8-K

Affinity Bancshares, Inc. (AFBI)

8-K 2025-05-01 For: 2025-05-01
View Original
Added on April 06, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 01, 2025

Affinity Bancshares, Inc.

(Exact name of Registrant as Specified in Its Charter)

Maryland 001-39914 82-1147778
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
3175 Highway 278
Covington, Georgia 30014
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 770 786-7088
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value per share AFBI The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On May 1, 2025, Affinity Bancshares, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2025. The press release is attached to this Current Report as Exhibit 99.1. This Current Report and the press release are being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for any purpose.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Exhibit
99.1 Press Release dated May 1, 2025
99.2 Supplemental Financial Information dated May 1, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

AFFINITY BANCSHARES, INC.
Date: May 1, 2025 By: /s/ Brandi Pajot
Brandi Pajot<br>Senior Vice President and Chief Financial Officer

EX-99.1

Affinity Bancshares, Inc.

Announces First Quarter 2025

Financial Results

Affinity Bancshares, Inc. (NASDAQ:“AFBI”) (the “Company”), the holding company for Affinity Bank (the“Bank”), today announced net income of $1.8 million for the three months ended March 31, 2025, as compared to $1.3 million for the three months ended March 31, 2024.

At or for the three months ended,
Performance Ratios: March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024
Net income (in thousands) $ 1,831 $ 1,345 $ 1,730 $ 1,031 $ 1,335
Diluted earnings per share 0.28 0.20 0.26 0.16 0.20
Operating income (1) 1,996 1,738 1,883 1,763 1,374
Adjusted diluted earnings per share (1) 0.30 0.26 0.29 0.27 0.21
Common book value per share 19.25 20.14 20.02 19.49 19.21
Tangible book value per share (1) 16.40 17.30 17.18 16.64 16.36
Total assets (in thousands) 912,496 866,817 878,561 873,582 869,547
Return on average assets 0.83 % 0.61 % 0.78 % 0.48 % 0.63 %
Return on average equity 5.68 % 4.14 % 5.43 % 3.33 % 4.38 %
Equity to assets 13.40 % 14.90 % 14.61 % 14.32 % 14.18 %
Tangible equity to tangible assets (1) 11.65 % 13.08 % 12.80 % 12.49 % 12.33 %
Net interest margin 3.52 % 3.56 % 3.52 % 3.71 % 3.38 %
Efficiency ratio 68.55 % 75.95 % 71.48 % 78.74 % 75.96 %
(1) Non-GAAP measure - see “Explanation of Certain Unaudited Non-GAAP Financial Measures” for more information and reconciliation to GAAP.

Net Income

  • Net income was $1.8 million for three months ended March 31, 2025 as compared to $1.3 million for the three months ended March 31, 2024, as a result of an increase in net interest income along with a decrease in noninterest expenses offset by a decrease in noninterest income.
  • Operating income for the three months ended March 31, 2025 was $2.0 million as compared to $1.4 million for the three months ended March 31, 2024.

Results of Operations

  • Net interest income was $7.3 million for the three months ended March 31, 2025 compared to $6.7 million for the three months ended March 31, 2024. The increase was due to an increase in interest income on loans, partially offset by increases in deposit and borrowing costs and a decrease in interest income on interest-earning deposits and investment securities.

  • Net interest margin for the three months ended March 31, 2025 increased to 3.52% from 3.38% for the three months ended March 31, 2024. The increase in the margin relates to increases in our yield on earning assets increasing 19 basis points while our deposits and borrowing cost of funds only increased three basis points.

  • Noninterest income decreased $103,000 to $481,000 for the three months ended March 31, 2025, as a result of a decrease in service charges on deposit accounts.

  • Non-interest expense decreased $211,000 to $5.4 million for the three months ended March 31, 2025 compared to the 2024 period, due mainly to a decrease in professional fees.

Financial Condition

  • Total assets increased $45.7 million to $912.5 million at March 31, 2025 from $866.8 million at December 31, 2024, as we experienced loan growth and an increase in interest earning deposits which was funded from growth in our deposits.
  • Total gross loans increased $6.9 million to $721.0 million at March 31, 2025 from $714.1 million at December 31, 2024. The increase was due to steady loan demand in construction and consumer loans.
  • Non-owner occupied office loans totaled $43.4 million at March 31, 2025; the average LTV on these loans is 48.7%, including
  • $16.0 million medical/dental tenants and
  • $27.4 million to other various tenants.
  • Investment securities held-to-maturity unrealized gains were $91,000, net of tax. Investment securities available-for-sale unrealized losses were $5.1 million, net of tax.
  • Cash and cash equivalents increased $33.3 million to $74.7 million at March 31, 2025 from $41.4 million at December 31, 2024.
  • Deposits increased by $56.8 million to $730.3 million at March 31, 2025 compared to $673.5 million at December 31, 2024, with a $33.5 million net increase in demand deposits and a $23.3 million increase in certificates of deposits.
  • Borrowings decreased by $4.8 million to $54.0 million at March 31, 2025 compared to $58.8 million at December 31, 2024 as an advance from the Bank Term Funding program was paid in full.
  • Equity decreased $6.8 million to $122.3 million at March 31, 2025 from $129.1 million at December 31, 2024 from payment of $1.50 per share dividend that was declared and paid in first quarter, along with $1.2 million common stock repurchases.

Asset Quality

  • Non-performing loans decreased to $4.4 million at March 31, 2025 from $4.8 million at December 31, 2024.
  • The allowance for credit losses as a percentage of non-performing loans was 190.3% at March 31, 2025, as compared to 177.9% at December 31, 2024.
  • Allowance for credit losses to total loans decreased to 1.17% at March 31, 2025 from 1.19% at December 31, 2024.
  • Net loan charge-offs were $89,000 for the three months ended March 31, 2025, as compared to net loan charge-offs of $326,000 for the three months ended March 31, 2024.

About Affinity Bancshares, Inc.

The Company is a Maryland corporation based in Covington, Georgia. The Company’s banking subsidiary, Affinity Bank, opened in 1928 and currently operates a full-service office in Atlanta, Georgia, two full-service offices in Covington, Georgia, and a loan production office serving the Alpharetta and Cumming, Georgia markets.

Forward-Looking Statements

In addition to historical information, this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which describe the future plans, strategies and expectations of the Company. Forward-looking statements can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “contemplate,” “continue,” “target” and words of similar meaning. Forward-looking statements are based on our current beliefs and expectations and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Accordingly, you should not place undue reliance on such statements. We are under no duty to and do not take any obligation to update any forward-looking statements after the date of this report. Factors which

could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to, changes in general economic conditions, interest rates and inflation; changes in asset quality; our ability to access cost-effective funding; fluctuations in real estate values; changes in laws or regulations; changes in liquidity, including the size and composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio; changes in technology; failures or breaches of our IT security systems; our ability to introduce new products and services and capitalize on growth opportunities; changes in the value of our goodwill and other intangible assets; our ability to successfully integrate acquired operations or assets; changes in accounting policies and practices; our ability to retain key employees; and the effects of natural disasters and geopolitical events, including terrorism, conflict and acts of war. These risks and other uncertainties are further discussed in the reports that the Company files with the Securities and Exchange Commission.

Average Balance Sheets

The following tables set forth average balance sheets, average annualized yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments have been made, as the effects would be immaterial. All average balances are monthly average balances. Non-accrual loans were included in the computation of average balances. The yields set forth below include the effect of deferred fees, discounts, and premiums that are amortized or accreted to interest income or interest expense.

For the Three Months Ended March 31,
2025 2024
Average<br>Outstanding<br>Balance Interest Average<br>Yield/Rate Average<br>Outstanding<br>Balance Interest Average<br>Yield/Rate
(Dollars in thousands)
Interest-earning assets:
Loans $ 713,878 $ 10,648 6.05 % $ 664,660 $ 9,499 5.75 %
Investment securities held-to-maturity 27,313 421 6.25 % 34,213 528 6.21 %
Investment securities available-for-sale 38,188 324 3.44 % 48,169 463 3.87 %
Interest-earning deposits and federal funds 59,305 615 4.21 % 50,083 647 5.20 %
Other investments 6,185 97 6.36 % 5,447 84 6.20 %
Total interest-earning assets 844,869 12,105 5.81 % 802,572 11,221 5.62 %
Non-interest-earning assets 48,093 52,145
Total assets $ 892,962 $ 854,717
Interest-bearing liabilities:
Interest-bearing checking accounts $ 81,598 $ 84 0.42 % $ 88,057 $ 103 0.47 %
Money market accounts 156,548 1,163 3.01 % 140,600 1,086 3.11 %
Savings accounts 79,222 555 2.84 % 74,412 528 2.85 %
Certificates of deposit 238,904 2,444 4.15 % 219,806 2,285 4.18 %
Total interest-bearing deposits 556,272 4,246 3.10 % 522,875 4,002 3.08 %
FHLB advances and other borrowings 54,856 522 3.86 % 52,615 470 3.59 %
Total interest-bearing liabilities 611,128 4,768 3.16 % 575,490 4,472 3.13 %
Non-interest-bearing liabilities 151,121 156,697
Total liabilities 762,249 732,187
Total stockholders' equity 130,713 122,530
Total liabilities and stockholders' equity $ 892,962 $ 854,717
Net interest rate spread 2.65 % 2.49 %
Net interest income $ 7,337 $ 6,749
Net interest margin 3.52 % 3.38 %

AFFINITY BANCSHARES, INC.

Consolidated Balance Sheets

(unaudited)

December 31, 2024
Assets
Cash and due from banks 6,205 $ 7,092
Interest-earning deposits in other depository institutions 68,499 34,333
Cash and cash equivalents 74,704 41,425
Investment securities available-for-sale 40,979 36,502
Investment securities held-to-maturity (estimated fair value of 27,505 net of allowance for credit losses of 45 at March 31, 2025 and estimated fair value of 27,286 net of allowance for credit losses of 45 at December 31, 2024) 27,338 27,299
Other investments 6,202 6,175
Loans 720,980 714,115
Allowance for credit loss on loans (8,457 ) (8,496 )
Net loans 712,523 705,619
Premises and equipment, net 3,177 3,261
Bank owned life insurance 16,587 16,487
Intangible assets 18,127 18,175
Other assets 12,859 11,874
Total assets 912,496 $ 866,817
Liabilities and Stockholders' Equity
Liabilities:
Non-interest-bearing checking 153,630 $ 151,395
Interest-bearing checking 84,106 73,841
Money market accounts 164,442 148,752
Savings accounts 81,411 76,053
Certificates of deposit 246,703 223,440
Total deposits 730,292 673,481
Federal Home Loan Bank advances and other borrowings 54,000 58,815
Accrued interest payable and other liabilities 5,925 5,406
Total liabilities 790,217 737,702
Stockholders' equity:
Common stock (par value 0.01 per share, 40,000,000 shares authorized;    6,350,640 issued and outstanding at March 31, 2025 and 6,409,598 issued and outstanding at December 31, 2024) 64 64
Preferred stock (10,000,000 shares authorized, no shares outstanding)
Additional paid in capital 61,781 62,355
Unearned ESOP shares (4,088 ) (4,378 )
Retained earnings 69,600 76,786
Accumulated other comprehensive loss (5,078 ) (5,712 )
Total stockholders' equity 122,279 129,115
Total liabilities and stockholders' equity 912,496 $ 866,817

All values are in US Dollars.

AFFINITY BANCSHARES, INC.

Consolidated Statements of Income

(unaudited)

Three Months Ended March 31,
2025 2024
(Dollars in thousands except per share amounts)
Interest income:
Loans, including fees $ 10,648 $ 9,499
Investment securities 842 1,075
Interest-earning deposits 615 647
Total interest income 12,105 11,221
Interest expense:
Deposits 4,246 4,002
FHLB advances and other borrowings 522 470
Total interest expense 4,768 4,472
Net interest income before provision for credit losses 7,337 6,749
Provision for credit losses 50
Net interest income after provision for credit losses 7,287 6,749
Noninterest income:
Service charges on deposit accounts 316 395
Other 165 189
Total noninterest income 481 584
Noninterest expenses:
Salaries and employee benefits 3,359 3,179
Occupancy 605 618
Data processing 543 511
Other 852 1,262
Total noninterest expenses 5,359 5,570
Income before income taxes 2,409 1,763
Income tax expense 578 428
Net income $ 1,831 $ 1,335
Weighted average common shares outstanding
Basic 6,405,702 6,416,628
Diluted 6,547,817 6,524,332
Basic earnings per share $ 0.29 $ 0.21
Diluted earnings per share $ 0.28 $ 0.20

Explanation of Certain Unaudited Non-GAAP Financial Measures

Reported amounts are presented in accordance with GAAP. Additionally, the Company believes the following information is utilized by regulators and market analysts to evaluate a company’s financial condition and, therefore, such information is useful to investors. These disclosures should not be viewed as a substitute for financial results in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures which may be presented by other companies. Refer to the Non-GAAP Reconciliation tables below for details on the earnings impact of these items.

For the Three Months Ended
Non-GAAP Reconciliation March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024
Operating net income reconciliation
Net income (GAAP) $ 1,831 $ 1,345 $ 1,730 $ 1,031 $ 1,335
Net loss on securities available for sale 385
ESOP Compensation expense related to dividend 211
Merger-related expenses 119 196 939 50
Income tax expense (46 ) (111 ) (43 ) (207 ) (11 )
Operating net income $ 1,996 $ 1,738 $ 1,883 $ 1,763 $ 1,374
Weighted average diluted shares 6,547,817 6,620,602 6,611,468 6,546,382 6,524,332
Adjusted diluted earnings per share $ 0.30 $ 0.26 $ 0.29 $ 0.27 $ 0.21
Tangible book value per common share reconciliation
Book Value per common share (GAAP) $ 19.25 $ 20.14 $ 20.02 $ 19.49 $ 19.21
Effect of goodwill and other intangibles (2.85 ) (2.84 ) (2.84 ) (2.85 ) (2.85 )
Tangible book value per common share $ 16.40 $ 17.30 $ 17.18 $ 16.64 $ 16.36
Tangible equity to tangible assets reconciliation
Equity to assets (GAAP) 13.40 % 14.90 % 14.61 % 14.32 % 14.18 %
Effect of goodwill and other intangibles (1.75 )% (1.81 )% (1.81 )% (1.83 )% (1.85 )%
Tangible equity to tangible assets (1) 11.65 % 13.08 % 12.80 % 12.49 % 12.33 %
(1) Tangible assets is total assets less intangible assets. Tangible equity is total equity less intangible assets.

Slide 1

Slide 2

AFBI Selected Data COMPANY HIGHLIGHTS $912.5 million in assets $721.0 million in loans $730.3 million in deposits 5.27% growth in assets 8.5% growth in deposits $122.3 million in equity As of 2025 Q1 2025

Slide 3

AFBI Selected Data COMPANY HIGHLIGHTS $2.0 million in adjusted Q1 2025 earnings (1) $1.8 million in Q1 2025 earnings $0.29 diluted EPS (1) See Non-GAAP Reconciliation $0.30 adjusted diluted EPS (1) Return on Assets 0.83% Return on Equity 5.68%

Slide 4

AFBI Selected Data Operating income and Adjusted diluted earnings per share (1) Quarter ended March 31, 2025 Quarter ended March 31, 2024 Net Income (GAAP) $1,831 $1,335 ESOP Expense related to dividend 211 - Merger-related expenses - 50 Income tax expenses (46) (11) Operating net income $1,996 $1,374 Weighted Average Diluted Shares 6,548 6,524 Adjusted diluted earnings per share $0.30 $0.21 (in thousands, including shares, except for adjusted diluted earnings per share) (1) See Non-GAAP Reconciliation

Slide 5

AFBI Selected Data Tangible Book Value Calculation (1) Tangible Equity Shares Outstanding Tangible Book Value Ending balance December 31, 2024 $110,940 6,410 $17.30 Effect of goodwill and other intangibles 48 AOCI Change 634 Net Income (GAAP) 1,831 Dividend (8,801) Common Stock Repurchase (1,181) Stock options exercised 59 Unearned ESOP change 74 Stock Compensation, net of taxes 548 Ending balance March 31, 2025 $104,152 6,351 $16.40 (in thousands, including shares, except for tangible book value) (1) See Non-GAAP Reconciliation

Slide 6

AFBI Selected Data Loan Composition as of March 31, 2025

Slide 7

AFBI Selected Data Deposit Composition as of March 31, 2025

Slide 8

AFBI Share Information NON-GAAP RECONCILIATION For the Three Months Ended Non-GAAP Reconciliation March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 Operating net income reconciliation Net income (GAAP)   $ 1,831   $ 1,345   $ 1,730   $ 1,031   $ 1,335 Net loss on securities available for sale   —   385   —   —   — ESOP Compensation expense related to dividend   211   —   —   —   — Merger-related expenses   —   119   196   939   50 Income tax expense   (46)   (111)   (43)   (207)   (11) Operating net income $ 1,996   $ 1,738   $ 1,883   $ 1,763   $ 1,374 Weighted average diluted shares   6,547,817   6,620,602   6,611,468   6,546,382   6,524,332 Adjusted diluted earnings per share   $ 0.30   $ 0.26   $ 0.29   $ 0.27   $ 0.21 Tangible book value per common share reconciliation Book Value per common share (GAAP)   $ 19.25   $ 20.14   $ 20.02   $ 19.49   $ 19.21 Effect of goodwill and other intangibles   (2.85)   (2.84)   (2.84)   (2.85)   (2.85) Tangible book value per common share $ 16.40   $ 17.30   $ 17.18   $ 16.64   $ 16.36 Tangible equity to tangible assets reconciliation Equity to assets (GAAP) 13.40%   14.90%   14.61%   14.32%   14.18% Effect of goodwill and other intangibles   (1.75)%   (1.81)%   (1.81)%   (1.83)%   (1.85)% Tangible equity to tangible assets (1)   11.65%   13.08%   12.80%   12.49%   12.33% (1) Tangible assets is total assets less intangible assets. Tangible equity is total equity less intangible assets.