Citizens Bancorp Investment : Proxy Statement

April 20, 2022

Dear Fellow Shareholder:

The 2022 annual meeting of shareholders of Citizens Bancorp Investment, Inc. (the "Company") will be held on Thursday, May 12, 2022, at 6:00 p.m. Central Time, in the Sally G. Wells Building at the Macon County Fairgrounds, 598 Russell Drive #528, Lafayette, Tennessee 37083. Our traditional buffet dinner will be served again this year.

If you plan to attend the annual meeting, please so notify us by May 6, 2022, by contacting Angela Govan at 615-688-9786 [e-mail] writing to Citizens Bancorp Investment, Inc., 400 Highway 52 West, Lafayette, Tennessee 37083, Attention: Chief Executive Officer.

Please review the Notice of Annual Meeting of Shareholders and proxy statement enclosed with this letter which describe the formal business to be transacted at the annual meeting.

All shareholders are encouraged to vote as soon as possible by internet or telephone or by returning a proxy card. Voting by proxy will not prevent you from voting in person at the annual meeting, but it will help us to secure a quorum and avoid added solicitation costs.

Thank you for your investment in and continued support of the Company.

Sincerely,

Peter G. Williston

Chairman and Chief Executive Officer

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

Notice is hereby given that the annual meeting of shareholders (the "Annual Meeting") of Citizens Bancorp Investment, Inc. (the "Company") will be held in the Sally G. Wells Building at the Macon County Fairgrounds, 598 Russell Drive #528, Lafayette, Tennessee 37083, on Thursday, May 12, 2022, at 6:00 p.m. Central Time, for the following purposes:

• • Election of Directors: To elect 10 individuals to serve as directors of the Company until the next annual meeting of Company shareholders and, thereafter, until their successors are elected and qualified.

• • Other Business: To transact such other business as may properly come before the Annual Meeting or any adjournment or postponement thereof.

The board of directors of the Company has fixed the close of business on March 25, 2022, as the record date for determining Company shareholders entitled to receive notice of and to vote at the Annual Meeting.

Shareholders who plan to attend the Annual Meeting are asked to notify us by contacting Angela Govan at 615-688-9786 [e-mail] writing to Citizens Bancorp Investment, Inc., 400 Highway 52 West, Lafayette, Tennessee 37083, Attention: Chief Executive Officer.

All shareholders are encouraged to vote their shares by proxy prior to the Annual Meeting.

The above-described item(s) to be voted on by the Company's shareholders at the Annual Meeting are described in the accompanying proxy statement, which we urge you to read carefully.

By Order of the Board of Directors,

Amanda Rittenberry

Corporate Secretary Lafayette, Tennessee

April 20, 2022

YOUR VOTE IS IMPORTANT. PLEASE VOTE YOUR SHARES AS SOON AS POSSIBLE VIA THE INTERNET OR BY TELEPHONE OR BY COMPLETING YOUR PROXY CARD AND RETURNING IT BY MAIL.

PROXY STATEMENT

FOR

ANNUAL MEETING OF SHAREHOLDERS

OF

CITIZENS BANCORP INVESTMENT, INC.

TO BE HELD MAY 12, 2022 ________________________________________________

This proxy statement and the accompanying proxy card are being furnished to shareholders of Citizens Bancorp Investment, Inc., a Tennessee corporation, in connection with the solicitation of proxies by the Company's Board of Directors for use at the 2022 annual meeting of Company shareholders (the "Annual Meeting") and any adjournments or postponements thereof, which is being held for the purposes described in this proxy statement and set forth in the accompanying Notice of Annual Meeting of Shareholders. In this proxy statement, the terms the "Company," "we," "our," and "us" refer to Citizens Bancorp Investment, Inc., and the term the "Bank" refers to the Company's wholly owned bank subsidiary, Citizens Bank of Lafayette, a Tennessee-chartered commercial bank. The terms "Board" and "Board of Directors" refer to the Company's board of directors.

This proxy statement is dated April 20, 2022. Notice of the Annual Meeting, this proxy statement, and the accompanying proxy card are first being mailed or otherwise made available to the shareholders of the Company on or about April 21, 2022.

ABOUT THE COMPANY

Citizens Bancorp Investment, Inc. is a corporation chartered under the laws of the State of Tennessee on May 30, 1986. The Company is the holding company for and the sole shareholder of Citizens Bank of Lafayette. The Company is registered as a bank holding company under the Bank Holding Company Act of 1956, as amended (the "BHC Act"). As a bank holding company, the Company is subject to the supervision of and to regulation and examination by the Board of Governors of the Federal Reserve System (the "Federal Reserve") and subject to the reporting and other requirements of the BHC Act and the regulations promulgated thereunder by the Federal Reserve. Additionally, as a corporation chartered under Tennessee law, we are also subject generally to the provisions of the Tennessee Business Corporation Act. The Company's principal office is located at 400 Highway 52 West, Lafayette, Tennessee 37083. As of December 31, 2021, the Company, on a consolidated basis, had total assets of approximately $1.48 billion, total liabilities (including deposits) of approximately $1.34 billion, and stockholders' equity of approximately $136 million. The Company's Class A Common Stock is traded on the OTCQX Best Market under the ticker symbol "CBTN."

The primary business of the Company is the ownership and oversight of Citizens Bank of Lafayette, the Company's wholly owned bank subsidiary. Citizens Bank of Lafayette is a Tennessee state-chartered commercial bank chartered in 1895. The Bank is regulated, supervised, and examined by the Federal Deposit Insurance Corporation and the Tennessee Department of Financial Institutions. The Bank's main office is located at 400 Highway 52 West, Lafayette, Tennessee 37083, and the Bank operates 21 additional branch offices throughout Middle Tennessee. The Bank offers a full range of traditional banking products and services to businesses and individuals throughout Middle Tennessee and beyond. We encourage you to learn more about the Bank and the products and services it offers by visiting the Bank's website atwww.citizens-bank.org.

GENERAL INFORMATION ABOUT THE ANNUAL MEETING

This section of the proxy statement contains a summary of certain general information about the Annual Meeting. The following should be read in conjunction with all other sections of this proxy statement. You are encouraged to contact us if you have any questions concerning the Annual Meeting, including questions about how to vote your stock at the Annual Meeting.

Date, Time, and Location of the Annual Meeting

The Annual Meeting will be held on Thursday, May 12, 2022, at 6:00 p.m. Central Time. The Annual Meeting will take place in the Sally G. Wells Building at the Macon County Fairgrounds, 598 Russell Drive #528, Lafayette, Tennessee 37083.

Shareholders who plan to attend the Annual Meeting are asked to notify us by contacting Angela Govan at 615-688-9786 [e-mail] writing to Citizens Bancorp Investment, Inc., 400 Highway 52 West, Lafayette, Tennessee 37083, Attention: Chief Executive Officer.

Business to be Conducted at the Annual Meeting

The Annual Meeting is being held for Company shareholders to vote to elect 10 individuals to serve as directors of the Company until the next annual meeting of Company shareholders and, thereafter, until their successors are elected and qualified.

We do not know of any business that will be presented for consideration at the Annual Meeting other than the matter(s) described in this proxy statement. If, however, any other matters properly come before the Annual Meeting or any adjournment or postponement thereof, the holders of proxies will vote on such matters in their discretion.

Board of Directors Recommendation

The Board of Directors recommends that Company shareholders vote "FOR" the election of each of the director nominees named in this proxy statement.

Record Date and Voting

The Board of Directors set the record date for determining Company shareholders entitled to notice of and to vote at the Annual Meeting as the close of business on March 25, 2022. As of this record date, the Company had 5,881,000 shares of Class A Common Stock issued and outstanding, held by approximately 527 shareholders of record. An alphabetical list of the Company's shareholders entitled to notice of the Annual Meeting showing the address of and number of shares held by each shareholder will be available for inspection during regular business hours at the main office of the Bank, located at 400 Highway 52 West, Lafayette, Tennessee 37083, and at the Annual Meeting, in each case in accordance with applicable Tennessee law.

Only holders of shares of Class A Common Stock as of the record date for the Annual Meeting are entitled to notice of and to vote at the Annual Meeting. Each holder of Class A Common Stock will be entitled to one vote on each matter voted on by the Company's shareholders at the Annual Meeting for each share of Class A Common Stock held by that holder as of the record date.

Quorum Requirement and Required Vote

The presence at the Annual Meeting, in person or by proxy, of a majority of the outstanding shares of Class A Common Stock entitled to vote at the Annual Meeting is necessary to constitute a quorum for the transaction of business at the Annual Meeting.

Assuming the presence of a quorum at the Annual Meeting, the director nominees will be elected by a plurality of the votes cast by those shares entitled to vote for the election of directors at the Annual Meeting.

How Shareholders Can Vote

Company shareholders entitled to vote at the Annual Meeting may vote their shares of Class A Common Stock in any of the following ways:

• • Submit a Proxy Card by Mail. Shareholders may vote their shares by proxy card returned by mail. If you choose to have your shares voted at the Annual Meeting by submitting a proxy card by mail, please mark, date, and sign your proxy card and return it in the postage-paid envelope provided.

• • Vote by Internet or Telephone. Shareholders may vote their shares via the internet or by telephone by following the voting instructions on the enclosed proxy card.

• • Vote in Person. Shareholders may vote their shares by attending the Annual Meeting and voting in real time at the Annual Meeting.

Notice to Shareholders with Shares Held in Street Name: If you hold your shares through a broker or other nominee (that is, the shares are held in "street name"), you will need to obtain a voting instruction form from the broker or other nominee holding your shares and follow the instructions included on that form regarding how to instruct the broker or other nominee to vote your shares. Generally, if you do not give instructions to your broker or other nominee, your broker or other nomineewill be able to vote your shares with respect to "discretionary" items but not with respect to "non-discretionary" items. Discretionary items are certain proposals considered routine on which a broker may vote shares held in street name in the absence of your voting instructions. With respect to non-discretionary items, if you fail to properly instruct your broker or other nominee how to vote your shares, your broker or other nominee will not be able to vote on those items (this results in what is commonly referred to as a "broker non-vote"). The election of directors is considered a non-discretionary item meaning that, unless you properly instruct your broker or other nominee how to vote your shares held in street name, those shares will not be voted for the election of directors at the Annual Meeting.

If you choose to have your shares of Class A Common Stock voted by proxy at the Annual Meeting, your shares will be voted at the Annual Meeting as you indicate on your proxy card or in accordance with the voting instructions you transmit by internet or telephone, as applicable. If you return a proxy card on which no instructions are indicated, your shares will be voted "FOR" the election of all 10 director nominees named in this proxy statement. If any other business properly comes before the Annual Meeting or any adjournment or postponement thereof, the holders of proxies will vote on the same in their

discretion. You should return a proxy card by mail or vote via the internet or by telephone and/or instruct your broker or other nominee how to vote shares held in street name even if you plan to attend the Annual Meeting.

Revocation of Proxies

If you are a holder of record of shares of Class A Common Stock, you can revoke a previously submitted proxy in any of the following ways:

• • You may re-submit your vote via the internet or by telephone at any time up to 10:59 p.m. Central Time (11:59 p.m. Eastern Time) on May 11, 2022.

• • You may submit another properly completed proxy card bearing a later date, provided that the proxy card is received not later than 10:59 p.m. Central Time (11:59 p.m. Eastern Time) on May 11, 2022.

• • You may send a written notice that you are revoking your proxy to Citizens Bancorp Investment, Inc., 400 Highway 52 West, Lafayette, Tennessee 37083, Attention: Corporate Secretary, provided that the notice must be received not later than 10:59 p.m. Central Time (11:59 p.m. Eastern Time) on May 11, 2022.

• • You may attend the Annual Meeting and notify the election officials that you wish to revoke your proxy and vote in person (however, your attendance at the Annual Meeting alone will not revoke a prior proxy).

If your shares of Class A Common Stock are held by a broker or other nominee, you should follow the instructions provided by your broker or other nominee if you want to revoke or change voting instructions previously provided to the broker or other nominee.

Adjournment of the Annual Meeting

Although we expect the presence of a quorum at the Annual Meeting, in the absence of a quorum at the Annual Meeting, the Annual Meeting may be adjourned by the meeting chairperson or by the holders of a majority of the shares of Class A Common Stock present, in person or by proxy, at the Annual Meeting.

Expense of Proxy Solicitation

The Company will bear all of the costs of proxy solicitation, including the costs associated with preparing, assembling, and mailing this proxy statement, the form of proxy card, and any additional solicitation materials furnished to Company shareholders. Copies of solicitation materials will be furnished to brokers and other nominees holding in their name shares of Company Class A Common Stock beneficially owned by others to forward to the beneficial owners. We may reimburse these brokers or other nominees for their costs incurred to forward solicitation materials to the beneficial owners. Our original solicitation of proxies by mail may be supplemented by solicitations by our directors, officers, or employees of proxies in person, by telephone, by facsimile, or by email. No additional compensation will be paid to these individuals for any such solicitation services.