8-K
Bank First Corp (BFC)
8-K
2022-08-26
For: 2022-08-26
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April 06, 2026
UNITED STATES
SECURITIES ANDEXCHANGE COMMISSION
Washington, D.C.20549
FORM 8-K
CURRENT REPORT
Pursuant to Section13 OR 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported) | August 26, 2022 |
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Bank First Corporation
(Exact name of registrant as specified in its charter)
| Wisconsin | 001-38676 | 39-1435359 |
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| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
| 402 North 8th Street, Manitowoc, WI | 54220 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code | (920) 652-3100 | |
| --- | --- |
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) |
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| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Ticker symbol(s) | Name of each exchange on which <br><br>registered |
|---|---|---|
| Common Stock, par value $0.01 per share | BFC | 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 x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for company with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x
| Item 7.01 | Regulation FD Disclosure |
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On August 25, 2022, Bank First Corporation issued its quarterly shareholder newsletter. A copy of the newsletter is attached as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference.
Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 7.01 and Exhibit 99.1 is being furnished to the Securities and Exchange Commission and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section. Furthermore, the information in this Item 7.01 and Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Registrant under the Securities Act of 1933, as amended, or the Exchange Act.
| Item 9.01 | Financial Statements and Exhibits. |
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(d) Exhibits
| Exhibit<br> Number | Description of Exhibit |
|---|---|
| 99.1 | Shareholder Newsletter, dated August, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BANK FIRST CORPORATION | ||
|---|---|---|
| Date: August 26, 2022 | By: | /s/ Kevin M. LeMahieu |
| Kevin M. LeMahieu | ||
| Chief Financial Officer |
Exhibit 99.1
| To our shareholders,<br>Thus far, 2022 has been an exciting year for Bank<br>First as our dedicated team of bankers continues to<br>deliver exceptional financial results as we grow the<br>Bank through solid organic growth complimented by<br>strategic bank acquisitions. This growth is fueled by<br>our team consistently delivering Bank First’s G.U.E.S.T.<br>experience to each customer we serve. At the bank,<br>we Greet our customers by Using their name, making<br>Eye contact, Smiling and Thanking them for their<br>relationship.<br>In the first six months of 2022, Bank First has grown loans (excluding<br>the impact of Paycheck Protection Program loan activity) by 16.24% on<br>an annualized basis. Kevin LeMahieu, our CFO, and I are often asked<br>by financial analysts and institutional investors for Bank First’s secret to<br>delivering consistently strong growth over the years. By focusing our growth<br>on building and growing banking relationships instead of transactions,<br>and delivering our customers with the G.U.E.S.T. experience, we have<br>developed a very loyal customer base. This is demonstrated by our Net<br>Promoter Score of 84, which means nearly 90% of customers responding<br>to a survey are enthusiastic promoters of Bank First and its products and<br>services.<br>Our reputation of providing exceptional customer service puts Bank<br>First at top of mind for other banks seeking to partner with a larger financial<br>institution. We are proud to announce that we closed on our merger<br>with Denmark Bancshares, Inc. on Friday, August 12, and welcomed<br>their customers to the bank on Monday, August 15. Our acquisition of<br>Denmark State Bank will grow our assets by approximately $690 million<br>and enhance our presence in Manitowoc and Brown counties, and<br>expands our footprint to include Shawano County.<br>On July 26, 2022, we announced our upcoming merger with Hometown<br>Bancorp, Ltd, a $627.6 million bank, headquartered in Fond du Lac,<br>Wisconsin. Hometown is a relationship-focused bank that was built on trust<br>and exceptional customer service. This acquisition will grow our presence<br>in Outagamie and Jefferson counties and introduce Bank First to Fond<br>du Lac, Waushara and Columbia counties. Upon completion of the<br>merger on February 10, 2023 (which is subject to regulatory approval), Tim<br>McFarlane, Hometown’s President and CEO, will be joining Bank First as its<br>President. I will remain the bank’s CEO and together we will work diligently<br>to give our team of bankers the products, services and support they need<br>to continue delivering the G.U.E.S.T. experience to all our current and<br>future customers.<br>To learn more about the completion of the Denmark Bancshares, Inc.<br>merger or the upcoming Hometown Bancorp, Ltd. merger, please visit our<br>Shareholder Services section of our website, then select News.<br> Michael B. Molepske<br> CEO and President<br> (920) 652-3202<br>MESSAGE FROM THE CEO<br>Ticker: BFC www.bankfirst.com<br>CORPORATION<br>AUGUST 2022<br>SHAREHOLDER<br>NEWS<br>MIKE MOLEPSKE<br>Bank First Corporation<br>welcomes Laura<br>Kohler to its Board of<br>Directors<br>Laura E. Kohler<br>was elected to<br>the Bank First<br>Corporation<br>Board of<br>Directors on<br>June 13, 2022.<br> “Laura brings<br>a wealth of<br>knowledge,<br>business experience, and<br>dedication to community and<br>social responsibility, which<br>strongly aligns with our culture.<br>Laura approaches matters<br>with an open mind and offers<br>alternative viewpoints,” stated<br>Molepske. “She focuses<br>on making a meaningful<br>impact on our communities,<br>protecting the environment,<br>and creating ethical, safe and<br>inclusive workplaces where all<br>employees can achieve their<br>full potential.” Ms. Kohler will<br>serve on the Compensation<br>and Executive Committees.<br>Her extensive experience in the<br>area of human resources and<br>talent development make her<br>an exceptional addition those<br>committees.<br>Ms. Kohler serves as Senior Vice<br>President – Human Resources,<br>Stewardship and Sustainability<br>for Kohler Co., and has served<br>on Kohler’s Board of Directors<br>and its Executive Committee<br>since 1999. She oversees the<br>company’s worldwide Human<br>Resources organization and<br>leads Kohler’s Stewardship and<br>Sustainability programs.<br>LAURA KOHLER |
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| SECOND<br>QUARTER KEVIN LEMAHIEU<br>Chief Financial Officer<br>(920) 652-3362<br>Quarterly Common Stock Cash Dividend<br>Bank First’s Board of Directors approved a quarterly cash<br>dividend of $0.25 per common share, payable on October<br>5, 2022, to shareholders of record as of September 21, 2022.<br>This dividend represents a 13.6% increase over the previous<br>quarter’s dividend, and a 19.0% increase over the dividend<br>declared one year earlier.<br>Bank First elects Molepske as Chairman of the Board,<br>Sachse as Lead Independent Director<br>Bank First Corporation announced the election of Michael B. Molepske as Chairman of<br>the Board of Directors of Bank First Corporation and Bank First effective June 13, 2022. Mr.<br>Molepske assumed the role from Michael G. Ansay, who will be retiring from the board in<br>2024. To facilitate a smooth transition of leadership to Mr. Molepske, Mr. Ansay stepped<br>down from the role of Chairman with the intention of providing guidance and continuity to<br>the board over the next two years. David R. Sachse has been elected as Lead Independent<br>Director, succeeding Donald R. Brisch, who retired from the Board of Directors on June 13, 2022.<br>The Board of Directors is confident that the industry knowledge, experience, and leadership of all its directors will continue<br>to translate to outstanding customer experience and shareholder return.<br>Brisch and Dempsey retire from the Board of Directors<br>Donald R. Brisch and Michael P. Dempsey, two long-time members of the Board of<br>Directors, retired from the board on June 13, 2022. During his tenure, Brisch has served as<br>Lead Independent Director and participated as a member of every committee. Dempsey<br>became a director of Bank First Corporation and the bank in 2014. He was later named<br>President of the bank in 2015 and served on the bank’s Senior Management Team. With his<br>extensive banking experience, Dempsey provided valuable insight, leadership, creativity,<br>and strength to the Board of Directors.<br>MIKE MOLEPSKE DAVID SACHSE<br>DONALD BRISCH MICHAEL DEMPSEY<br>Total assets for the Company increased by 2.8% to $2.92<br>billion at March 31, 2022, compared to $2.85 billion at March<br>31, 2021. Loans grew by $87.8 million, representing a 3.9%<br>increase year-over-year. Loan balances originated under the<br>Small Business Administration’s Paycheck Protection Program<br>(“PPP”) totaled $16.9 million at March 31, 2022 compared<br>to $188.2 million at March 31, 2021. Excluding the impact of<br>PPP loans, other loans at the Company increased by $259.1<br>million, or 12.7%, year-over-year. Deposits increased by $109.1<br>million during this same period, or 4.5%. Growth in deposits<br>trailed growth in loans during the previous twelve months.<br>Significant government stimulus was put into the economy<br>during 2020 and early 2021, with limited ways to spend it due<br>to many areas of society being shut down, causing deposits<br>at Bank First as well as most financial institutions to swell. During<br>the latter part of 2021 and the first quarter of 2022 some of<br>this stimulus has begun to leave depository accounts as it is<br>deployed into the economy, stunting the growth in overall<br>deposits at the Company year-over-year.<br>Earnings per share for the quarter ended March 31, 2022,<br>was $1.34. This represents a decrease of 10.1% compared to<br>earnings per share of $1.49 during the first quarter of 2021.<br>Loans originated under PPP added $0.6 million to interest<br>income for the first quarter of 2022, compared to $2.4 million<br>for the first quarter of 2021, a reduction of approximately $0.16<br>in quarterly earnings per share for the first quarter year-over-<br>year. The decline in retail residential lending mentioned in the<br>next paragraph further reduced first quarter year-over-year<br>earnings per share by $0.20. Net income was $10.2 million for<br>the quarter ended March 31, 2022, compared to $11.5 million<br>during the quarter ended March 31, 2021.<br>Non-interest income totaled $5.2 million for the quarter<br>ended March 31, 2022, down from $6.3 million during the<br>first quarter of 2021. A primary driver for this decrease was a<br>significant slowdown in the retail lending environment after a<br>robust run through 2020 and 2021, leading to gains on sales of<br>mortgage loans to the secondary market of $0.7 million during<br>the first quarter of 2022, compared to $2.8 million during the<br>first quarter of 2021.<br>Non-interest expense totaled $12.7 million for the quarter<br>ended March 31, 2022, up from $12.4 million for the first quarter<br>of 2021. Most areas of non-interest expense experienced<br>modest increases, though overall expenses were well<br>contained considering the inflationary environment that<br>developed during the end of 2021 and start of 2022. Outside<br>service fees increased by $0.4 million, or 55.2%, during the first<br>quarter of 2022 compared to the first quarter of 2021, due<br>primarily to $0.5 million in expenses related to the pending<br>acquisition of Denmark Bancshares, Inc.<br>Total shareholders’ equity increased by 4.9% to $318.3<br>million at March 31, 2022, compared to $303.4 million at<br>March 31, 2021. Equity increased due to strong earnings<br>which were offset by dividends totaling $8.8 million, common<br>share repurchases totaling $12.9 million, and a decline in the<br>fair value of our available for sale securities portfolio (due<br>to interest rate movements) of $9.1 million over the twelve<br>months from the end of the first quarter of 2021 to the end of<br>the first quarter of 2022. |
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| 6/30/2022 6/30/2021<br>Return on Average Assets (YTD) 1.38% 1.65%<br>Return on Average Equity (YTD) 13.75% 15.16%<br>Full-Time Equivalent Employee (FTE) - period end 279 302<br>Average Assets per Average FTE $ 11,445 $ 9,254<br>Dividend Payout Ratio 15% 14%<br>Dividends Per Share (YTD) $ 0.44 $ 0.42<br>Net Interest Margin (YTD) 3.13% 3.47%<br>Shares Outstanding - period end 7,470,255 7,688,795<br> 6/30/2022 6/30/2021<br>ASSETS<br>Cash, Cash Equivalents and Fed Funds Sold $ 43,985 $ 251,071<br>Investment Securities 326,293 159,730<br>Other Investments at Cost 19,564 8,990<br>Loans, Net 2,364,919 2,205,670<br>Premises and Equipment 50,608 43,503<br>Other Assets 155,658 149,986<br>Total Assets $ 2,961,027 $ 2,818,950<br><br>LIABILITIES<br>Deposits $ 2,601,477 $ 2,446,654<br>Securities Sold Under Repurchase Agreements 16,125 21,679<br>Borrowed Funds 19,235 26,697<br>Other Liabilities 10,028 12,490<br> Total Liabilities $ 2,646,865 $ 2,507,520<br> Total Shareholder Equity 314,162 311,430<br> Total Liabilities and Shareholder Equity $ 2,961,027 $ 2,818,950<br> 6/30/2022 6/30/2021<br>Total Interest Income $ 50,040 $ 48,445<br>Total Interest Expense 4,270 4,528<br>Net Interest Income 45,770 43,917<br>Provision for Loan Losses 1,700 1,850<br>Net Interest Income After Provision for Loan Losses 44,070 42,067<br>Total Other Income 10,785 12,990<br>Total Operating Expenses 25,950 24,652<br>Income Before Provision for Income Taxes 28,905 30,405<br>Provision for Income Taxes 7,068 7,343<br>Net Income $ 21,837 $ 23,062<br>Earnings Per Share: Basic $ 2.89 $ 2.99<br>Earnings Per Share: Diluted $ 2.89 $ 2.99<br>FINANCIAL PERFORMANCE<br>Consolidated Statements of Financial Condition<br>Key Financial Metrics<br>Consolidated Statements of Income<br>(In Thousands)<br>(In Thousands, Except Per Share Data) |
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| Let’s stay in touch. Follow us!<br>Bank First announces new hires and promotions<br>AMY DEMAIN joined Bank First as Vice<br>President – Retail Banking. Amy has over<br>21 years of retail banking experience, most<br>recently serving as Assistant Vice President<br>and Senior Mortgage Loan Officer for<br>North Shore Bank. In her new role, Amy will<br>be responsible for the development and<br>growth of the bank’s retail lending portfolio<br>in Door County. Amy earned her Bachelor<br>of Arts in Psychology and Counseling<br>Foundations at UW - Stout. Amy volunteers<br>at events for the Wisconsin Humane<br>Society and serves as treasurer on the<br>Door County Home Builders Association<br>Board of Directors. She is also a member<br>of the Door County Board of Realtors and<br>serves on the advocacy committee which<br>is responsible for community involvement.<br>In 2021, Amy was named the Door County<br>Board of Realtors Affiliate of the Year for<br>her involvement and contributions to the<br>group.<br>ANDREW THOMAS joined Bank First as<br>Senior Vice President – Business Banking.<br>Andrew has over nine years of commercial<br>lending experience, including three years<br>as a credit analyst and most recently<br>serving as a commercial lender at First<br>Citizens Bank. In his new role, Andrew will<br>be responsible for the development and<br>growth of the bank’s business portfolio in<br>the southern market. Andrew earned his<br>bachelor’s degree in accounting at St.<br>Ambrose University in Davenport, Iowa. He<br>serves on the board of directors of Donna<br>Lexa Art Centers as treasurer as well as on<br>the Wishmaker Committee for Make-A-<br>Wish Wisconsin.<br>ANDREW KITTELSON joined Bank First<br>as Vice President – Business Banking.<br>Andrew comes to Bank First with 29 years<br>of banking experience, specializing in<br>commercial lending, financial planning,<br>and asset management for businesses. In<br>his new role, Andrew will be responsible for<br>developing new and enhancing existing<br>business relationships in Sheboygan<br>County. He earned his Bachelor of Science<br>Degree with a major in Economics and a<br>minor in Business Administration at UW –<br>Stevens Point, in addition to a Bachelor<br>of Science Degree in Accounting at<br>Lakeland University. Andrew serves on the<br>Sheboygan YMCA Board of Managers<br>and is a member of the Sheboygan<br>Rotary Club as well as the Sheboygan<br>County Economic Club. He is active in the<br>St. Peter Claver Church and<br>Christ Child Academy Grade<br>School serving as a member of<br>the Parish Council and Finance<br>Committee and as chairman<br>of the Endowment Committee.<br>DEREK DOMINO has<br>been promoted to Treasury<br>Management Manager. Derek<br>joined Bank First in 2018 as<br>Treasury Management Assistant and has<br>served various roles within the Treasury<br>Management department. Derek was<br>instrumental in helping launch the bank’s<br>Merchant Services platform and continues<br>to manage the program. In his new role,<br>Derek will oversee the bank’s Treasury<br>Management team while continuing to be<br>responsible for growing and onboarding<br>new business customers, assisting current<br>customers with account management<br>solutions, and promoting the bank’s<br>treasury management and merchant<br>service products and services. Derek<br>received his bachelor’s degree in business<br>management and master’s degree in<br>business management and organizational<br>development from Silver Lake College in<br>Manitowoc, Wisconsin.<br>AMANDA SITKIEWITZ has been<br>promoted to Senior Vice President –<br>Market President for the bank’s Manitowoc<br>region. Amanda has over 18 years of<br>banking experience and has served as<br>the Manitowoc Retail Market Manager<br>since 2019. In her new role, Amanda will<br>work closely with business bankers through<br>community engagement endeavors,<br>ensuring the delivery of exceptional<br>customer service, and promoting the bank<br>in the greater Manitowoc area. She will<br>continue to oversee the Bank First offices<br>in Kiel, Manitowoc, Mishicot, Valders, Two<br>Rivers, Reedsville and Whitelaw. Amanda<br>earned her Bachelor of Arts degree in<br>Spanish from the University of Wisconsin<br>- Green Bay and is a native to the<br>Manitowoc area. She serves as treasurer<br>for CORE Treatment Services and is active<br>with the Manitowoc County Board of<br>Realtors as well as the Manitowoc Home<br>Builders Association.<br>KRIS WYCHESIT has been promoted<br>to Retail Banking Officer. Kris joined Bank<br>First in 2010 as Teller / Customer Service<br>Representative and quickly advanced to<br>other roles within the bank including Teller<br>Supervisor, Personal Banker, and most<br>recently Retail Banker. Kris is responsible<br>for assisting current customers with their<br>personal banking needs and providing<br>financial resources to both new and<br>existing customers, including deposit<br>accounts and consumer and retail loans.<br>Kris volunteers at Oostburg Christian School<br>and is a member of the Sheboygan Rotary<br>Club.<br>AJ SPACKMAN has been promoted<br>to Assistant Vice President – Retail Loan<br>Operations Officer. AJ began his career at<br>Bank First in 2012 as a teller. He transitioned<br>to Retail Underwriting, first as Specialist,<br>was later promoted to Retail Underwriting<br>Officer and most recently held the position<br>of Assistant Vice President – Underwriting.<br>In his new role, AJ will manage the bank’s<br>pre-processing, processing, booking,<br>and quality control teams in addition<br>to the underwriting team. AJ earned his<br>bachelor’s degree with a double major<br>in accounting and business management<br>from UW – Green Bay. He is a member of<br>Young Professionals of Manitowoc County.<br>DEMAIN KITTLESON THOMAS<br>WYCHESIT<br>DOMINO SITKIEWITZ<br>SPACKMAN |
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