting portion of an award equal to its grant date fair value.

For the three and nine months ended September 30, 2019, the Company recognized total share-based compensation expense of $59,000 and $162,000, respectively. The share-based compensation attributable to employees of Patriot amounted to $31,000 and $87,000, for the three and nine months ended September 30, 2019, respectively. Included in share-based compensation expense for the three and nine months ended September 30, 2019, were $28,000 and $75,000 attributable to Patriot’s external directors, who received total compensation of $153,000 and $423,000 for each of those periods, respectively, which amounts are included in Other Operating Expenses in the Consolidated Statements of Operations.

For the three and nine months ended September 30, 2018, the Company recognized total share-based compensation expense of $56,000 and $163,000, respectively. The share-based compensation attributable to employees of Patriot amounted to $33,000 and $100,000, respectively, for the three and nine months ended September 30, 2018. Included in share-based compensation expense for the three and nine months ended September 30, 2018 were $23,000 and $63,000 attributable to Patriot’s external Directors, who received total compensation of $77,000 and $241,000 for each of those periods, respectively, which amounts are included in Other Operating Expenses in the Consolidated Statements of Operations.

Unrecognized compensation expense attributable to the unvested restricted shares outstanding as of September 30, 2019 amounted to $359,000, which amount is expected to be recognized over the weighted average remaining life of the awards of 2.29 years.

30

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

RSA Grant - Non-executive Employees

All remaining RSA shares vested fully on January 4, 2019. No granted RSA shares to non-executive employees were forfeited in 2019. During the three and nine months ended September 30, 2018, 200 and 300 granted shares, respectively, were forfeited.

Dividends

On July 17, 2017, the Company announced its intention to make quarterly cash dividend payments. For the three and nine months ended September 30, 2019, the Company paid cash dividends of $.01 per share of common stock, or an aggregate of $39,000 and $116,000, respectively. The aggregate cash dividend payments were $39,000 and $116,000, respectively during the three and nine months ended September 30, 2018.

Retirement Plan

The Company offers a 401K retirement plan (the “401K”), which provides for tax-deferred salary deductions for eligible employees. Employees may choose to make voluntary contributions to the 401K, limited to an annual maximum amount as set forth periodically by the Internal Revenue Service. The Company matches 50% of such contributions, up to a maximum of six percent of an employee's annual compensation. During the three and nine months ended September 30, 2019 compensation expense under the 401K aggregated $53,000 and $195,000, respectively. During the three and nine months ended September 30, 2018 compensation expense under the 401K aggregated $38,000 and $154,000, respectively.

Note 8: Earnings per share

The Company is required to present basic earnings per share and diluted earnings per share in its Consolidated Statements of Operations. Basic earnings per share amounts are computed by dividing net (loss) income by the weighted average number of common shares outstanding. Diluted earnings per share reflects additional common shares that would have been outstanding if potentially dilutive common shares had been issued, as well as any adjustment to income that would result from the assumed issuance. Potential common shares that may be issued by the Company relate to outstanding unvested RSAs granted to directors and employees. The dilutive effect resulting from these potential shares is determined using the treasury stock method. The Company is also required to provide a reconciliation of the numerator and denominator used in the computation of both basic and diluted earnings per share.

The following table summarizes the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2019 and 2018:

(Net income in thousands) |  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
|  | 2019 |  |  | 2018 |  |  | 2019 |  |  | 2018 |
Basis (loss) earnings per share: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net (loss) income attributable to Common shareholders |  | $ | 27 |  |  | $ | 769 |  |  | $ | (1,305 | ) |  | $ | 2,870 |
Divided by: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Weighted average shares outstanding |  |  | 3,922,783 |  |  |  | 3,904,751 |  |  |  | 3,920,678 |  |  |  | 3,903,056 |
Basic (loss) earnings per common share |  | $ | 0.01 |  |  | $ | 0.20 |  |  | $ | (0.33 | ) |  | $ | 0.74 |
Diluted (loss) earnings per share: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net (loss) income attributable to Common shareholders |  | $ | 27 |  |  | $ | 769 |  |  | $ | (1,305 | ) |  | $ | 2,870 |
Weighted average shares outstanding |  |  | 3,922,783 |  |  |  | 3,904,751 |  |  |  | 3,920,678 |  |  |  | 3,903,056 |
Effect of potentially dilutive restricted common shares |  |  | - | (1) |  |  | 14,067 |  |  |  | - | (2) |  |  | 17,974 |
Divided by: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Weighted average diluted shares outstanding |  |  | 3,922,783 |  |  |  | 3,918,818 |  |  |  | 3,920,678 |  |  |  | 3,921,030 |
Diluted (loss) earnings per common share |  | $ | 0.01 |  |  | $ | 0.20 |  |  | $ | (0.33 | ) |  | $ | 0.73 |

| (1) | The weighted average diluted shares outstanding does not include 417 anti-dilutive restricted common shares for the three months ended September 30, 2019.

| (2) | The weighted average diluted shares outstanding does not include 151 anti-dilutive restricted common shares for the nine months ended September 30, 2019.

31

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 9: Financial Instruments with Off-Balance Sheet Risk

In the normal course of business, Patriot is a party to financial instruments with off-balance-sheet risk to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit and involve, to varying degrees, elements of credit and interest rate risk in excess of the amounts recognized in the balance sheet. The contractual amounts of these instruments reflect the extent of involvement Patriot has in particular classes of financial instruments.

The contractual amount of commitments to extend credit and standby letters of credit represents the maximum amount of potential accounting loss should: the contract be fully drawn upon; the customer default; and the value of any existing collateral become worthless. Patriot applies its credit policies to entering commitments and conditional obligations and, as with its lending activates, evaluates each customer’s creditworthiness on a case-by-case basis. Management believes that it effectively mitigates the credit risk of these financial instruments through its credit approval processes, establishing credit limits, monitoring the on-going creditworthiness of recipients and grantees, and the receipt of collateral as deemed necessary.

Financial instruments with credit risk at September 30, 2019 are as follows:

(In thousands) |  | As of September 30, 2019 |
Commitments to extend credit: |  |  |  |
Unused lines of credit |  | $ | 70,313 |
Undisbursed construction loans |  |  | 20,093 |
Home equity lines of credit |  |  | 18,906 |
Future loan commitments |  |  | 22,924 |
Financial standby letters of credit |  |  | 793 |
|  | $ | 133,029 |

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments to extend credit generally have fixed expiration dates or other termination clauses, and may require payment of a fee by the borrower. Since these commitments could expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if deemed necessary upon extending credit, is based on management’s credit evaluation of the customer. Collateral held varies, but may include commercial property, residential property, deposits and securities. Patriot has established a $8,000 reserve for credit loss as of September 30, 2019, which is included in accrued expenses and other liabilities.

Standby letters of credit are written commitments issued by Patriot to guarantee the performance of a customer to a third party. The credit risk involved in issuing standby letters of credit is essentially the same as that involved in extending loan facilities to customers. Guarantees that are not derivative contracts are recorded at fair value and included in the Consolidated Balance Sheet.

32

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 1 0: Regulatory and Operational Matters

In November 2018, the Bank entered into a formal written agreement (the “Agreement”) with the Office of the Comptroller of the Currency (the “OCC”). Pursuant to the terms of the Agreement, the Bank has appointed a Compliance Committee of three independent outside directors and one member of management responsible for monitoring adherence to the Agreement and has appointed a Lead Independent Director.

The Agreement states that by December 31, 2018 the Board and Bank would develop, implement and revise written documents and policies related to executive compensation, conflict of interest, internal audit, liquidity and asset/liability management, commercial loan administration, leveraged lending, practices relating to the allowance for loan and lease losses, and assumptions used in the Bank’s interest rate risk model. Under the Agreement the Bank also agreed to provide a revised written 3-year strategic and capital plan for the Bank by December 31, 2018. To date, the Bank has addressed each of the items in accordance with the Agreement and continues to work collaboratively with the OCC and intends to fully resolve all matters to the full satisfaction of the OCC. Further details pertaining to the Agreement were provided in Part II Item 9B: Other information included on the Annual Report on Form 10-K for the year ended December 31, 2018.

Federal and state regulatory authorities have adopted standards requiring financial institutions to maintain increased levels of capital. Effective January 1, 2015, federal banking agencies imposed four minimum capital requirements on a community bank’s risk-based capital ratios consisting of Total Capital, Tier 1 Capital, Common Equity Tier 1 (“CET1”) Capital, and a Tier 1 Leverage Capital ratio. The risk-based capital ratios measure the adequacy of a bank's capital against the riskiness of its on- and off-balance sheet assets and activities. Failure to maintain adequate capital is a basis for "prompt corrective action" or other regulatory enforcement action. In assessing a bank's capital adequacy, regulators also consider other factors such as interest rate risk exposure, liquidity, funding and market risks, quality and level of earnings, concentrations of credit, quality of loans and investments, nontraditional activity risk, policy effectiveness, and management's overall ability to monitor and control risk.

Capital adequacy is one of the most important factors used to determine the safety and soundness of individual banks and the banking system. Under the instituted regulatory framework, to be considered “well capitalized”, a financial institution must generally have a Total Capital ratio of at least 10%, a Tier 1 Capital ratio of at least 8.0%, a CET1 Capital ratio at least 6.5%, and a Tier 1 Leverage Capital ratio of at least 5.0%. However, regardless of a financial institution’s ratios, the OCC may require increased capital ratios or impose dividend restrictions based on the other factors it considers in assessing a bank’s capital adequacy.

Management continuously assesses the adequacy of the Bank’s capital in order to maintain its “well capitalized” status.

33

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The Company’s and the Bank’s regulatory capital amounts and ratios at September 30, 2019 and December 31, 2018 are summarized as follows:

(In thousands) |  | Patriot National Bancorp, Inc. |  |  | Patriot Bank, N.A. |
|  | September 30, 2019 |  |  | December 31, 2018 |  |  | September 30, 2019 |  |  | December 31, 2018 |
|  | Amount ($) |  |  | Ratio (%) |  |  | Amount ($) |  |  | Ratio (%) |  |  | Amount ($) |  |  | Ratio (%) |  |  | Amount ($) |  |  | Ratio (%) |
Total Capital (to risk weighted assets): |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Actual |  | $ | 89,710 |  |  |  | 10.539 |  |  | $ | 90,722 |  |  |  | 10.452 |  |  | $ | 100,112 |  |  |  | 11.812 |  |  | $ | 99,341 |  |  |  | 11.500 |
To be Well Capitalized(1) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 84,756 |  |  |  | 10.000 |  |  |  | 86,384 |  |  |  | 10.000 |
For capital adequacy with Capital Buffer(2) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 88,993 |  |  |  | 10.500 |  |  |  | 85,304 |  |  |  | 9.875 |
For capital adequacy |  |  | 68,096 |  |  |  | 8.000 |  |  |  | 69,441 |  |  |  | 8.000 |  |  |  | 67,805 |  |  |  | 8.000 |  |  |  | 69,107 |  |  |  | 8.000 |
Tier 1 Capital (to risk weighted assets): |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Actual |  |  | 71,294 |  |  |  | 8.376 |  |  |  | 73,101 |  |  |  | 8.422 |  |  |  | 91,696 |  |  |  | 10.819 |  |  |  | 91,720 |  |  |  | 10.618 |
To be Well Capitalized(1) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 67,805 |  |  |  | 8.000 |  |  |  | 69,107 |  |  |  | 8.000 |
For capital adequacy with Capital Buffer(2) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 72,042 |  |  |  | 8.500 |  |  |  | 68,027 |  |  |  | 7.875 |
For capital adequacy |  |  | 51,072 |  |  |  | 6.000 |  |  |  | 52,081 |  |  |  | 6.000 |  |  |  | 50,853 |  |  |  | 6.000 |  |  |  | 51,830 |  |  |  | 6.000 |
Common Equity Tier 1 Capital (to risk weighted assets): |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Actual |  |  | 63,294 |  |  |  | 7.436 |  |  |  | 65,101 |  |  |  | 7.500 |  |  |  | 91,696 |  |  |  | 10.819 |  |  |  | 91,720 |  |  |  | 10.618 |
To be Well Capitalized(1) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 55,091 |  |  |  | 6.500 |  |  |  | 56,149 |  |  |  | 6.500 |
For capital adequacy with Capital Buffer(2) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 59,329 |  |  |  | 7.000 |  |  |  | 55,069 |  |  |  | 6.375 |
For capital adequacy |  |  | 38,304 |  |  |  | 4.500 |  |  |  | 39,061 |  |  |  | 4.500 |  |  |  | 38,140 |  |  |  | 4.500 |  |  |  | 38,873 |  |  |  | 4.500 |
Tier 1 Leverage Capital (to average assets): |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Actual |  |  | 71,294 |  |  |  | 7.363 |  |  |  | 73,101 |  |  |  | 7.842 |  |  |  | 91,696 |  |  |  | 9.469 |  |  |  | 91,720 |  |  |  | 9.838 |
To be Well Capitalized(1) |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | 48,418 |  |  |  | 5.000 |  |  |  | 46,617 |  |  |  | 5.000 |
For capital adequacy |  |  | 38,728 |  |  |  | 4.000 |  |  |  | 37,288 |  |  |  | 4.000 |  |  |  | 38,735 |  |  |  | 4.000 |  |  |  | 37,294 |  |  |  | 4.000 |

(1) | Designation as "Well Capitalized" does not apply to bank holding companies - the Company. Such categorization of capital adequacy only applies to insured depository institutions - the Bank.
(2) | The Capital Conservation Buffer implemented by the FDIC began to be phased in beginning January 1, 2016. It was not applicable to periods prior to that date and does not apply to bank holding companies - the Company.

34

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Under the final capital rules that became effective on January 1, 2015, there was a requirement for a CET1 capital conservation buffer of 2.5% of risk-weighted assets, which is in addition to the other minimum risk-based capital standards in the rule. Institutions that do not maintain this required capital buffer become subject to progressively more stringent limitations on the percentage of earnings that may be distributed to shareholders or used for stock repurchases and on the payment of discretionary bonuses to senior executive management.

The capital buffer requirement was phased in over three years beginning in 2016. The 1.875% capital conversation buffer for 2018 has been included in the minimum capital adequacy ratios in the 2018 column in the table above. The capital conversation buffer increased to 2.5% for 2019, which has been included in the minimum capital adequacy ratios in the 2019 column above.

The capital buffer requirement effectively raises the minimum required Total Capital ratio to 10.5%, the Tier 1 capital ratio to 8.5% and the CET1 capital ratio to 7.0% on a fully phased-in basis, which was effective on January 1, 2019. Management believes that, as of September 30, 2019, Patriot satisfies all capital adequacy requirements under the Basel III Capital Rules on a fully phased-in basis.

Note 1 1: Fair Value and Interest Rate Risk

Patriot measures the carrying value of certain financial assets and liabilities at fair value, as required by its policies as a financial institution and by US GAAP. The carrying values of certain assets and liabilities are measured at fair value on a recurring basis, such as available-for-sale securities; while other assets and liabilities are measured at fair value on a non-recurring basis due to external factors requiring management’s judgment to estimate potential losses of value resulting in asset impairments or the establishment of valuation reserves. Measuring assets and liabilities at fair value may result in fluctuations to carrying value that have a significant impact on the results of operations or other comprehensive income for the period and period over period.

Following is a detailed summary of the guidance provided by US GAAP regarding the application of fair value measurements and Patriot’s application thereof. Additionally, the following information includes detailed summaries of the effects fair value measurements have on the carrying amounts of asset and liabilities presented in the Consolidated Financial Statements.

The objective of fair value measurement is to value an asset that may be sold or a liability that may be transferred at the estimated value which might be obtained in a transaction between unrelated parties under current market conditions. US GAAP establishes a framework for measuring assets and liabilities at fair value, as well as certain financial instruments classified in equity. The framework provides a fair value hierarchy, which prioritizes quoted prices in active markets for identical assets and liabilities and minimizes unobservable inputs, which are inputs for which market data are not available and that are developed by management using the best information available to develop assumptions about the value market participants might place on the asset to be sold or liability to be transferred.

The three levels of the fair value hierarchy consist of:

Level 1 | Unadjusted quoted market prices for identical assets or liabilities in active markets that the entity has the ability to access at the measurement date (such as active exchange-traded equity securities and certain U.S. and government agency debt securities).
Level 2 | Observable inputs other than quoted prices included in Level 1, such as: – Quoted prices for similar assets or liabilities in active markets (such as U.S. agency and government sponsored mortgage-backed securities) – Quoted prices for identical or similar assets or liabilities in less active markets (such as certain U.S. and government agency debt securities, and corporate and municipal debt securities that trade infrequently) – Other inputs that are observable for substantially the full term of the asset or liability (i.e. interest rates, yield curves, prepayment speeds, default rates, etc.).
Level 3 | Valuation techniques that require unobservable inputs that are supported by little or no market activity and are significant to the fair value measurement of the asset or liability (such as pricing and discounted cash flow models that typically reflect management’s estimates of the assumptions a market participant would use in pricing the asset or liability).

35

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

A description of the valuation methodologies used for assets and liabilities recorded at fair value, and for estimating fair value for financial and non-financial instruments not recorded at fair value, is set forth below.

Cash and due from banks, federal funds sold, short-term investments, and accrued interest receivable and payable

The carrying amount is a reasonable estimate of fair value and accordingly these are classified as Level 1. These financial instruments are not recorded at fair value on a recurring basis.

Available-for-sale securities

The fair value of securities available for sale (carried at fair value) are determined by obtaining quoted market prices on nationally recognized securities exchanges (Level 1), or matrix pricing (Level 2), which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted market prices for the specific securities, but rather by relying on the securities' relationship to other benchmark quoted prices, or using unobservable inputs employing various techniques and assumptions (Level 3).

Other Investments

The Bank’s investment portfolio includes the Solomon Hess SBA Loan Fund totaling $4.45 million. This investment is utilized by the Bank to satisfy its Community Reinvestment Act (“CRA”) lending requirements. As this fund operates as a private fund, shares in the fund are not publicly traded but may be redeemed with 60 days’ notice at cost. For that reason, the carrying amount was considered comparable to fair value at both December 31, 2018 and 2017. The remaining balance in other investments is a $513,000 time deposit that matured on October 6, 2019, which was carried at cost, which approximates fair value due to its short-term nature.

Federal Reserve Bank Stock and Federal Home Loan Bank Stock

Shares in the Federal Reserve Bank (“FRB”) and Federal Home Loan Bank (“FHLB”) are purchased and redeemed based upon their $100 par value. The stocks are non-marketable equity securities, and as such, are considered restricted securities that are carried at cost.

Loans

The fair value of loans are estimated by discounting the future cash flows using the rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities. In connection with the adoption of ASU 2016-01 on January 1, 2018, we refined our methodology to estimate the fair value of our loan portfolio using an exit price notion resulting in prior periods no longer being comparable. The exit price notion requires determination of the price at which willing market participants would transact at the measurement date under current market conditions depending on facts and circumstances, such as origination rates, credit risk, transaction costs, liquidity, national and regional market trends and other adjustments, utilizing publicly available rates and indices. The application of an exit price notion requires the use of significant judgment.

SBA Loans Held for Sale

The fair value of SBA loans held for sale is estimated by using a market approach that includes prices for loans sold awaiting settlement and other observable inputs. The Company has determined that the inputs used to value the SBA loans held for sale fall within Level 2 of the fair value hierarchy.

SBA Servicing Asset

Servicing assets do not trade in an active, open market with readily observable prices. The Company estimates the fair value of servicing assets using discounted cash flow models incorporating numerous assumptions from the perspective of a market participant including market discount rates and prepayment speeds. Due to the significant unobservable input related to the servicing rights, the SBA servicing asset is classified within Level 3 of the valuation hierarchy.

36

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Other Real Estate Owned

The fair value of OREO the Bank may obtain is based on current appraised property value less estimated costs to sell. When fair value is based on unadjusted current appraised value, OREO is classified within Level 2 of the fair value hierarchy. Patriot classifies OREO within Level 3 of the fair value hierarchy when unobservable inputs are used to determine adjustments to appraised values. Patriot does not record OREO at fair value on a recurring basis, but rather initially records OREO at fair value on a non-recurring basis and then monitors property and market conditions that may indicate a change in value is warranted.

Derivative asset (liability) - Interest Rate Swaps

The valuation of the Company’s interest rate swaps is obtained from a third-party pricing service and is determined using a discounted cash flow analysis on the expected cash flows of each derivative. The pricing analysis is based on observable inputs for the contractual terms of the derivatives, including the period to maturity and interest rate curves. The Company has determined that the inputs used to value its interest rate derivatives fall within Level 2 of the fair value hierarchy.

Deposits

The fair value of demand deposits, regular savings and certain money market deposits is the amount payable on demand at the reporting date.

The fair value of certificates of deposit and other time deposits is estimated using a discounted cash flow calculation that applies interest rates currently being offered for deposits of similar remaining maturities, estimated using local market data, to a schedule of aggregated expected maturities on such deposits. Patriot does not record deposits at fair value on a recurring basis.

Senior Notes, Subordinated Notes, and Junior Subordinated Debt

Patriot does not record senior notes at fair value on a recurring basis. The fair value of the senior notes was estimated by discounting future cash flows at rates at which similar notes would be made. The carrying value is considered comparable to fair value.

Patriot does not record subordinated notes issued in June 2018 at fair value on a recurring basis. The fair value of the subordinated notes was estimated by discounting future cash flows at rates at which similar notes would be made. The carrying value is considered comparable to fair value.

Patriot does not record junior subordinated debt at fair value on a recurring basis. Junior subordinated debt reprices quarterly, as a result, the carrying amount is considered a reasonable estimate of fair value.

Federal Home Loan Bank Borrowings

The fair value of FHLB advances is estimated using a discounted cash flow calculation that applies current FHLB interest rates for advances of similar maturity to a schedule of maturities of such advances. Patriot does not record FHLB advances at fair value on a recurring basis.

Contingent Consideration Liability

The Company estimates the fair value of the contingent consideration liability by using a discounted cash flow model of future contingent payments based on interest income related to the acquired PCI loans. The estimated fair value of the contingent consideration liability is reviewed on a quarterly basis and any valuation adjustments resulting from a change of estimated future contingent payments based on interest income of the acquired PCI loans affecting the contingent consideration liability will be recorded through noninterest expense. Due to the significant unobservable input related to the interest income, the contingent consideration liability is classified within Level 3 of the valuation hierarchy. An increase in the interest income may result in a higher fair value of the contingent consideration liability. Alternatively, a decrease in the interest income may result in a lower estimated fair value of the contingent consideration liability.

Off-balance sheet financial instruments

Off-balance sheet financial instruments are based on interest rate changes and fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the counterparties’ credit standing. The off-balance-sheet financial instruments (i.e., commitments to extend credit) are insignificant and are not recorded on a recurring basis.

37

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The following table provides a comparison of the carrying amounts and estimated fair values of Patriot’s financial assets and liabilities as of September 30, 2019 and December 31, 2018:

(In thousands) |  |  | September 30, 2019 |  |  | December 31, 2018 |
| Fair Value Hierarchy |  | Carrying Amount |  |  | Estimated Fair Value |  |  | Carrying Amount |  |  | Estimated Fair Value |
Financial Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cash and noninterest bearing balances due from banks | Level 1 |  | $ | 3,157 |  |  | $ | 3,157 |  |  | $ | 7,381 |  |  | $ | 7,381 |
Interest-bearing deposits due from banks | Level 1 |  |  | 46,844 |  |  |  | 46,844 |  |  |  | 59,056 |  |  |  | 59,056 |
U. S. Government agency mortgage-backed securities | Level 2 |  |  | 18,183 |  |  |  | 18,183 |  |  |  | 20,473 |  |  |  | 20,473 |
Corporate bonds | Level 2 |  |  | 16,863 |  |  |  | 16,863 |  |  |  | 12,974 |  |  |  | 12,974 |
Subordinated notes | Level 2 |  |  | 8,192 |  |  |  | 8,192 |  |  |  | 4,564 |  |  |  | 4,564 |
SBA loan pools | Level 2 |  |  | 5,320 |  |  |  | 5,320 |  |  |  | - |  |  |  | - |
U.S. Treasury notes | Level 2 |  |  | 1,499 |  |  |  | 1,499 |  |  |  | 1,485 |  |  |  | 1,485 |
Other investments | Level 2 |  |  | 4,963 |  |  |  | 4,963 |  |  |  | 4,963 |  |  |  | 4,963 |
Federal Reserve Bank stock | Level 2 |  |  | 2,889 |  |  |  | 2,889 |  |  |  | 2,866 |  |  |  | 2,866 |
Federal Home Loan Bank stock | Level 2 |  |  | 4,477 |  |  |  | 4,477 |  |  |  | 4,928 |  |  |  | 4,928 |
Loans receivable, net | Level 3 |  |  | 791,909 |  |  |  | 782,220 |  |  |  | 772,767 |  |  |  | 762,581 |
SBA loans held for sale | Level 2 |  |  | 4,103 |  |  |  | 4,480 |  |  |  | - |  |  |  | - |
SBA servicing assets | Level 3 |  |  | 196 |  |  |  | 276 |  |  |  | 37 |  |  |  | 37 |
Accrued interest receivable | Level 2 |  |  | 3,538 |  |  |  | 3,538 |  |  |  | 3,766 |  |  |  | 3,766 |
Interest rate swap receivable | Level 2 |  |  | 874 |  |  |  | 874 |  |  |  | 286 |  |  |  | 286 |
Financial assets, total |  | $ | 913,007 |  |  | $ | 903,775 |  |  | $ | 895,546 |  |  | $ | 885,360 |
Financial Liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Demand deposits | Level 2 |  | $ | 80,772 |  |  | $ | 80,772 |  |  | $ | 84,471 |  |  | $ | 84,471 |
Savings deposits | Level 2 |  |  | 57,390 |  |  |  | 57,390 |  |  |  | 81,912 |  |  |  | 81,912 |
Money market deposits | Level 2 |  |  | 125,934 |  |  |  | 125,934 |  |  |  | 85,197 |  |  |  | 85,197 |
NOW accounts | Level 2 |  |  | 23,675 |  |  |  | 23,675 |  |  |  | 26,100 |  |  |  | 26,100 |
Time deposits | Level 2 |  |  | 277,656 |  |  |  | 278,452 |  |  |  | 282,001 |  |  |  | 280,538 |
Brokered deposits | Level 1 |  |  | 196,629 |  |  |  | 197,053 |  |  |  | 183,600 |  |  |  | 183,120 |
FHLB borrowings | Level 2 |  |  | 100,000 |  |  |  | 104,559 |  |  |  | 100,000 |  |  |  | 101,369 |
Senior notes | Level 2 |  |  | 11,834 |  |  |  | 11,698 |  |  |  | 11,778 |  |  |  | 11,293 |
Subordinated debt | Level 2 |  |  | 9,745 |  |  |  | 9,776 |  |  |  | 9,723 |  |  |  | 9,348 |
Junior subordinated debt owed to unconsolidated trust | Level 2 |  |  | 8,100 |  |  |  | 8,100 |  |  |  | 8,094 |  |  |  | 8,094 |
Note payable | Level 3 |  |  | 1,242 |  |  |  | 1,187 |  |  |  | 1,388 |  |  |  | 1,239 |
Accrued interest payable | Level 2 |  |  | 1,995 |  |  |  | 1,995 |  |  |  | 1,605 |  |  |  | 1,605 |
Contingent consideration liability | Level 3 |  |  | 86 |  |  |  | 86 |  |  |  | 707 |  |  |  | 707 |
Interest rate swap liability | Level 2 |  |  | 874 |  |  |  | 874 |  |  |  | 286 |  |  |  | 286 |
Financial liabilities, total |  | $ | 895,932 |  |  | $ | 901,551 |  |  | $ | 876,862 |  |  | $ | 875,279 |

The carrying amount of cash and noninterest bearing balances due from banks, interest-bearing deposits due from banks, and demand deposits approximates fair value, due to the short-term nature and high turnover of these balances. These amounts are included in the table above for informational purposes.

In the normal course of its operations, Patriot assumes interest rate risk (i.e., the risk that general interest rate levels will fluctuate). As a result, the fair value of the Patriot’s financial assets and liabilities are affected when interest market rates change, which change may be either favorable or unfavorable. Management attempts to mitigate interest rate risk by matching the maturities of its financial assets and liabilities. However, borrowers with fixed rate obligations are less likely to prepay their obligations in a rising interest rate environment and more likely to prepay their obligations in a falling interest rate environment. Conversely, depositors receiving fixed rates are more likely to withdraw funds before maturity in a rising interest rate environment and less likely to do so in a falling interest rate environment. Management monitors market rates of interest and the maturities of its financial assets and financial liabilities, adjusting the terms of new loans and deposits in an attempt to minimize interest rate risk. Additionally, management mitigates its overall interest rate risk through its available funds investment strategy.

38

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The following tables detail the financial assets measured at fair value on a recurring basis and the valuation techniques utilized relative to the fair value hierarchy, as of September 30, 2019 and December 31, 2018:

(In thousands) |  | Quoted Prices in Active Markets for Identical Assets (Level 1) |  |  | Significant Observable Inputs (Level 2) |  |  | Significant Unobservable Inputs (Level 3) |  |  | Total |
September 30, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
U. S. Government agency mortgage-backed securities |  | $ | - |  |  | $ | 18,183 |  |  | $ | - |  |  | $ | 18,183 |
Corporate bonds |  |  | - |  |  |  | 16,863 |  |  |  | - |  |  |  | 16,863 |
Subordinated notes |  |  | - |  |  |  | 8,192 |  |  |  | - |  |  |  | 8,192 |
SBA loan pools |  |  | - |  |  |  | 5,320 |  |  |  | - |  |  |  | 5,320 |
U.S. Treasury notes |  |  | - |  |  |  | 1,499 |  |  |  | - |  |  |  | 1,499 |
Available-for-sale securities |  | $ | - |  |  | $ | 50,057 |  |  | $ | - |  |  | $ | 50,057 |
Impaired PCI Loans, net |  | $ | - |  |  | $ | - |  |  | $ | 182 |  |  | $ | 182 |
Contingent consideration liability |  | $ | - |  |  | $ | - |  |  | $ | 86 |  |  | $ | 86 |
Interest rate swap receivable |  | $ | - |  |  | $ | 874 |  |  | $ | - |  |  | $ | 874 |
Interest rate swap liability |  | $ | - |  |  | $ | 874 |  |  | $ | - |  |  | $ | 874 |
December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
U. S. Government agency mortgage-backed securities |  | $ | - |  |  | $ | 20,473 |  |  | $ | - |  |  | $ | 20,473 |
Corporate bonds |  |  | - |  |  |  | 12,974 |  |  |  | - |  |  |  | 12,974 |
Subordinated notes |  |  | - |  |  |  | 4,564 |  |  |  | - |  |  |  | 4,564 |
U.S. Treasury notes |  |  | - |  |  |  | 1,485 |  |  |  | - |  |  |  | 1,485 |
Available-for-sale securities |  | $ | - |  |  | $ | 39,496 |  |  | $ | - |  |  | $ | 39,496 |
Impaired PCI Loans, net |  | $ | - |  |  | $ | - |  |  | $ | 615 |  |  | $ | 615 |
Contingent consideration liability |  | $ | - |  |  | $ | - |  |  | $ | 707 |  |  | $ | 707 |
Interest rate swap receivable |  | $ | - |  |  | $ | 286 |  |  | $ | - |  |  | $ | 286 |
Interest rate swap liability |  | $ | - |  |  | $ | 286 |  |  | $ | - |  |  | $ | 286 |

Patriot measures certain financial assets and financial liabilities at fair value on a non-recurring basis. When circumstances dictate (e.g., impairment of long-lived assets, other than temporary impairment of collateral value), the carrying values of such financial assets and financial liabilities are adjusted to fair value or fair value less costs to sell, as may be appropriate.

During the three and nine months ended September 30, 2019, the Company had no transfers into or out of Levels 1, 2 or 3.

39

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

The table below presents the valuation methodology and unobservable inputs for level 3 assets measured at fair value on a non-recurring basis as of September 30, 2019 and December 31, 2018:

(In thousands) |  | Fair Value |  | Valuation Methodology |  | Unobservable Inputs |  | Range of Inputs
September 30, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |
Impaired loans, net |  | $ | 20,767 |  | Real Estate Appraisals |  | Discount for appraisal type |  |  | 8% | - | 20% |
Other Real Estate Owned |  |  | 2,400 |  | Real Estate Appraisals |  | Discount for appraisal type |  |  |  | 14% |  |
SBA servicing assets |  |  | 276 |  | Discounted Cash Flows |  | Market discount rates |  |  | 14.73% | - | 14.90% |
December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |
Impaired loans, net |  | $ | 19,673 |  | Real Estate Appraisals |  | Discount for appraisal type |  |  | 8% | - | 21% |
Other Real Estate Owned |  |  | 2,945 |  | Real Estate Appraisals |  | Discount for appraisal type |  |  |  | 14% |  |
SBA servicing assets |  |  | 37 |  | Discounted Cash Flows |  | Market discount rates |  |  | 14.73% | - | 14.90% |

Patriot discloses fair value information about financial instruments, whether or not recognized in the Consolidated Balance Sheet, for which it is practicable to estimate that value. Certain financial instruments are excluded from disclosure requirements and, accordingly, the aggregate fair value amounts presented do not necessarily represent the complete underlying value of financial instruments included in the Consolidated Financial Statements.

The estimated fair value amounts have been measured as of September 30, 2019 and December 31, 2018, and have not been reevaluated or updated for purposes of these consolidated financial statements subsequent to those respective dates. As such, the estimated fair values of the financial instruments measured may be different than if they had been subsequently valued.

The information presented should not be interpreted as an estimate of the total fair value of Patriot’s assets and liabilities, since only a portion of Patriot’s assets and liabilities are required to be measured at fair value for financial reporting purposes. Due to the wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between Patriot’s fair value disclosures and those of other bank holding companies may not be meaningful.

40

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 1 2: Derivatives

Patriot is a party to four interest rate swaps; derivatives that are not designated as hedging instruments. Under a program, Patriot will execute interest rate swaps with commercial lending customers to facilitate their respective risk management strategies. These interest rate swaps with customers are simultaneously offset by interest rate swaps that Patriot executes with a third party, such that Patriot minimizes its net risk exposure resulting from such transactions. Because the interest rate swaps associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the customer swaps and the offsetting swaps are recognized directly in earnings. The changes in the fair value of the swaps offset each other, except for the credit risk of the counterparties, which is determined by taking into consideration the risk rating, probability of default and loss given default for all counterparties.

Patriot entered the two initial interest rate swaps under the program in November 2018; and the two most recent swaps were entered into in May 2019. As of September 30, 2019 and December 31, 2018, Patriot had cash pledged for collateral on its interest rate swaps of $1.1 million and $300,000, respectively. This collateral is included in other assets on the Consolidated Balance Sheets.

The following table presents summary information regarding these derivatives for the periods presented (dollars in thousands):

(In thousands) |  | Notional Amount |  |  | Maturity (Years) |  |  | Fixed Rate |  | Variable Rate |  | Fair Value |
September 30, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Classified in Other Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Customer interest rate swap |  | $ | 6,444 |  |  |  | 10.5 |  |  |  | 4.38% | - | 5.25% |  | 1 Mo. LIBOR + 1.96% |  | $ | 874 |
Classified in Other Liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
3rd party interest rate swap |  | $ | 6,444 |  |  |  | 10.5 |  |  |  | 4.38% | - | 5.25% |  | 1 Mo. LIBOR + 1.96% |  | $ | (874 | )
December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Classified in Other Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Customer interest rate swap |  | $ | 5,000 |  |  |  | 10.5 |  |  |  |  | 5.25% |  |  | 1 Mo. LIBOR + 1.96% |  | $ | 286 |
Classified in Other Liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
3rd party interest rate swap |  | $ | 5,000 |  |  |  | 10.5 |  |  |  |  | 5.25% |  |  | 1 Mo. LIBOR + 1.96% |  | $ | (286 | )

41

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

Note 1 3: Leases

A lease is defined as a contract, or part of a contract, that conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. On January 1, 2019, the Company adopted ASU No. 2016-02 “Leases” (Topic 842) and all subsequent ASUs that modified Topic 842. For the Company, Topic 842 primarily affected the accounting treatment for operating lease agreements in which the Company is the lessee.

Patriot has nine non-cancelable operating leases, including four Bank branch locations and three for administrative and operational space, one ITM location, and one equipment lease. The leases expire on various dates through 2032 and some include renewal options. Most of the leases contain rent escalation provisions, as well as renewal options for one or more periods. The last potential year the leases can be extended through 2037. Substantially all of our leases are classified as operating leases, and therefore, were previously not recognized on the Company’s consolidated balance sheets. With the adoption of Topic 842, operating lease agreements are required to be recognized on the consolidated balance sheets as a right-of-use (“ROU”) asset and a corresponding lease liability. The Company has no finance leases (previously referred to as a capital lease).

The cumulative-effect adjustment was an increase to the opening balance of accumulated deficit at the time of adoption on January 1, 2019. The Company recognized $3.4 million of right-of-use (“ROU”) assets and $3.4 million lease liabilities for operating leases on its Consolidated Balance Sheets. The standard did not have an impact on its Consolidated Income Statements.

Operating leases are recorded as a ROU lease assets and are included in other assets on the consolidated balance sheet. The Company’s corresponding lease obligations are included in accrued expenses and other liabilities on the consolidated balance sheet. ROU lease assets represent the Company’s right to use an underlying asset for the lease term and lease obligations represent the Company’s obligation to make lease payments arising from the lease. Operating ROU lease assets and obligations are recognized at the commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option.

Lease expense for lease payments is recognized on a straight-line basis over the lease term. Short-term leases are leases having a term of twelve months or less. The Company recognizes short-term leases on a straight-line basis and does not record a related lease asset or liability for such leases, as allowed as practical expedient of the standard. The following is a maturity analysis of the operating lease liabilities as of September 30, 2019:

(in thousands) |  | Operating lease |
Years ending December 31, |  | Obligation |
2019 (excluding the nine months ending September 30, 2019) |  | $ | 134 |
2020 |  |  | 520 |
2021 |  |  | 532 |
2022 |  |  | 497 |
2023 |  |  | 463 |
Thereafter |  |  | 1,907 |
Total undiscounted lease payments |  |  | 4,053 |
Less imputed interest |  |  | (689 | )
Present value of operating lease liabilities |  | $ | 3,364 |
Operating lease right-of-use asset |  | $ | 3,267 |

42

PATRIOT NATIONAL BANCORP, INC. AND SUBSIDIARY

Notes to consolidated financial statements (Unaudited)

|  | Three Months Ended |  |  | Nine Monthes Ended |
|  | September 30, 2019 |  |  | September 30, 2019 |
Lease cost |  |  |  |  |  |  |  |
Operating lease cost |  | $ | 128 |  |  | $ | 381 |
Short-term lease cost |  |  | 33 |  |  |  | 79 |
Other information |  |  |  |  |  |  |  |
Operating cash flows from operating leases |  | $ | 113 |  |  | $ | 331 |

|  | September 30, 2019 |
Weighted -average remaining lease term - operating leases (in years) |  |  | 10 |
Weighted -average discount rate - operating leases |  |  | 3.47 | %

43

Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations

"SAFE HARBOR" STATEMENT UNDER PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Certain statements contained in the Company’s public statements, including this one, and in particular in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” may be forward looking and subject to a variety of risks and uncertainties. These factors include, but are not limited to: (1) changes in prevailing interest rates which would affect the interest earned on the Company’s interest earning assets and the interest paid on its interest bearing liabilities; (2) the timing of repricing of the Company’s interest earning assets and interest bearing liabilities; (3) the effect of changes in governmental monetary policy; (4) the effect of changes in regulations applicable to the Company and the Bank and the conduct of its business; (5) changes in competition among financial service companies, including possible further encroachment of non-banks on services traditionally provided by banks; (6) the ability of competitors that are larger than the Company to provide products and services which it is impracticable for the Company to provide; (7) the state of the economy and real estate values in the Company’s market areas, and the consequent effect on the quality of the Company’s loans; (8) recent governmental initiatives that are expected to have a profound effect on the financial services industry and could dramatically change the competitive environment of the Company; (9) other legislative or regulatory changes, including those related to residential mortgages, changes in accounting standards, and Federal Deposit Insurance Corporation (“FDIC”) premiums that may adversely affect the Company; (10) the application of generally accepted accounting principles, consistently applied; (11) the fact that one period of reported results may not be indicative of future periods; (12) the state of the economy in the greater New York metropolitan area and its particular effect on the Company's customers, vendors and communities; and (13) other such factors, including risk factors, as may be described in the Company’s other filings with the SEC. The following discussion should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC on April 1, 2019 (the “2018 Form 10-K”) and the consolidated financial statements and notes thereto included in Part I, Item 1 of this Form 10-Q.

Although the Company believes that it offers the loan and deposit products and has the resources needed for continued success, future revenues and interest spreads and yields cannot be reliably predicted. These trends may cause the Company to adjust its operations in the future. Because of the foregoing and other factors, recent trends should not be considered reliable indicators of future financial results or stock prices.

CRITICAL ACCOUNTING POLICIES

The preparation of consolidated financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and to disclose contingent assets and liabilities. Actual results could differ from those estimates. Management has identified the accounting for the allowance for loan and lease losses, the analysis and valuation of its investment securities, the valuation of deferred tax assets and the valuation of the assets acquired and liabilities assumed in connection with its business combination, as the Company’s most critical accounting policies and estimates in that they are important to the portrayal of the Company’s financial condition and results of operations. They require management’s most subjective and complex judgment as a result of the need to make estimates about the effect of matters that are inherently uncertain. Refer to the 2018 Form 10-K for additional information.

44

Summary

The Company reported net income for the third quarter of 2019 of $27,000 ($0.01 basic and diluted earnings per share) compared to a net income of $769,000 ($0.20 basic and diluted earnings per share) for the third quarter of 2018. The income before income taxes was $35,000 for the three months period ended September 30, 2019, as compared to $1.0 million income before income taxes for the third quarter of 2018.

For the nine months ended September 30, 2019, the Company reported a net loss of $1.3 million ($0.33 basic and diluted loss per share) compared to net income of $2.9 million ($0.74 basic and $0.73 diluted earnings per share) for the nine months ended September 30, 2018, a decrease of $4.2 million. The decline in 2019 results was primarily due to a material increase in provision for loan losses to $2.9 million in the second quarter and $3.2 million in the year-to-date period primarily associated with a $2.3 million charge-off on a single commercial loan.

The results of the nine months ended September 30, 2019 were also impacted by a decline in net interest income due to higher retail deposit costs, a higher balance of non-accrual loans and the full year impact of subordinated debt issued in June 2018. The comparison to the prior year was also impacted by an increase in operating expenses. The expense increase was primarily associated with the build-up of our SBA business, expansion of deposit initiatives, and costs incurred in conjunction with enhancing processes, controls and documentation in response to the Formal Agreement with the OCC.

As previously disclosed, on March 30, 2019, the Company and Hana Small Business Lending Inc. mutually agreed to terminate the purchase agreement between the parties entered into in November 2018. The termination agreement provided for the release of escrowed funds back to the Company. The Company received the escrowed funds of $500,000 on May 9, 2019.

The Company expects operating results to build back up in future periods as it begins to see improvements in net interest and non-interest income associated with its investments in the expansion of its SBA business and deposit raising initiatives. The Company continues to work collaboratively with the OCC and intends to fully resolve all matters associated with the OCC Formal Agreement to the full satisfaction of the OCC.

Financial Condition

As of September 30, 2019, total assets increased to $972.0 million, as compared to $951.7 million at December 31, 2018. Net Loan portfolio increased $19.1 million or 2.5% from $772.8 million at December 31, 2018 to $791.9 million at September 30, 2019. Deposits increased to $762.1million at September 30, 2019, as compared to $743.3 million at December 31, 2018.

Equity decreased $1.1 million or 1.6%, from $69.3 million at December 31, 2018 to $68.2 million at September 30, 2019, primarily due to $1.3 million of net loss and $116,000 of common stock dividends, which was partially offset by $109,000 of investment portfolio unrealized gain and $162,000 of equity compensation for the nine months ended September 30, 2019.

Cash and Cash Equivalents

Cash and cash equivalents decreased $16.4 million, from $66.4 million at December 31, 2018 to $50.0 million at September 30, 2019. The decrease in the year-to-date September 30, 2019 was primarily attributable to $28.2 million cash used for loan purchases, which was partially offset by a $18.8 million cash increase in deposits. The Company’s liquidity position remains strong with liquid assets 10.3% of total assets at September 30, 2019.

45

Investments

The following table is a summary of the Company’s available-for-sale securities portfolio, at fair value, at the dates shown:

(In thousands) |  | September 30, |  |  | December 31, |  |  | Increase / (Decrease) |  |  | Increase / (Decrease) |
|  | 2019 |  |  | 2018 |  |  | ($) |  |  | (%) |
U. S. Government agency mortgage-backed securities |  | $ | 18,183 |  |  | $ | 20,473 |  |  | $ | (2,290 | ) |  |  | -11.19 | %
Corporate bonds |  |  | 16,863 |  |  |  | 12,974 |  |  |  | 3,889 |  |  |  | 29.98 | %
Subordinated notes |  |  | 8,192 |  |  |  | 4,564 |  |  |  | 3,628 |  |  |  | 79.49 | %
SBA loan pools |  |  | 5,320 |  |  |  | - |  |  |  | 5,320 |  |  |  | 100.00 | %
U.S. Treasury notes |  |  | 1,499 |  |  |  | 1,485 |  |  |  | 14 |  |  |  | 0.94 | %
Total Available-for-Sale Securities |  | $ | 50,057 |  |  | $ | 39,496 |  |  | $ | 10,561 |  |  |  | 26.74 | %

Available-for-sale securities increased $10.6 million or 26.7%, from $39.5 million at December 31, 2018 to $50.1 million at September 30, 2019. This increase was primarily attributable to the purchases of $4.0 million in corporate bonds, $3.5 million in subordinated notes and $5.5 million in SBA government guaranteed loan pools, which was offset by $2.6 million in repayments of principal on U.S. Government agency mortgage-backed securities. There were no sales of available-for sales securities in the nine months ended September 30, 2019.

Loans

The following table provides the composition of the Company’s loan portfolio as of September 30, 2019 and December 31, 2018:

(In thousands) |  | September 30, 2019 |  |  | December 31, 2018 |
|  | Amount |  |  | % |  |  | Amount |  |  | % |
Loan portfolio segment: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  | $ | 299,605 |  |  |  | 37.44 | % |  | $ | 274,938 |  |  |  | 35.23 | %
Residential Real Estate |  |  | 163,546 |  |  |  | 20.44 | % |  |  | 157,300 |  |  |  | 20.16 | %
Commercial and Industrial |  |  | 186,795 |  |  |  | 23.34 | % |  |  | 191,852 |  |  |  | 24.58 | %
Consumer and Other |  |  | 93,467 |  |  |  | 11.68 | % |  |  | 94,569 |  |  |  | 12.12 | %
Construction |  |  | 44,349 |  |  |  | 5.54 | % |  |  | 46,040 |  |  |  | 5.90 | %
Construction to permanent - CRE |  |  | 12,552 |  |  |  | 1.56 | % |  |  | 15,677 |  |  |  | 2.01 | %
Loans receivable, gross |  |  | 800,314 |  |  |  | 100.00 | % |  |  | 780,376 |  |  |  | 100.00 | %
Allowance for loan losses |  |  | (8,405 | ) |  |  |  |  |  |  | (7,609 | ) |  |  |  |
Loans receivable, net |  | $ | 791,909 |  |  |  |  |  |  | $ | 772,767 |  |  |  |  |

The Company’s gross loan portfolio increased $19.9 million, or 2.6%, from $780.4 million at December 31, 2018 to $800.3 million at September 30, 2019. The increase in loans was primarily attributable to $28.2 million in purchases of loans receivable in the nine months ended September 30, 2019. As of September 30, 2019, the loan pipeline is strong. The Company will continue to add to the product lines and enhance service offerings to customers.

At September 30, 2019, the net loan to deposit ratio was 104% and the net loan to total assets ratio was 81%. At December 31, 2018, these ratios were 104% and 81%, respectively.

46

Allowance for L oan and L ease L osses

The allowance for loan and lease losses increased $800,000 or 10.5% from $7.6 million at December 31, 2018 to $8.4 million at September 30, 2019. The increase was primarily attributable to $3.2 million in provision for all loan categories, which was offset by $2.4 million net charge-offs of loans.

Based upon the overall assessment and evaluation of the loan portfolio at September 30, 2019, management believes $8.4 million in the allowance for loan and lease losses, which represented 1.05% of gross loans outstanding, is adequate under prevailing economic conditions to absorb existing losses in the loan portfolio.

The increase in the allowance was primarily due to the single loan charge-off of $2.3 million in the second quarter of 2019 and its related impact on the historical loss rate of the corresponding federal call code segment.

The $2.3 million loan charge-off related to a commercial loan charged-off due to the inability of the borrower to demonstrate the operating cash flow necessary to fund interest and principal on the loan combined with insufficient information regarding collateral, leading the Bank to determine that full collection is doubtful. The Bank will continue to pursue all available remedies to recover principal and interest due under the loan agreement.

The following table provides detail of activity in the allowance for loan and lease losses:

|  | Three months ended September 30, |  |  | Nine months ended September 30, |
(In thousands) |  | 2019 |  |  | 2018 |  |  | 2019 |  |  | 2018 |
Balance at beginning of the period |  | $ | 8,458 |  |  | $ | 6,525 |  |  | $ | 7,609 |  |  | $ | 6,297 |
Charge-offs: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Residential Real Estate |  |  | (105 | ) |  |  | (2 | ) |  |  | (117 | ) |  |  | (2 | )
Commercial and Industrial |  |  | (74 | ) |  |  | - |  |  |  | (2,366 | ) |  |  | - |
Consumer and Other |  |  | (103 | ) |  |  | (3 | ) |  |  | (106 | ) |  |  | (17 | )
Total charge-offs |  |  | (282 | ) |  |  | (5 | ) |  |  | (2,589 | ) |  |  | (19 | )
Recoveries: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial Real Estate |  |  | - |  |  |  | 24 |  |  |  | 2 |  |  |  | 30 |
Residential Real Estate |  |  | 9 |  |  |  | 11 |  |  |  | 9 |  |  |  | 12 |
Commercial and Industrial |  |  | 117 |  |  |  | - |  |  |  | 164 |  |  |  | - |
Consumer and Other |  |  | 3 |  |  |  | - |  |  |  | 8 |  |  |  | - |
Total recoveries |  |  | 129 |  |  |  | 35 |  |  |  | 183 |  |  |  | 42 |
Net (charge-offs) recoveries |  |  | (153 | ) |  |  | 30 |  |  |  | (2,406 | ) |  |  | 23 |
Provision charged to earnings |  |  | 100 |  |  |  | 50 |  |  |  | 3,202 |  |  |  | 285 |
Balance at end of the period |  | $ | 8,405 |  |  | $ | 6,605 |  |  | $ | 8,405 |  |  | $ | 6,605 |
Ratios: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Net (charge-offs) recoveries to average loans |  |  | (0.019 | )% |  |  | 0.004 | % |  |  | (0.301 | )% |  |  | 0.003 | %
Allowance for loan losses to total loans |  |  | 1.05 | % |  |  | 0.87 | % |  |  | 1.05 | % |  |  | 0.87 | %

47

The following table provides an allocation of allowance for loan and lease losses by portfolio segment and the percentage of the loans to total loans:

(In thousands) |  | September 30, 2019 |  |  | December 31, 2018 |
|  | Allowance for loan losses |  |  | % of loans |  |  | Allowance for loan losses |  |  | % of loans |
Commercial Real Estate |  | $ | 2,089 |  |  |  | 37.44 | % |  | $ | 1,866 |  |  |  | 35.23 | %
Residential Real Estate |  |  | 965 |  |  |  | 20.44 | % |  |  | 1,059 |  |  |  | 20.16 | %
Commercial and Industrial |  |  | 4,355 |  |  |  | 23.34 | % |  |  | 3,558 |  |  |  | 24.58 | %
Consumer and Other |  |  | 368 |  |  |  | 11.68 | % |  |  | 641 |  |  |  | 12.12 | %
Construction |  |  | 448 |  |  |  | 5.54 | % |  |  | 350 |  |  |  | 5.90 | %
Construction to permanent - CRE |  |  | 115 |  |  |  | 1.56 | % |  |  | 108 |  |  |  | 2.01 | %
Unallocated |  |  | 65 |  |  |  | N/A |  |  |  | 27 |  |  |  | N/A |
Total |  | $ | 8,405 |  |  |  | 100.00 | % |  | $ | 7,609 |  |  |  | 100.00 | %

Non-performing Assets

The following table presents non-performing assets as of September 30, 2019 and December 31, 2018:

(In thousands) |  | September 30, |  |  | December 31, |
|  | 2019 |  |  | 2018 |
Non-accruing loans: |  |  |  |  |  |  |  |
Commercial Real Estate |  | $ | 12,916 |  |  | $ | 3,525 |
Residential Real Estate |  |  | 3,243 |  |  |  | 2,006 |
Commercial and Industrial |  |  | 2,259 |  |  |  | 4,681 |
Consumer and Other |  |  | 765 |  |  |  | 174 |
Construction |  |  | - |  |  |  | 8,800 |
Total non-accruing loans |  |  | 19,183 |  |  |  | 19,186 |
Loans past due over 90 days and still accruing |  |  | 7 |  |  |  | 1,316 |
Other real estate owned |  |  | 2,400 |  |  |  | 2,945 |
Total nonperforming assets |  | $ | 21,590 |  |  | $ | 23,447 |
Nonperforming assets to total assets |  |  | 2.22 | % |  |  | 2.46 | %
Nonperforming loans to total loans, net |  |  | 2.42 | % |  |  | 2.65 | %

The $19.2 million of non-accrual loans at September 30, 2019 was comprised of 27 borrowers. Two TDR loans of total $9.3 million were included in the non-accrual loans. The Company has obtained appraisal reports from independent licensed appraisal firms and discounted those values for estimated selling costs to determine estimated impairment. The Bank evaluated the impaired loans individually and determined that there was no resulting specific reserve for the current quarter.

As of December 31, 2018, the $19.2 million of non-accrual loans was comprised of 23 borrowers, for which a specific reserve of $1.5 million had been established. There were no TDR loans included in the non-accrual loans as of December 31, 2018.

48

Deferred Taxes

Deferred tax assets increased $600,000, from $10.9 million at December 31, 2018 to $11.5 million at September 30, 2019. The increase in deferred tax assets resulted primarily from the impact of net loss in the second quarter of 2019.

Our effective tax rate for the three and nine months ended September 30, 2019 was 23% and 26%, respectively, compared to the effective tax rate of 26% and 26% for the three and nine months ended September 30, 2018, respectively. The change in the Company’s effective rates for both periods resulted from having no state income tax expense in the third quarter due to certain permanent difference and the very small pre-tax income amount.

Patriot anticipates utilizing the net operating loss carry forwards to reduce income taxes otherwise payable on current and future years taxable income.

The Company will continue to evaluate its ability to realize its net deferred tax assets. If future evidence suggests that it is more likely than not that a portion of the deferred tax assets will not be realized, a valuation allowance will be established.

Deposits

The following table is a summary of the Company’s deposits at the dates shown:

(In thousands) |  | September 30, |  |  | December 31, |  |  | Inc/(Dec) |  |  | Inc/(Dec) |
|  | 2019 |  |  | 2018 |  |  | ($) |  |  | (%) |
Non-interest bearing |  | $ | 80,772 |  |  | $ | 84,471 |  |  | $ | (3,699 | ) |  |  | (4.38 | )%
Interest bearing: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
NOW |  |  | 23,675 |  |  |  | 26,100 |  |  |  | (2,425 | ) |  |  | (9.29 | )%
Savings |  |  | 57,390 |  |  |  | 81,912 |  |  |  | (24,522 | ) |  |  | (29.94 | )%
Money market |  |  | 125,934 |  |  |  | 85,197 |  |  |  | 40,737 |  |  |  | 47.82 | %
Certificates of deposit, less than $250,000 |  |  | 207,361 |  |  |  | 203,683 |  |  |  | 3,678 |  |  |  | 1.81 | %
Certificates of deposit, $250,000 or greater |  |  | 70,295 |  |  |  | 78,318 |  |  |  | (8,023 | ) |  |  | (10.24 | )%
Brokered deposits |  |  | 196,629 |  |  |  | 183,600 |  |  |  | 13,029 |  |  |  | 7.10 | %
Total Interest bearing |  |  | 681,284 |  |  |  | 658,810 |  |  |  | 22,474 |  |  |  | 3.41 | %
Total Deposits |  | $ | 762,056 |  |  | $ | 743,281 |  |  | $ | 18,775 |  |  |  | 2.53 | %

Deposits increased $18.8 million or 2.5%, from $743.3 million at December 31, 2018 to $762.1 million at September 30, 2019, resulting from an increase of $40.7 million in money market deposits, and $13.0 million in brokered deposits, partially offset by a decline of $24.5 million in savings deposits as more competitive rates offered in the CD and money market products attracted net new deposit balances.

Borrowings

Total borrowings were $130.9 million and $131.0 million as of September 30, 2019 and December 31, 2018, respectively. Borrowings consist primarily of FHLB advances, senior notes, subordinated notes, junior subordinated debentures and a note payable. The senior notes, subordinated notes and junior subordinated debentures contain affirmative covenants that require the Company to: maintain its and its subsidiaries’ legal entity and tax status, pay its income tax obligations on a timely basis, and comply with SEC and FDIC reporting requirements.

Federal Home Loan Bank borrowings

The Company is a member of the Federal Home Loan Bank of Boston ("FHLB-B"). Borrowings from the FHLB-B are limited to a percentage of the value of qualified collateral, as defined on the FHLB-B Statement of Products Policy. Qualified collateral, as defined, primarily consists of mortgage-backed securities and loans receivable that are required to be free and clear of liens and encumbrances, and may not be pledged for any other purposes. As of September 30, 2019, the Bank had $71.8 million of available borrowing capacity from the FHLB-B.

49

FHLB-B advances are structured to facilitate the Bank’s management of its balance sheet and liquidity requirements. At September 30, 2019 and December 31, 2018, outstanding advances from the FHLB-B aggregated $100.0 million.

Advances of $65.0 million outstanding at September 30, 2019 bore fixed rates of interest ranging from 2.15% to 3.61% with maturities of approximately 5 years. The fixed interest rates FHLB-B advances have a weighted average interest rate of 2.85%. Included is an advance totaling $25.0 million which reset during the third quarter of 2019 to a rate of 3.61% and is callable by the FHLB quarterly through its maturity July 23, 2023.

A remaining $35.0 million of floating to fixed advances reset to a fixed rate in October of 2019 and October of 2020. During their initial term (one or two years), each of these advances carries a floating rate from 100 basis points to 200 basis points below LIBOR. After the initial term, the rates reset to fixed rates between 3.47% and 4.23%, per annum, and the borrowing can be called by the FHLB-B on a quarterly basis.

At September 30, 2019, collateral for FHLB-B borrowings consisted of a mixture of real estate loans and securities with book value of $281.5 million.

In addition, Patriot has a $2.0 million revolving line of credit with the FHLB-B. For the three and nine months ended September 30, 2019 and 2018, no funds had been borrowed under the line of credit.

Interest expenses incurred for the three and nine months ended September 30, 2019 were $602,000 and $1.5 million, respectively. Interest expenses incurred for the three and nine months ended September 30, 2018 were $486,000 and $1.2 million, respectively.

Correspondent Bank - Line of Credit

Patriot has entered into unsecured federal funds sweep and federal funds line of credit facility agreements with certain correspondent banks. Borrowings available under the agreements totaled $5 million at September 30, 2019 and $26 million at December 31, 2018. The purpose of the agreements is to provide a credit facility intended to satisfy overnight federal account balance requirements and to provide for daily settlement of FRB, ACH, and other clearinghouse transactions.

There was no outstanding balance under the agreements at September 30, 2019 and December 31, 2018. Interest expense incurred for the three and nine months ended September 30, 2019 were $0 and $2,000, respectively. Interest expenses incurred for the three and nine months ended September 30, 2018 were $0 and $3,000, respectively.

Senior notes

On December 22, 2016, the Company issued $12 million of senior notes bearing interest at 7% per annum and maturing on December 22, 2021 (the “Senior Notes”). Interest on the Senior Notes is payable semi-annually on June 22 and December 22 of each year beginning on June 22, 2017.

In connection with the issuance of the Senior Notes, the Company incurred $374,000 of costs, which are being amortized over the term of the Senior Notes to recognize a constant rate of interest expense. At September 30, 2019 and December 31, 2018, $166,000 and $222,000 of unamortized debt issuance costs were deducted from the face amount of the Senior Notes included in the Consolidated Balance Sheet, respectively.

The Senior Notes are unsecured, rank equally with all other senior obligations of the Company, are not redeemable nor may they be put to the Company by the holders of the notes, and require no payment of principal until maturity.

For the three and nine months ended September 30, 2019, the Company recognized interest expense of $229,000 and $686,000, respectively. For the three and nine months ended September 30, 2018, the Company recognized interest expense of $229,000 and $686,000, respectively.

50

Subordinated notes

On June 29, 2018, the Company entered into certain subordinated note purchase agreements with two institutional accredited investors and completed a private placement of $10 million of fixed-to-floating rate subordinated notes with the maturity date of September 30, 2028 (the “Subordinated Notes”) pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506(b) of Regulation D promulgated thereunder.

The Subordinated Notes will initially bear interest at 6.25% per annum, from and including June 29, 2018, to but excluding, September 30, 2023, payable semi-annually in arrears. From and including September 30, 2023, until but excluding September 30, 2028 or an early redemption date, the interest rate shall reset quarterly to an interest rate per annum equal to the then current three-month LIBOR (but not less than zero) plus 332.5 basis points, payable quarterly in arrears. The Company may, at its option, beginning on September 30, 2023 and on any scheduled interest payment date thereafter, redeem the Subordinated Notes. Interest payable on the Subordinated Notes began on December 30, 2018.

In connection with the issuance of the Subordinated Notes, the Company incurred $291,000 of debt issuance costs, which are being amortized over the term of the Subordinated Notes to recognize a constant rate of interest expense. At September 30, 2019, $255,000 of unamortized debt issuance costs were deducted from the face amount of the Subordinated Notes included in the Consolidated Balance Sheet.

For the three and nine months ended September 30, 2019, the Company recognized interest expense of $163,000 and $492,000, respectively. Interest expense recognized for the three and nine months ended September 30, 2019 were $163,000 and $163,000, respectively.

Junior subordinated debt owed to unconsolidated trust

In 2003, the Patriot National Statutory Trust I (“the Trust”), which has no independent assets and is wholly-owned by the Company, issued $8.0 million of trust preferred securities. The proceeds, net of a $240,000 placement fee, were invested in junior subordinated debentures issued by the Company, which invested the proceeds in the Bank. The Bank used the proceeds to fund its operations.

Trust preferred securities currently qualify for up to 25% of the Company’s Tier I Capital, with the excess qualifying as Tier 2 Capital.

The junior subordinated debentures are unsecured obligations of the Company. The debentures are subordinate and junior in right of payment to all present and future senior indebtedness of the Company. In addition to its obligations under the junior subordinated debentures and in conjunction with the Trust, the Company issued an unconditional guarantee of the trust preferred securities.

The junior subordinated debentures bear interest at three-month LIBOR plus 3.15% (5.26% at September 30, 2019) and mature on March 26, 2033, at which time the principal amount borrowed will be due. The placement fee of $240,000 is amortized and included as a component of the periodic interest expense on the junior subordinated debentures, in order to produce a constant rate of interest expense. As of September 30, 2019 and December 31, 2018, the unamortized placement fee deducted from the face amount of the junior subordinated debt owed to the unconsolidated trust amounted to $148,000 and $154,000, respectively, and accrued interest on the junior subordinated debentures was $6,000 and $8,000, respectively.

For the three and nine months ended September 30, 2019, the Company recognized interest expense of $114,000 and $353,000 respectively. For the three and nine months ended September 30, 2018, the Company recognized interest expense of $114,000 and $325,000, respectively.

At its option, exercisable on a quarterly basis, the Company may redeem the junior subordinated debentures from the Trust, which would then redeem the trust preferred securities.

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Note Payable

In September 2015, the Bank purchased the property in which its Fairfield, Connecticut branch is located for approximately $2.0 million, a property it had been leasing until that date. The purchase price was primarily satisfied by issuing the seller a $2.0 million, nine-year, promissory note bearing interest at a fixed rate of 1.75% per annum. As of September 30, 2019 and December 31, 2018, the note had a balance outstanding of $1.2 million and $1.4 million, respectively. The note matures in August 2024 and requires a balloon payment of approximately $234,000 at that time. The note is secured by a first Mortgage Deed and Security Agreement on the purchased property.

For the three and nine months ended September 30, 2019, the Company recognized interest expense of $6,000 and $18,000 respectively. For the three and nine months ended September 30, 2018, the Company recognized interest expense of $6,000 and $20,000 respectively.

Equity

Equity decreased $1.1 million, from $69.3 million at December 31, 2018 to $68.2 million at September 30, 2019, primarily due to $1.3 million of net loss and $116,000 of common stock dividends, which was partially offset by $109,000 of investment portfolio unrealized gain and $162,000 of equity compensation, for the nine months ended September 30, 2019.

Off-Balance Sheet Commitments

The Company’s off-balance sheet commitments, which primarily consist of commitments to lend, decreased $46.7 million from $179.7 million at December 31, 2018 to $133.0 million at September 30, 2019.

Derivatives

As of September 30, 2019, Patriot had entered into four interest rate swaps (“swaps”). Two swaps are with a loan customer to provide a facility to mitigate the fluctuations in the variable rate on the respective loan. The other two swaps are with an outside third party. The customer interest rate swaps are matched in offsetting terms to the third party interest rate swaps. The swaps are reported at fair value in other assets or other liabilities on the Consolidated Balance Sheets. Patriot’s swaps are derivatives, but are not designated as hedging instruments, thus any net gain or loss resulting from changes in the fair value is recognized in other noninterest income. The Company recognized $0 and $30,000 gain on the swaps for the three and nine months ended September 30, 2019, respectively. There was no gain on the swaps in the three and nine months ended September 30, 2018 as the initial swaps were entered in the fourth quarter of 2018.

Further discussion of the fair value of derivatives is set forth in Note 12 to the Consolidated Financial Statements.

52

RESULTS OF OPERATIONS

Distribution of Assets, Liabilities and Shareholders’ Equity; Interest Rates and Interest Differential

The following tables present daily average balance sheets, interest income, interest expense and the corresponding yields earned and rates paid for the three and nine months ended September 30, 2019 and 2018:

(In thousands) |  | Three months ended September 30, |
|  | 2019 |  |  | 2018 |
|  | Daily Average Balance ($) |  |  | Interest ($) |  |  | Yield (%) |  |  | Daily Average Balance ($) |  |  | Interest ($) |  |  | Yield (%) |
ASSETS |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest Earning Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Loans |  | $ | 815,573 |  |  | $ | 10,245 |  |  |  | 4.98 |  |  | $ | 748,162 |  |  | $ | 9,413 |  |  |  | 4.99 |
Investments |  |  | 59,311 |  |  |  | 542 |  |  |  | 3.66 |  |  |  | 49,264 |  |  |  | 489 |  |  |  | 3.97 |
Cash equivalents and other |  |  | 41,925 |  |  |  | 225 |  |  |  | 2.13 |  |  |  | 68,972 |  |  |  | 342 |  |  |  | 1.97 |
Total interest earning assets |  |  | 916,809 |  |  |  | 11,012 |  |  |  | 4.77 |  |  |  | 866,398 |  |  |  | 10,244 |  |  |  | 4.69 |
Cash and due from banks |  |  | 3,525 |  |  |  |  |  |  |  |  |  |  |  | 5,548 |  |  |  |  |  |  |  |  |
Allowance for loan losses |  |  | (8,495 | ) |  |  |  |  |  |  |  |  |  |  | (6,541 | ) |  |  |  |  |  |  |  |
OREO |  |  | 2,913 |  |  |  |  |  |  |  |  |  |  |  | 991 |  |  |  |  |  |  |  |  |
Other assets |  |  | 58,481 |  |  |  |  |  |  |  |  |  |  |  | 55,443 |  |  |  |  |  |  |  |  |
Total Assets |  | $ | 973,233 |  |  |  |  |  |  |  |  |  |  | $ | 921,839 |  |  |  |  |  |  |  |  |
Liabilities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest bearing liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Deposits |  | $ | 686,594 |  |  | $ | 3,655 |  |  |  | 2.11 |  |  | $ | 631,437 |  |  | $ | 2,457 |  |  |  | 1.54 |
Borrowings |  |  | 94,565 |  |  |  | 602 |  |  |  | 2.53 |  |  |  | 101,587 |  |  |  | 486 |  |  |  | 1.90 |
Senior notes |  |  | 11,823 |  |  |  | 229 |  |  |  | 7.75 |  |  |  | 11,748 |  |  |  | 229 |  |  |  | 7.73 |
Subordinated debt |  |  | 17,839 |  |  |  | 277 |  |  |  | 6.16 |  |  |  | 17,877 |  |  |  | 278 |  |  |  | 6.17 |
Note Payable and other |  |  | 1,257 |  |  |  | 6 |  |  |  | 1.89 |  |  |  | 1,453 |  |  |  | 6 |  |  |  | 1.64 |
Total interest bearing liabilities |  |  | 812,078 |  |  |  | 4,769 |  |  |  | 2.33 |  |  |  | 764,102 |  |  |  | 3,456 |  |  |  | 1.79 |
Demand deposits |  |  | 83,546 |  |  |  |  |  |  |  |  |  |  |  | 83,758 |  |  |  |  |  |  |  |  |
Other liabilities |  |  | 8,765 |  |  |  |  |  |  |  |  |  |  |  | 4,650 |  |  |  |  |  |  |  |  |
Total Liabilities |  |  | 904,389 |  |  |  |  |  |  |  |  |  |  |  | 852,510 |  |  |  |  |  |  |  |  |
Shareholders' equity |  |  | 68,844 |  |  |  |  |  |  |  |  |  |  |  | 69,329 |  |  |  |  |  |  |  |  |
Total Liabilities and Shareholders' Equity |  | $ | 973,233 |  |  |  |  |  |  |  |  |  |  | $ | 921,839 |  |  |  |  |  |  |  |  |
Net interest income |  |  |  |  |  | $ | 6,243 |  |  |  |  |  |  |  |  |  |  | $ | 6,788 |  |  |  |  |
Interest margin |  |  |  |  |  |  |  |  |  |  | 2.70 |  |  |  |  |  |  |  |  |  |  |  | 3.11 |
Interest spread |  |  |  |  |  |  |  |  |  |  | 2.44 |  |  |  |  |  |  |  |  |  |  |  | 2.90 |

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(In thousands) |  | Nine months ended September 30, |
|  | 2019 |  |  | 2018 |
|  | Daily Average Balance ($) |  |  | Interest ($) |  |  | Yield (%) |  |  | Daily Average Balance ($) |  |  | Interest ($) |  |  | Yield (%) |
ASSETS |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest Earning Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Loans |  | $ | 800,541 |  |  | $ | 30,345 |  |  |  | 5.07 |  |  | $ | 737,808 |  |  | $ | 27,388 |  |  |  | 4.96 |
Investments |  |  | 55,492 |  |  |  | 1,551 |  |  |  | 3.73 |  |  |  | 42,439 |  |  |  | 1,295 |  |  |  | 4.07 |
Cash equivalents and other |  |  | 47,211 |  |  |  | 795 |  |  |  | 2.25 |  |  |  | 59,438 |  |  |  | 763 |  |  |  | 1.72 |
Total interest earning assets |  |  | 903,244 |  |  |  | 32,691 |  |  |  | 4.84 |  |  |  | 839,685 |  |  |  | 29,446 |  |  |  | 4.69 |
Cash and due from banks |  |  | 7,016 |  |  |  |  |  |  |  |  |  |  |  | 4,571 |  |  |  |  |  |  |  |  |
Allowance for loan losses |  |  | (7,711 | ) |  |  |  |  |  |  |  |  |  |  | (6,471 | ) |  |  |  |  |  |  |  |
OREO |  |  | 2,602 |  |  |  |  |  |  |  |  |  |  |  | 511 |  |  |  |  |  |  |  |  |
Other assets |  |  | 57,800 |  |  |  |  |  |  |  |  |  |  |  | 53,563 |  |  |  |  |  |  |  |  |
Total Assets |  | $ | 962,951 |  |  |  |  |  |  |  |  |  |  | $ | 891,859 |  |  |  |  |  |  |  |  |
Liabilities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest bearing liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Deposits |  | $ | 679,335 |  |  | $ | 10,452 |  |  |  | 2.06 |  |  | $ | 603,105 |  |  | $ | 6,111 |  |  |  | 1.35 |
Borrowings |  |  | 92,381 |  |  |  | 1,467 |  |  |  | 2.12 |  |  |  | 114,159 |  |  |  | 1,245 |  |  |  | 1.46 |
Senior notes |  |  | 11,804 |  |  |  | 686 |  |  |  | 7.75 |  |  |  | 11,730 |  |  |  | 686 |  |  |  | 7.80 |
Subordinated debt |  |  | 17,830 |  |  |  | 845 |  |  |  | 6.34 |  |  |  | 11,459 |  |  |  | 489 |  |  |  | 5.71 |
Note Payable and other |  |  | 1,416 |  |  |  | 20 |  |  |  | 1.89 |  |  |  | 1,737 |  |  |  | 23 |  |  |  | 1.77 |
Total interest bearing liabilities |  |  | 802,766 |  |  |  | 13,470 |  |  |  | 2.24 |  |  |  | 742,190 |  |  |  | 8,554 |  |  |  | 1.54 |
Demand deposits |  |  | 81,662 |  |  |  |  |  |  |  |  |  |  |  | 76,637 |  |  |  |  |  |  |  |  |
Other liabilities |  |  | 8,725 |  |  |  |  |  |  |  |  |  |  |  | 4,454 |  |  |  |  |  |  |  |  |
Total Liabilities |  |  | 893,153 |  |  |  |  |  |  |  |  |  |  |  | 823,281 |  |  |  |  |  |  |  |  |
Shareholders' equity |  |  | 69,798 |  |  |  |  |  |  |  |  |  |  |  | 68,578 |  |  |  |  |  |  |  |  |
Total Liabilities and Shareholders' Equity |  | $ | 962,951 |  |  |  |  |  |  |  |  |  |  | $ | 891,859 |  |  |  |  |  |  |  |  |
Net interest income |  |  |  |  |  | $ | 19,221 |  |  |  |  |  |  |  |  |  |  | $ | 20,892 |  |  |  |  |
Interest margin |  |  |  |  |  |  |  |  |  |  | 2.85 |  |  |  |  |  |  |  |  |  |  |  | 3.33 |
Interest spread |  |  |  |  |  |  |  |  |  |  | 2.60 |  |  |  |  |  |  |  |  |  |  |  | 3.15 |

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The following table presents the dollar amount of changes in interest income and interest expense for the major categories of our interest-bearing assets and interest-bearing liabilities for the three and nine months ended September 30, 2019 and 2018:

|  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
|  | 2019 compared to 2018 |  |  | 2019 compared to 2018 |
(In thousands) |  | Increase/(Decrease) |  |  | Increase/(Decrease) |
|  | Volume |  |  | Rate |  |  | Total |  |  | Volume |  |  | Rate |  |  | Total |
Interest Earning Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Loans |  | $ | 832 |  |  | $ | - |  |  | $ | 832 |  |  | $ | 2,287 |  |  | $ | 670 |  |  | $ | 2,957 |
Investments |  |  | 90 |  |  |  | (37 | ) |  |  | 53 |  |  |  | 342 |  |  |  | (86 | ) |  |  | 256 |
Cash equivalents and other |  |  | (134 | ) |  |  | 17 |  |  |  | (117 | ) |  |  | (148 | ) |  |  | 180 |  |  |  | 32 |
Total interest earning assets |  |  | 788 |  |  |  | (20 | ) |  |  | 768 |  |  |  | 2,481 |  |  |  | 764 |  |  |  | 3,245 |
Interest bearing liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Deposit |  |  | 315 |  |  |  | 883 |  |  |  | 1,198 |  |  |  | 1,162 |  |  |  | 3,179 |  |  |  | 4,341 |
Borrowings |  |  | (34 | ) |  |  | 150 |  |  |  | 116 |  |  |  | (237 | ) |  |  | 459 |  |  |  | 222 |
Senior notes |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Subordinated debt |  |  | (1 | ) |  |  | - |  |  |  | (1 | ) |  |  | 308 |  |  |  | 48 |  |  |  | 356 |
Note payable and other |  |  | - |  |  |  | - |  |  |  | - |  |  |  | (4 | ) |  |  | 1 |  |  |  | (3 | )
Total interest bearing liabilities |  |  | 280 |  |  |  | 1,033 |  |  |  | 1,313 |  |  |  | 1,229 |  |  |  | 3,687 |  |  |  | 4,916 |
Net interest income |  | $ | 508 |  |  | $ | (1,053 | ) |  | $ | (545 | ) |  | $ | 1,252 |  |  | $ | (2,923 | ) |  | $ | (1,671 | )

For the quarter ended September 30, 2019, interest income increased $768,000 or 7.5% as compared to the quarter ended September 30, 2018, as growth and diversification in the loan portfolio yielded an increase in interest income. Average loan balances increased $67.4 million or 9.0% as compared to the quarter ended September 30, 2018. Total interest expense increased $1.3 million or 38.0% as compared to the quarter ended September 30, 2018, primarily driven by an increase of $1.2 million in deposit interests due to higher retail deposit rates.

For the nine months ended September 30, 2019, interest income increased $3.2 million or 11.0% as compared to the nine months ended September 30, 2018. Average loan balances increased $62.7 million or 8.5% as compared to the nine months ended September 30, 2018. Total interest expense increased $4.9 million or 57.5% as compared to the nine months ended September 30, 2018, primarily driven by an increase of $4.3 million in deposit interests due to higher deposit rates and an increase of $356,000 in subordinated debt interest.

Net interest income was $6.2 million for the quarter ended September 30, 2019, which decreased 8.8% from $6.8 million for the quarter ended September 30, 2018. For the nine months ended September 30, 2019, net interest income was $19.2 million, decreased 8.1% from $20.9 million for the nine months ended September 30, 2018.

Net interest margin for the three and nine months ended September 30, 2019, were 2.70% and 2.85%, respectively. Net interest margin for the three and nine months ended September 30, 2018, were 3.11% and 3.33%, respectively.

The decline in net interest income and net interest margin reflects the impact of increasing deposit costs associated with higher rates paid on retail deposits, the impact of non-accrual and reduced rate loans, an increased reliance on more expensive wholesale funding sources, and the impact of the subordinated debt issued in June 2018. Higher retail deposit rates are primarily the result of increased rate competition in Patriot’s local retail markets. Patriot is exploring alternative lower-cost funding sources which, along with a recent decline in market interest rates, is expected to positively impact the aggregate cost of deposits.

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Provision for Loan Losses

The provision for loan losses for three and nine months ended September 30, 2019 were $100,000 and $3.2 million, as compared to $50,000 and $285,000 for the three and nine months ended September 30, 2018, respectively. The increase of provision for loan losses in 2019 was primarily attributable to the single $2.3 million commercial loan charge-off in the second quarter of 2019, which is described more fully in Allowance for Loan and Lease Losses.

Non-interest income

Non-interest income increased $217,000 from $354,000 for the quarter ended September 30, 2018 to $571,000 for the quarter ended September 30, 2019. For the nine months ended September 30, 2019, non-interest income increased $1.0 million to $2.1 million, from $1.1 million for the nine months ended September 30, 2018.

The increase in both the year to date and quarter comparisons was primarily attributable to gain on sale of SBA loans of $188,000 and $864,000 in the three and nine months ended September 30, 2019, respectively.

Non-interest expense

Non-interest expense increased $632,000 from $6.0 million for the quarter ended September 30, 2018 to $6.7 million for the quarter ended September 30, 2019, which was primarily driven by increase of $686,000 in salaries and benefits.

For the nine months ended September 30, 2019, non-interest expense increased $2.1 million to $19.9 million, from $17.8 million for the nine months ended September 30, 2018, which was primarily driven by increases of $1.9 million in salaries and benefits, $639,000 in professional and other outside services, and $432,000 in other operating expenses. due to continued expansion of the Bank’s business activities. The increases were partially offset by reduction of $1.5 million in non-recurring project expenses.

The increase in salaries and benefits reflects the build-up of the SBA team, additional costs associated with the Prime acquisition, and increased headcount supporting new deposit initiatives and expansion of credit, finance and compliance support functions.

The increase in professional and outside service fees included the impact of costs incurred with SBA origination and sale activities and additional expenses associated with the expansion of deposit raising initiatives and resolution of documentation and policy matters associated with resolution of the OCC Formal Agreement.

Provision (benefit) for income taxes

The Company reported provision for income taxes of $8,000 and benefit for income taxes of $456,000 for three and nine months ended September 30, 2019, as compared to provision for income taxes of $276,000 and $1.0 million for the three and nine months ended September 30, 2018, respectively. The decrease mainly reflected the impact of the net loss in 2019.

Liquidity

The Company’s balance sheet liquidity to total assets ratio was 10.3% at September 30, 2019, compared to 10.7% at December 31, 2018. Liquidity including readily available off balance sheet funding sources was 18.5% at September 30, 2019, compared to 19.4% at December 31, 2018. The Company’s available total liquidity (readily available plus brokered deposit availability) to total assets ratio was 21.7% at September 30, 2019, compared to 23.7% at December 31, 2018.

The following categories of assets are considered balance sheet liquidity: cash and due from banks, federal funds sold (if any), short-term investments (if any) and unpledged available-for-sale securities. In addition, off balance sheet funding sources include collateral based borrowing available from the FHLB, correspondent bank borrowing lines, and brokered deposits subject to internal limitations.

Liquidity is a measure of the Company’s ability to generate adequate cash to meet its financial obligations. The principal cash requirements of a financial institution are to cover downward fluctuations in deposit accounts. Management believes the Company’s liquid assets provide sufficient coverage to satisfy loan demand, cover potential fluctuations in deposit accounts, and to meet other anticipated operational cash requirements.

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Capital

The following table illustrates the Company’s and the Bank’s regulatory capital ratios as of September 30, 2019 and December 31, 2018:

|  | Patriot National Bancorp, Inc. |  |  | Patriot Bank, N.A. |
(In thousands) |  | September 30, 2019 |  |  | December 31, 2018 |  |  | September 30, 2019 |  |  | December 31, 2018 |
|  | Amount ($) |  |  | Ratio (%) |  |  | Amount ($) |  |  | Ratio (%) |  |  | Amount ($) |  |  | Ratio (%) |  |  | Amount ($) |  |  | Ratio (%) |
Total Capital (to risk weighted assets) |  | $ | 89,710 |  |  |  | 10.539 |  |  | $ | 90,722 |  |  |  | 10.452 |  |  | $ | 100,112 |  |  |  | 11.812 |  |  | $ | 99,341 |  |  |  | 11.500 |
Tier 1 Capital (to risk weighted assets) |  |  | 71,294 |  |  |  | 8.376 |  |  |  | 73,101 |  |  |  | 8.422 |  |  |  | 91,696 |  |  |  | 10.819 |  |  |  | 91,720 |  |  |  | 10.618 |
Common Equity Tier 1 Capital (to risk weighted assets) |  |  | 63,294 |  |  |  | 7.436 |  |  |  | 65,101 |  |  |  | 7.500 |  |  |  | 91,696 |  |  |  | 10.819 |  |  |  | 91,720 |  |  |  | 10.618 |
Tier 1 Leverage Capital (to average assets) |  |  | 71,294 |  |  |  | 7.363 |  |  |  | 73,101 |  |  |  | 7.842 |  |  |  | 91,696 |  |  |  | 9.469 |  |  |  | 91,720 |  |  |  | 9.838 |

Capital adequacy is one of the most important factors used to determine the safety and soundness of individual banks and the banking system. Under the regulatory framework for prompt correction action, to be considered “well capitalized,” an institution must generally have a leverage capital ratio of at least 5.0%, CET1 capital ratio at least 6.5%, a Tier 1 risk-based capital ratio of at least 8.0% and a total risk-based capital ratio of at least 10%. However, the OCC has the discretion to require increased capital ratios.

Under the final capital rules that became effective on January 1, 2015, there is a requirement for a CET1 Capital conservation buffer of 2.5% of risk-weighted assets, which is in addition to the other minimum risk-based capital standards in the rule. Institutions that do not maintain this required capital buffer become subject to progressively more stringent limitations on the percentage of earnings that may be distributed to shareholders or used for stock repurchases and on the payment of discretionary bonuses to senior executive management.

The capital buffer requirement is being phased in over three years beginning in 2016. The 1.875% capital conservation buffer for 2018 has been included in the minimum capital adequacy ratios in the 2018 column in the table above. The capital conversation buffer increased to 2.5% for 2019, which has been included in the minimum capital adequacy ratios in the 2019 column above.

The capital buffer requirement effectively raises the Bank’s minimum required Total Capital ratio to 10.5%, the Tier 1 Capital ratio to 8.5%, and the CET1 Capital ratio to 7.0% on a fully phased-in basis, which was effective on January 1, 2019. As of September 30, 2019, Patriot satisfies all capital adequacy requirements under the Basel III Capital Rules on a fully phased-in basis.

Management continuously assesses the adequacy of the Bank’s capital with the goal to maintain a “well capitalized” classification.

IMPACT OF INFLATION AND CHANGING PRICES

The Company’s Consolidated Financial Statements have been prepared in terms of historical dollars, without considering changes in the relative purchasing power of money over time due to inflation. Unlike most industrial companies, virtually all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates have a more significant impact on a financial institution’s performance than the effect of general levels of inflation. Interest rates do not necessarily move in the same direction or with the same magnitude as the prices of goods and services. Notwithstanding this, inflation can directly affect the value of loan collateral, in particular, real estate. Inflation, deflation or disinflation could significantly affect the Company’s earnings in future periods.

Stock Repurchase Program

No shares of Patriot’s common stock were repurchased during the three and nine months ended September 30, 2019.

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Item 3: Quantitative and Qualitative Disclosures about Market Risk

Market risk is defined as the sensitivity of income to fluctuations in interest rates, foreign exchange rates, equity prices, commodity prices and other market-driven rates or prices. The Company’s market risk is primarily limited to interest rate risk.

The Company’s goal is to maximize long term profitability while minimizing its exposure to interest rate fluctuations. The first priority is to structure and price the Company’s assets and liabilities to maintain an acceptable interest rate spread while reducing the net effect of changes in interest rates. In order to accomplish this, the focus is on maintaining a proper balance between the timing and volume of assets and liabilities re-pricing within the balance sheet. One method of achieving this balance is to originate variable rate loans for the portfolio and purchase short-term investments to offset the increasing short term re-pricing of the liability side of the balance sheet. In fact, a number of the interest-bearing deposit products have no contractual maturity. Therefore, deposit balances may run off unexpectedly due to changing market conditions. Additionally, loans and investments with longer term rate adjustment frequencies can be matched against longer term deposits and borrowings to lock in a desirable spread.

The exposure to interest rate risk is monitored by the Management Asset and Liability Committee consisting of senior management personnel. The Committee reviews the interrelationships within the balance sheet to maximize net interest income within acceptable levels of risk. This Committee reports to the Board of Directors. In addition to the Management Asset and Liability Committee, there is a Board Asset and Liability Committee (“ALCO”), which meets quarterly. ALCO monitors the interest rate risk analyses, reviews investment transactions during the period and determines compliance with the Company’s Investment, ALCO and Liquidity policies.

Management analyzes the Company’s interest rate sensitivity position to manage the risk associated with interest rate movements through the use of interest income simulation and gap analysis. The matching of assets and liabilities may be analyzed by examining the extent to which such assets and liabilities are “interest sensitive.” An asset or liability is said to be interest sensitive within a specific time period if it will mature or reprice within that time period.

Management’s goal is to manage asset and liability positions to moderate the effects of interest rate fluctuations on net interest income. Interest income simulations are completed quarterly and presented to ALCO. The simulations provide an estimate of the impact of changes in interest rates on net interest income under a range of assumptions. Changes to these assumptions can significantly affect the results of the simulations. The simulation incorporates assumptions regarding the potential timing in the repricing of certain assets and liabilities when market rates change and the changes in spreads between different market rates.

Simulation analysis is only an estimate of the Company’s interest rate risk exposure at a particular point in time. Management regularly reviews the potential effect changes in interest rates could have on the repayment of rate-sensitive assets and funding requirements of rate-sensitive liabilities.

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The tables below set forth examples of changes in estimated net interest income and the estimated net portfolio value based on projected scenarios of interest rate increases and decreases. The analyses indicate the rate risk embedded in the Company’s portfolio at the dates indicated should all interest rates instantaneously rise or fall. The results of these changes are added to or subtracted from the base case; however, there are certain limitations to these types of analyses. Rate changes are rarely instantaneous and these analyses may therefore overstate the impact of short-term repricings. As a result of the historically low interest rate environment, the calculated effects of the 100 and 200 basis point downward shocks cannot absolutely reflect the risk to earnings and equity, since the interest rates on certain balance sheet items have approached their minimums. Therefore, it is not possible for the analyses to fully measure the true impact of these downward shocks.

(In thousands) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  | Net Portfolio Value - Performance Summary |
|  |  | As of September 30, 2019 |  |  | As of December 31, 2018 |
Projected Interest Rate Scenario |  |  | Estimated Value |  |  | Change from Base ($) |  |  | Change from Base (%) |  |  | Estimated Value |  |  | Change from Base ($) |  |  | Change from Base (%) |
+200 |  |  | $ | 108,149 |  |  | $ | (390 | ) |  | (0.4) |  |  | $ | 122,002 |  |  | $ | (3,027 | ) |  | (2.4) |
+100 |  |  |  | 109,769 |  |  |  | 1,230 |  |  | 1.1 |  |  |  | 125,681 |  |  |  | 652 |  |  | 0.5 |
BASE |  |  |  | 108,539 |  |  |  | - |  |  | - |  |  |  | 125,029 |  |  |  | - |  |  | - |
-100 |  |  |  | 108,141 |  |  |  | (398 | ) |  | (0.4) |  |  |  | 120,108 |  |  |  | (4,921 | ) |  | (3.9) |
-200 |  |  |  | 105,143 |  |  |  | (3,396 | ) |  | (3.1) |  |  |  | 115,924 |  |  |  | (9,105 | ) |  | (7.3) |

|  |  | Net Interest Income - Performance Summary |
|  |  | September 30, 2019 |  |  | Year ended December 31, 2018 |
Projected Interest Rate Scenario |  |  | Estimated Value |  |  | Change from Base ($) |  |  | Change from Base (%) |  |  | Estimated Value |  |  | Change from Base ($) |  |  | Change from Base (%) |
+200 |  |  | $ | 28,635 |  |  | $ | 2,845 |  |  | 11.0 |  |  | $ | 32,729 |  |  | $ | 1,712 |  |  | 5.5 |
+100 |  |  |  | 27,307 |  |  |  | 1,517 |  |  | 5.9 |  |  |  | 32,179 |  |  |  | 1,162 |  |  | 3.7 |
BASE |  |  |  | 25,790 |  |  |  | - |  |  | - |  |  |  | 31,017 |  |  |  | - |  |  | - |
-100 |  |  |  | 25,013 |  |  |  | (777 | ) |  | (3.0) |  |  |  | 30,014 |  |  |  | (1,003 | ) |  | (3.2) |
-200 |  |  |  | 23,708 |  |  |  | (2,082 | ) |  | (8.1) |  |  |  | 28,615 |  |  |  | (2,402 | ) |  | (7.7) |

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Item 4: Disclosure Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to provide reasonable assurance that information, which is required to be disclosed timely, is accumulated and communicated to management in a timely fashion. In designing and evaluating such controls and procedures, we recognize that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Our management is necessarily required to use judgment in evaluating controls and procedures.

An evaluation of the effectiveness of the Company’s disclosure controls and procedures was performed by the Company’s management, with the participation of the Company’s Chief Executive Officer and its Chief Financial Officer, as of the end of the period covered by this report. As used herein, “disclosure controls and procedures” means controls and other procedures of the Company that are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms.

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. As described more fully in the following section of Item 4, because of the material weakness in internal control over financial reporting described below, management concluded that Patriot’s disclosure controls and procedures were not effective as of September 30, 2019.

Internal Control over Financial Reporting

A material weakness in the Company’s internal control over financial reporting, disclosed in Item 9A, Controls and Procedures, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, resulted from the aggregation of control deficiencies in management’s review of the calculation of the allowance for loan losses, which includes the review of the completeness and accuracy of inputs and other information used in the allowance for loan losses calculation, as well as the precision of management’s review over the allowance for loan losses calculation.

In response to the identified material weakness, management implemented changes to its disclosure controls and procedures and its system of internal control over financial reporting in each of the quarters ended March 31, 2019, June 30, 2019 and September 30, 2019, including changes to the process and procedures for establishing allowances for loan loss and enhancements to create a more robust review process. Other implemented enhancements include strengthened controls over the monitoring and valuation of collateral related to loans deemed to be impaired and for which specific reserves have been established. Management is continuing its review of the control processes around the precision of the preparation and review of the calculation of the allowance for loan losses in light of the material weakness identified. Management will continue its review through future reporting periods. The weakness will not be considered remediated, however, until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively. Management expects the remediation of this material weakness will be completed during 2019.

Management believes all necessary disclosure controls and procedures needed to provide reasonable assurance that information will be communicated in a timely fashion to management are now in place.

Changes in Internal Control Over Financial Reporting

Other than as described in this Item 4: Disclosure Controls and Procedures, no other changes in the Company’s internal controls over financial reporting have occurred during the Company’s fiscal quarter ended September 30, 2019 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

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PART II - OTHER INFORMATION

Item 1: Legal Proceedings

Neither the Company nor the Bank has any pending material legal proceedings to which the Company or the Bank is a party or any of its property is subject.

Item 5: Other Information

None

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Item 6: Exhibits

The exhibits marked with the section symbol (#) are interactive data files.

No. | Description
3(i) | Certificate of Incorporation of Patriot National Bancorp, Inc. (incorporated by reference to Exhibit 3(i) to the Company’s Current Report on Form 8-K filed on December 1, 1999).
3(i)(A) | Certificate of Amendment of Certificate of Incorporation of Patriot National Bancorp, Inc. dated July 16, 2004 (incorporated by reference to Exhibit 3(i)(A) to the Company’s Annual Report on Form 10-KSB for the year ended December 31, 2004 filed on March 25, 2005).
3(i)(B) | Certificate of Amendment of Certificate of Incorporation of Patriot National Bancorp, Inc. dated June 15, 2006 (incorporated by reference to Exhibit 3(i)(B) to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006 filed on November 14, 2006).
3(i) (C) | Certificate of Amendment of Certificate of Incorporation of Patriot National Bancorp Inc. dated October 6, 2010 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report Form 8-K filed on October 21, 2010)
3(ii) | Amended and Restated By-laws of Patriot National Bancorp, Inc. (incorporated by reference to Exhibit 3(ii) to the Company’s Current Report on Form 8-K filed on November 1, 2010)
4 | Form of 6.25% Fixed to Floating Rate Subordinated Note (incorporated by reference to Exhibit 4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 filed on August 14, 2018)
10(1) | 2012 Stock Plan of Patriot National Bancorp, Inc. (incorporated by reference from Annex A to the Proxy Statement on Schedule 14C filed on November 1, 2011)
10(2) | Form of Subordinated Note Purchase Agreement (incorporated by reference to Exhibit 10(6) to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 filed on August 14, 2018)
10(3) | Form of Agreement with The Comptroller of the Currency, dated as of November 7, 2018 (incorporated by reference to Exhibit 99(1) to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 filed on November 14, 2018)
31(1) | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31(2) | Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
32* | Section 1350 Certifications
101.INS# | XBRL Instance Document
101.SCH# | XBRL Schema Document
101.CAL# | XBRL Calculation Linkbase Document
101.LAB# | XBRL Labels Linkbase Document
101.PRE# | XBRL Presentation Linkbase Document
101.DEF# | XBRL Definition Linkbase Document

The exhibits marked with the section symbol (#) are interactive data files.

* The certification is being furnished and shall not be deemed filed.

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SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: November 13, 2019

| Patriot National Bancorp, Inc. (Registrant) |
| By: | /s/ Joseph D. Perillo |
|  | Joseph D. Perillo |
|  | Executive Vice President and Chief Financial Officer |

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