8-K
AMERISERV FINANCIAL INC /PA/ (ASRV)
8-K
2021-04-28
For: 2021-04-27
View Original
Added on
April 06, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 27, 2021
AMERISERV FINANCIAL, INC.
(Exact Name of Registrant as Specified in Charter)
| Pennsylvania | 0-11204 | 25-1424278 |
|---|---|---|
| (State or Other Jurisdiction<br><br>of Incorporation) | (Commission<br><br>File Number) | (I.R.S. Employer<br><br>Identification No.) |
| Main & Franklin Streets<br>Johnstown, Pennsylvania | 15901 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code (814) 533-5300
| N/A |
|---|
| (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 Symbol | Name of Each Exchange On Which Registered | ||
| Common Stock | | ASRV | | The NASDAQ Stock Market LLC |
| 8.45% Beneficial Unsecured Securities, Series A (AmeriServ Financial Capital Trust I) | | ASRVP | | 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 5.07 Submission of Matters to a Vote of Security Holders.
The annual meeting of the shareholders of AmeriServ Financial, Inc. was held on April 27, 2021. At the Annual Meeting, there were present in person or by proxy 14,262,854 shares of the Company’s common stock, representing approximately 83.57% of the total outstanding shares. The proposals considered at the Annual Meeting and the voting results on each matter were as follows:
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|---|---|---|---|---|---|---|---|---|---|---|
| Proposal **** #1 **** | **** | FOR | **** | WITHHELD | **** | BROKER NON-VOTES | **** | % **** Voted **** For | | |
| | | | | | | | | | | |
| Election of Class II directors for three year terms expiring in 2024. | | | | | | | | | | |
| | | | | | | | | | | |
| J. Michael Adams, Jr. | | 8,083,706 | | 1,562,832 | | 4,616,316 | | 83.80% | | |
| Margaret A. O’Malley | | 8,048,374 | | 1,598,164 | | 4,616,316 | | 83.43% | | |
| Mark E. Pasquerilla | | 8,062,460 | | 1,584,078 | | 4,616,316 | | 83.58% | | |
| | | | | | | | | | | |
| Proposal #2 | | FOR | | AGAINST | | ABSTAIN | | BROKERNON-VOTES | | % Voted For |
| Approval of the AmeriServ Financial, Inc. 2021 Equity Incentive Plan. | | 8,192,757 | | 1,300,533 | | 153,248 | | 4,616,316 | | 84.92% |
| | | | | | | | | | | |
| Proposal #3 | | FOR | | AGAINST | | ABSTAIN | | BROKERNON-VOTES | | % Voted For |
| Ratification of the appointment of S.R. Snodgrass PC as our independent registered public accounting firm. | | 13,969,333 | | 69,314 | | 224,207 | | 0 | | 97.94% |
| | | | | | | | | | | |
| Proposal #4 | | FOR | | AGAINST | | ABSTAIN | | BROKERNON-VOTES | | % Voted For |
| Advisory (non-binding) vote on the compensation of the named executive officers. | | 8,171,492 | | 1,422,697 | | 52,349 | | 4,616,316 | | 84.70% |
| | | | | | | | | | | |
Item 7.01 Regulation FD Disclosure
AmeriServ Financial, Inc. posted a new investor presentation on its Investor Relations website at http://investors.ameriserv.com/Presentations. This investor presentation, attached as Exhibit 99.1 hereto and incorporated herein by reference, is being furnished to the Securities and Exchange Commission and shall not be deemed to be “filed” for any purpose.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits:
| 99.1 | Investor slide presentation utilized at the Annual Shareholders meeting. |
|---|
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 hereunto duly authorized.
| | | | |
|---|---|---|---|
| AMERISERV FINANCIAL, INC. | |||
| Dated: April 28, 2021 | By: | /s/ Michael D. Lynch | |
| Michael D. Lynch | |||
| SVP & CFO |
Exhibit 99.1
| 2<br>Allan R. Dennison<br>Chairman |
|---|
| 3<br>This meeting is being transmitted in its<br>entirety via webcast to all interested<br>shareholders and prospective investors. |
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| 4<br>Welcome to our Annual Shareholder Meeting.<br>We appreciate your ongoing<br>loyalty and support.<br>Welcome! |
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| 5<br>• Proxy Items<br>• Chief Financial Officer Presentation<br>• President & CEO Comments<br>• Final Report on Proxy Items<br>• Question & Answer Period<br>Agenda |
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| 6<br>J. Michael Adams, Jr.<br>Margaret A. O’Malley<br>Mark E. Pasquerilla<br>Election of Class II Directors |
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| 7<br>• AmeriServ Financial, Inc.<br>2021 Equity Incentive Plan<br>Approval |
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| 8<br>• Audit financial records for<br>fiscal year ending 12-31-21<br>Ratification of Appointment<br>of S.R. Snodgrass |
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| 9<br>• Compensation of Named Executive Officers<br>of AmeriServ Financial, Inc.<br>Advisory (Non-Binding) Vote |
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| 11<br>• Recognition of past and present directors<br>Board of Directors |
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| 12<br>Michael D. Lynch<br>Executive Vice President<br>Chief Financial Officer<br>Chief Investment Officer<br>Chief Risk Officer |
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| 13<br>Forward-Looking Statements<br>This presentation contains various forward-looking statements and includes assumptions concerning the Company’s beliefs, plans, objectives,<br>goals, expectations, anticipations, estimates, intentions, operations, future results, and prospects, including statements that include the words<br>“may,” “could,” “should,” “would,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “project,” “plan” or similar expressions. These<br>forward-looking statements are based upon current expectations, are subject to risk and uncertainties and are applicable only as of the dates<br>of such statements. Forward-looking statements involve risks, uncertainties and assumptions. Although we do not make forward-looking<br>statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. You should not put undue<br>reliance on any forward-looking statements. These statements speak only as of the date of this presentation, even if subsequently made<br>available on our website or otherwise, and we undertake no obligation to update or revise these statements to reflect events or circumstances<br>occurring after the date of this presentation. In connection with the “safe harbor” provisions of the Private Securities Litigation Reform Act of<br>1995, the Company provides the following cautionary statement identifying important factors (some of which are beyond the Company’s<br>control) which could cause the actual results or events to differ materially from those set forth in or implied by the forward-looking statements<br>and related assumptions.<br>Such factors include the following: (i) the effect of changing regional and national economic conditions; (ii) the effects of trade, monetary and<br>fiscal policies and laws, including interest rate policies of the Federal Reserve; (iii) significant changes in interest rates and prepayment speeds;<br>(iv) inflation, stock and bond market, and monetary fluctuations; (v) credit risks of commercial, real estate, consumer, and other lending<br>activities; (vi) changes in federal and state banking and financial services laws and regulations; (vii) the presence in the Company’s market<br>area of competitors with greater financial resources than the Company; (viii) the timely development of competitive new products and<br>services by the Company and the acceptance of those products and services by customers and regulators (when required); (ix) the<br>willingness of customers to substitute competitors’ products and services for those of the Company and vice versa; (x) changes in consumer<br>spending and savings habits; (xi) unanticipated regulatory or judicial proceedings; and (xii) other external developments which could<br>materially impact the Company’s operational and financial performance.<br>The foregoing list of important factors is not exclusive, and neither such list nor any forward-looking statement takes into account the impact<br>that any future acquisition may have on the Company and on any such forward-looking statement. |
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| 14<br>Annual Financial Results<br>Through 2020 |
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| 15<br>Net Income<br>(thousands)<br>$0<br>$2,000<br>$4,000<br>$6,000<br>$8,000<br>2016 2017 2018 2019 2020<br>$2,310<br>$3,293<br>$7,768<br>$6,028<br>$4,598 |
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| 16<br>Earnings Per Common Share<br>$0.00<br>$0.10<br>$0.20<br>$0.30<br>$0.40<br>$0.50<br>2016 2017 2018 2019 2020<br>$0.12<br>$0.18<br>$0.43<br>$0.35<br>$0.27 |
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| 17<br>Tangible Book Value<br>$3.50<br>$4.00<br>$4.50<br>$5.00<br>$5.50<br>$6.00<br>2016 2017 2018 2019 2020<br>$4.41<br>$4.59<br>$4.88<br>$5.08<br>$5.42 |
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| 18<br>Net-Interest Income<br>(thousands)<br>$20,000<br>$30,000<br>$40,000<br>2016 2017 2018 2019 2020<br>$34,134<br>$35,561 $35,494 $35,442<br>$36,367 |
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| 19<br>Net Interest Margin %<br>1.50%<br>2.00%<br>2.50%<br>3.00%<br>3.50%<br>4.00%<br>2016 2017 2018 2019 2020<br>3.26% 3.32% 3.31% 3.29% 3.19% |
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| 20<br>Total Average Loans<br>(Millions)<br>600<br>700<br>800<br>900<br>1,000<br>2016 2017 2018 2019 2020<br>888 894 882 875<br>923 |
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| 21<br>Short Term Investments<br>(Millions)<br>0<br>10<br>20<br>30<br>40<br>2016 2017 2018 2019 2020<br>17<br>9 8<br>12<br>32 |
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| 22<br>Total Average Deposits<br>(Millions)<br>600<br>700<br>800<br>900<br>1,000<br>1,100<br>2016 2017 2018 2019 2020<br>956 976 960 980<br>1,035 |
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| 23<br>Loan Loss Provision<br>(thousands)<br>($1,000)<br>$0<br>$1,000<br>$2,000<br>$3,000<br>$4,000<br>2016 2017 2018 2019 2020<br>$3,950<br>$800<br>($600)<br>$800<br>$2,375 |
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| 24<br>Loan Loss Provision to Net Charge-Offs<br>(thousands)<br>($1,000)<br>$0<br>$1,000<br>$2,000<br>$3,000<br>$4,000<br>2016 2017 2018 2019 2020<br>$3,950<br>$800<br>($600)<br>$800<br>$2,375<br>$3,939<br>$518<br>$943<br>$192 $309 |
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| 25<br>Non-Performing Assets<br>(Thousands)<br>$0<br>$2,000<br>$4,000<br>2016 2017 2018 2019 2020<br>$1,624<br>$3,034<br>$1,378<br>$2,339<br>$3,331 |
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| 26<br>Aggregate Commitment for Customers<br>Approved for Payment Relief<br>(Millions)<br>0<br>50<br>100<br>150<br>200<br>250<br>May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 |
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| 27<br>Non-Interest Revenue<br>(excluding security sale gains/losses)<br>(thousands)<br>$11,000<br>$13,000<br>$15,000<br>$17,000<br>2016 2017 2018 2019 2020<br>$14,461 $14,531 $14,507<br>$15,155<br>$16,275 |
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| 28<br>Non-Interest Expense<br>(thousands)<br>$30,000<br>$35,000<br>$40,000<br>$45,000<br>2016 2017 2018 2019 2020<br>$41,615<br>$40,767 $40,936<br>$41,815<br>$44,455 |
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| 29<br>10.06%<br>11.20%<br>12.93%<br>9.29%<br>10.78% 10.78%<br>11.95%<br>9.03%<br>0.00%<br>3.00%<br>6.00%<br>9.00%<br>12.00%<br>15.00%<br>Common Equity Tier 1<br>Capital Ratio<br>Tier 1 Capital Ratio Total Capital Ratio Tier 1 Leverage Ratio<br>Consolidated Bank<br>Regulatory Well Capitalized Requirement<br>Regulatory Capital Ratios<br>As of December 31, 2020 |
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| 30<br>2020 Summary<br>• The resiliency of our community bank customer-<br>focused business model was evident in 2020 as the<br>Company dealt with the many unexpected challenges<br>resulting from the COVID-19 pandemic.<br>• The decline in earnings in 2020 was primarily driven by<br>an increased loan loss provision expense as we<br>prudently built our allowance for loan losses to address<br>the economic uncertainty created by the Covid-19<br>pandemic. |
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| 31<br>2020 Summary<br>• The Company experienced record levels of both loans<br>and deposits as we served as an important financial<br>resource to small businesses and consumers in our<br>marketplace. |
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| 32<br>Jeffrey A. Stopko<br>President/CEO |
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| ASRV Branches<br>Loan Production Offices<br>Overview of AmeriServ Financial Inc.<br>Branch Map Overview<br>▪ $1.3 Billion Community Bank<br>Headquartered in Johnstown, PA<br>▪ 16 Retail Branches<br>▪ 2 Loan Production Offices<br>▪ Sizable Wealth Management<br>Company with $2.5 Billion Assets<br>Under Administration<br>▪ Stable deposit base in core markets with 20%<br>deposit market share in Cambria County<br>▪ Commercial Loan Portfolio well diversified in<br>nearby faster growing markets<br>Financial Highlights as of 03/31/2021<br>($ Millions except per share data)<br>Total Assets $1304.5<br>Total Loans $ 986.6<br>Total Deposits $1117.1<br>Shareholders Equity $ 105.3<br>2020 Net Income $ 4.6<br>2020 Earnings Per Share $ 0.27<br>Tangible Book Value/Share $ 5.47<br>NASDAQ Ticker Symbol ASRV<br>Market Cap $ 69.3 |
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| 34<br>$0<br>$500<br>$1,000<br>$1,500<br>$2,000<br>$2,500<br>1Q '19 2Q 3Q 4Q 1Q '20 2Q 3Q 4Q 1Q '21<br>1,878<br>1,792 1,689<br>669<br>1,409 1,419<br>1,078<br>692<br>2,081<br>Net Income<br>(Thousands) |
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| 35<br>$0.00<br>$0.05<br>$0.10<br>$0.15<br>1Q '19 2Q 3Q 4Q 1Q '20 2Q 3Q 4Q 1Q '21<br>$0.11<br>$0.10 $0.10<br>$0.04<br>$0.08 $0.08<br>$0.06<br>$0.04<br>$0.12<br>Earnings per Share |
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| 36<br>Create long-term value for our shareholders<br>by:<br>• Maintaining financially strong balance sheet<br>• Appropriately managing risk<br>• Consistently improving shareholder returns<br>AmeriServ Strategic Plan |
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| 37<br>Financially Strong Balance Sheet<br>Demand Deposits<br>$207.4<br>Savings, NOW &<br>Money Market,<br>$607.5<br>Certificates of<br>Deposit<br>$256.7<br>Jumbo<br>Certificates of<br>Deposit $45.4<br>$1.1 Billion<br>19%<br>4%<br>23%<br>54%<br>Deposit Composition ($mm)<br>As of March 31, 2021 |
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| 38<br>Financially Strong Balance Sheet<br>Loan Portfolio Composition ($mm)<br>As of March 31, 2021<br>38<br>Residential<br>Mortgage<br>$155.3<br>Home Equity<br>& Consumer<br>$91.7<br>Commercial<br>& Industrial<br>$144.7<br>Commercial<br>Real Estate<br>$527.6<br>$986.6 Million<br>75% Commercial / 25% Retail<br>Non-Owner Occupied CRE / Total Capital Ratio: 348%<br>PPP Loans<br>$67.3 |
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| 39<br>$240.9<br>33%<br>$290.8<br>39%<br>$108.1<br>15%<br>$99.8<br>13%<br>Johnstown Pittsburgh Hagerstown State College/Altoona<br>Loan Total = $739.6 MIllion<br>Financially Strong Balance Sheet<br>Commercial Loan Portfolio Diversification ($mm)<br>As of March 31, 2021 |
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| 40<br>• Generate positive operating leverage by growing<br>revenues at a faster pace than expenses<br>• Conservatively manage our asset quality while<br>working with customers in pandemic impacted<br>industries<br>• Successfully execute a profitable branch<br>acquisition in Somerset County<br>• Continue our diligent focus on capital allocation<br>Strategic Outlook for 2021 |
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| 41<br>• Both net interest income and non-interest income are<br>expected to grow nicely in 2021<br>• The growth in net interest income will be fueled by our<br>continued participation in the Paycheck Protection Loan<br>Program (PPP) and the redeployment of excess liquidity<br>from the surge in deposits into higher yielding loans and<br>investment securities<br>• Our revenue diversification, with a strong non-interest<br>income component, will continue to be driven by our<br>profitable growing Wealth Management Company<br>Generate Positive Operating<br>Leverage |
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| 42<br>• PPP loans have a 1% interest rate and are fully<br>guaranteed by the SBA so there is no credit risk.<br>• Banks earn an attractive processing fee for issuing<br>loans.<br>• As a community bank focusing on small business,<br>the PPP loan program has been very successful for<br>AmeriServ Financial.<br>Paycheck Protection Program (PPP) |
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| 43<br>Paycheck Protection Program - 2021<br>Expected Fee Income<br> Loan Amount # of Loans Approvals Fee % Fee Income<br>Loans up to $50,000 152 $ 2,851,000 12.6% $ 359,000<br>Loans from $50,001 to $349,999 72 $ 9,756,000 5.0% $ 488,000<br>Loans $350,000 to $2 million 23 $18,940,000 3.0% $ 568,000<br>Total 247 $31,547,000 4.5% $ 1,415,000 |
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| 44<br>Paycheck Protection Program<br>Fee Income Recognition<br>PPP Fees Recognized as Income in 2020 $ 1,411,000<br>PPP Fees Recognized as Income in 1Q 2021 $ 739,000<br>Remaining PPP Fees Eligible for Income<br>Recognition $ 1,430,000<br>Potential PPP Fee Income for 2021 $ 2,169,000 |
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| 45<br>Generate Positive Operating Leverage<br>Net Interest Income Growth<br>• Strong commercial loan pipelines suggest that we will be<br>able to redeploy some of our excess liquidity into the<br>higher yielding commercial loan portfolio<br>• We will also portfolio more residential mortgage loans to<br>help utilize some of this liquidity<br>• Recent steepening of the yield curve provides more<br>investment security purchase opportunities<br>• We will continue to focus on reducing deposit costs to<br>address net interest margin pressure |
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| 46<br>Total Deposit Cost %<br>0.00%<br>0.25%<br>0.50%<br>0.75%<br>1.00%<br>1.25%<br>1Q '19 2Q 3Q 4Q 1Q '20 2Q 3Q 4Q 1Q '21<br>1.14% 1.17% 1.17%<br>1.09%<br>1.01%<br>0.73%<br>0.65%<br>0.59%<br>0.52% |
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| 47 47<br>Revenue Diversification Promotes<br>Positive Operating Leverage<br>Non-Interest<br>Income<br>31% Net Interest<br>Income 69%<br>ASRV generates more revenue from non-interest income<br>than our peers due to our strong wealth management<br>company. |
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| 48<br>• Profitable Company with increasing financial<br>contribution to ASRV<br>• Good Diversification of business lines within Wealth<br>Management:<br>• Retirement Services, Personal Trust, Investment Management,<br>ERECT Fund & Diversified Services<br>Revenue Diversification Promotes<br>Positive Operating Leverage<br>Wealth Management |
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| 49<br>• Unique ERECT Fund product allows us to leverage<br>union relationships<br>• Scalable business model well positioned for further<br>growth<br>Revenue Diversification Promotes<br>Positive Operating Leverage<br>Wealth Management |
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| 50<br>Wealth Management Fees<br>$2,396 $2,419 $2,431 $2,484 $2,554 $2,471<br>$2,604 $2,583<br>$2,872<br>$1,000<br>$1,500<br>$2,000<br>$2,500<br>$3,000<br>1Q 2019 2Q 2019 3Q 2019 4Q 2019 1Q 2020 2Q 2020 3Q 2020 4Q 2020 1Q 2021 |
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| 51<br>Conservatively Manage Asset Quality<br>Payment Relief Update<br>Excludes PPP Loans<br>(dollars in thousands)<br>51<br> 3/31/2021<br>Balance<br> Requested<br>Payment<br>Relief<br> %<br>Requesting<br>Relief<br>CRE / Commercial $ 672,300 $ 47,501 7.07%<br>Home Equity / Consumer $ 91,700 $ 37 0.04%<br>Residential Mortgage $ 155,300 $ 2,093 1.35%<br>Total $ 919,300 $ 49,631 5.40% |
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| 52<br>Conservatively Manage Asset Quality<br>March 31, 2021<br>• Allowance for loan losses totaled $11.6 million which<br>represented 1.18% of total loans (1.27% excluding PPP<br>loans) and provided 274% coverage of non-<br>performing assets which totaled $4.2 million.<br>• As a result of the economic challenges created by the<br>pandemic, we have built the allowance for loan losses<br>by $2.3 million over the past year as our provision<br>expense has sharply exceeded our net charge-offs. |
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| 53<br>• AmeriServ not operating under CECL so we continue to<br>utilize the incurred loss methodology when determining<br>loan loss reserves.<br>• Within the allowance for loan losses, $1.1 million or<br>almost 10% is considered unallocated or available for<br>general loan portfolio risk.<br>Conservatively Manage Asset Quality<br>March 31, 2021 |
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| 54<br>• Acquiring approximately $45 million in deposits<br>associated with 2 Riverview Bank branches<br>• We will continue to operate the Meyersdale branch<br>($37 million of deposits) and merge the deposits from<br>their Somerset branch ($8 million of deposits) into our<br>existing Somerset location<br>• Logical expansion within our existing market that will<br>cause ASRV to have the fourth largest market share in<br>Somerset County with 4 branches and $150 million in<br>deposits<br>Somerset County Branch Acquisition |
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| 55<br>• Meyersdale is a nice strategic market fit, extending<br>our franchise south towards Maryland and our<br>Hagerstown location<br>• Profitable branch acquisition due to our well-defined<br>use of these deposits<br>Somerset County Branch Acquisition |
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| 56<br>• We plan to use $33 million of these low-cost deposits<br>to replace an institutional deposit that is maturing in<br>September that has a rate of 2.95%<br>• This replacement alone will increase net interest<br>income by approximately $800,000 and eliminate a<br>deposit concentration with a large customer<br>Somerset County Branch Acquisition |
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| 57<br>• The deposits will be acquired for a 3.71% premium or<br>$1.7 million causing modest tangible book value<br>(TBV) dilution of 1.8%<br>• Since the branch acquisition is immediately accretive<br>to ASRV’s earnings, the initial TBV dilution will be<br>earned back in less than 3 years<br>• The branch acquisition has received regulatory<br>approval and is expected to close on May 22, 2021<br>Somerset County Branch Acquisition |
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| 58<br>• Return capital to shareholders through dividends,<br>share repurchases, or both if feasible.<br>• Focus on growing book value and tangible book<br>value per share<br>• Capital return strategies are always subject to<br>maintaining sufficient capital to support balance<br>sheet growth<br>Capital Allocation Strategies |
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| 59<br>Capital Returns to Shareholders<br> 2018 2019 2020<br> Three Year<br>Total<br>Common Stock BuyBack Program 2,346,000 2,550,000 151,000 5,047,000<br>Common Stock Dividends 1,345,000 1,642,000 1,716,000 4,703,000<br>Total Capital Returned 3,691,000 4,192,000 1,867,000 9,750,000<br>Net Income 7,768,000 6,028,000 4,598,000 18,394,000<br>% of Earnings Returned to<br>Shareholderers 47.5% 69.5% 40.6% 53.0% |
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| 60<br>• As a result of the pandemic in 2020 we shifted our<br>focus to capital preservation rather than capital<br>returns<br>• This change was necessary to support strong balance<br>sheet growth, increased customer lending, and to<br>manage heightened credit risk due to the downturn<br>in the economy<br>• Regulatory capital ratios declined modestly between<br>years, but both the Company and Bank remain well<br>capitalized<br>Capital Allocation – Response to Pandemic |
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| 61<br>• The Board of Directors remains committed to<br>continuing to pay our quarterly common stock cash<br>dividend at the current rate of $0.025 per quarter<br>• This dividend provides shareholders with an ongoing<br>cash return and a competitive dividend yield given<br>the continued low interest rate environment<br>• Our common dividend payout ratio was a<br>reasonable 20.8% of first quarter 2021 net income.<br>Capital Allocation –<br>Common Stock Dividends |
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| 62<br>• As a result of regulatory changes, the regulatory<br>focus on banks with an asset size below $3 billion is<br>now on bank capital levels rather than holding<br>company capital levels.<br>• AmeriServ may have an opportunity to reduce the<br>cost of debt housed at our holding company (TRUPS –<br>Tier 1 Capital 8.45% rate and Sub Debt – Tier 2 Capital<br>6.50% rate) as market conditions for a new sub debt<br>issuance have improved. Additionally, we have<br>better clarity on our asset quality and have gained<br>greater confidence in our earnings power as we have<br>worked through the challenges of the pandemic.<br>Capital Allocation – Holding Company Debt |
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| 63<br>• The ASRV stock price has increased by 38% from last<br>year’s annual meeting and is currently trading at<br>$4.15 a share<br>• Even with this improvement, ASRV stock continues<br>to trade at attractive multiples of 13.8 times trailing<br>12-month earnings and 76% of tangible book value<br>Capital Allocation – ASRV Stock Price |
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| 64<br>Report On Election |
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| 65<br>Question & Answer Period |
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| 66<br>Stay well and stay safe!<br>Thank you for joining us! |
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