EXHIBIT 99.2

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Dear Shareholder:

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The second quarter of 2021 was somewhat of a turning point in the fight against COVID-19 as vaccination efforts reached critical mass, restaurants and entertainment venues reopened, and employers have thoughtfully welcomed workers back to the office. Consistent with this transition, new funding under the last stage of the PPP program ended and efforts to secure forgiveness became the focus for customers and their lenders. As the broader economy has gained momentum, supply chain and workforce challenges have created stress and an increase in near-term inflation. Monetary policy is unchanged in the short-term and interest rates remain at historically low levels despite the uptick in inflation. The debate in Congress over additional federal spending on infrastructure and other stimulus was unresolved and equity markets remained strong based on the broad averages.

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Business at C&N is consistent with this environment and customer demand as mortgage originations remained strong, commercial loan volumes picked-up later in the quarter, deposit balances continued to increase, and we experienced solid growth in our wealth management business. Our results reflect improved consumer and business confidence in the future and are supported by low interest rates and ample liquidity in the system.

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Earnings for the second quarter 2021 were $7.06 million, or $.44 per share compared to $5.44 million, or $.39 per share during the second quarter of 2020. After adjusting for merger related expenses, net income for the second quarter of 2020 was $6.22 million, or $.45 per share. The Covenant acquisition continues to impact C&N’s profile and performance metrics when compared to last year. Net interest income for the second quarter of $18.68 million was $4.44 million higher than 2020 due to the increase in loans outstanding and deposit balances. The net interest margin was 3.52% for the quarter compared to 3.65% a year earlier. The ongoing low interest rate environment, and an increase in the average balance of lower-yielding deposits with the Federal Reserve and other banks, contributed to this decline.

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The provision for loan losses was $744,000 in the second quarter compared to a credit of $176,000 in the second quarter of 2020. Each of these quarters includes adjustments related to specific reserves on one or two loans, as well as an allowance to provide for growth in the overall portfolio. C&N’s credit metrics have remained stable throughout the pandemic as reflected in past due, non-performing loans, and troubled debt restructuring (TDR) balances. As of June 30, 2021, twelve loans with balances of $6.7 million remain in deferral status to support clients impacted by COVID-19.  

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Noninterest income for the second quarter of 2021 was $6.3 million, an increase of $772,000 from the second quarter 2020 total. This growth came from a variety of sources including loan servicing fees, interchange revenue, service charges on deposit accounts, and trust and brokerage revenue. Net gains from the sale of loans of $925,000 were down $639,000 from the prior year as the volume of mortgages sold declined.

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Noninterest expenses, excluding merger related costs, of $15.4 million increased $3.13 million during the second quarter 2021 compared to a year earlier. Salaries and employee benefits, occupancy and equipment, and data processing and telecommunications costs related to the Covenant acquisition were the primary drivers of this increase.

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Earnings for the six months ended June 30, 2021 were $15.85 million, or $.99 per share, compared to $9.6 million, or $.70 per share in 2020. Excluding merger related expenses for the first half of 2020, net income would be $10.5 million, or $.76 per share. Most of the same themes are evident in assessing performance for the first half of this year compared to 2020 including the growth in net interest income, noninterest income and noninterest expenses. The provision for loan losses of $1.0 million for the six months ended June 30, 2021 was $.35 million lower than the comparable amount for the first six months of 2020 as charges related to specific loans were lower in the current year.

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The results described above highlight C&N’s underlying strength and ability to deliver through an incredibly unique period in our history. Our balance sheet, credit profile, and diverse revenue streams have all contributed to this performance. A key ongoing strength is our capital position, which exceeds our internal guidelines and all regulatory requirements to be considered well capitalized. This strength provides the ability to continue investing for future growth and earnings capacity as we work to create long term value for our shareholders. We bolstered this position during the second quarter by completing a private placement of $25 million of subordinated notes and $15 million of senior notes at very attractive interest rates. A portion of the proceeds were used to redeem $8 million of subordinated notes and the remaining amount is available for general corporate purposes.

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As announced in March, C&N amended its existing stock repurchase program to authorize the repurchase of up to 1,000,000 shares, or 6.25% of the issued and outstanding shares as of February 18, 2021. In the second quarter of 2021, 61,696 shares were repurchased at a total cost of $1,531,000, or an average price of $24.81 per share.

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In July, the Board declared a regular quarterly cash dividend of $.28 per share payable to shareholders of record on August 2, 2021, payable August 13, 2021. On an annualized basis, the dividend yield is 4.49% based on the June 30, 2021 market price of $24.50. We believe that the combination of the private placement, repurchase program, and sustainable cash dividend support our efforts to create long-term value for shareholders through effective capital management.

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During the second quarter, we welcomed two new members to C&N’s Board of Directors. Helen Santiago was appointed to fill the unexpired term of Len Simpson upon his retirement in April. Helen is a CPA with LaBarr & LaBarr in Sayre, PA and is a well-respected local professional with a strong accounting and tax background. In June, the Board appointed Kate Shattuck to the Board. Kate, who now lives in Towanda, PA, is a Senior partner at Korn Ferry, a global talent management and executive search firm where she specializes in the financial markets sector. We look forward to engaging with these two talented professionals and benefitting from their guidance and counsel in the years ahead.

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Finally, on a sad note, we mourn the loss of Len Simpson who was a great friend of C&N and a Director since 1989. Len passed away on June 14th. His energy, good humor and relentless involvement in the community will be missed by all. Our condolences go out to his wife, Robin, and the entire Simpson family.

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J. Bradley Scovill

President and CEO

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CONDENSED, CONSOLIDATED EARNINGS INFORMATION

(Dollars In Thousands, Except Per Share Data)   (Unaudited)

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CONDENSED, CONSOLIDATED EARNINGS INFORMATION

(Dollars In Thousands, Except Per Share Data)   (Unaudited)

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CONDENSED, CONSOLIDATED BALANCE SHEET DATA

(In Thousands) (Unaudited)

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