8-K

BV Financial, Inc. (BVFL)

8-K 2024-07-19 For: 2024-07-18
View Original
Added on April 08, 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): July 18, 2024

BV FINANCIAL, INC.

(Exact name of Registrant as Specified in Its Charter)

Maryland 001-36094 14-1920944
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
7114 North Point Blvd.
Baltimore, Maryland 21219
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 410 477-5000
---

(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, par value $0.01 per share BVFL 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 July 18, 2024, BV Financial, Inc. (the “Company”), the holding company for BayVanguard Bank, issued a press release announcing its financial results for the three and six months ended June 30, 2024. A copy of the Company's press release is attached as Exhibit 99.1 and is furnished herewith.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.1

                Press Release dated July 18, 2024

104 Cover Page Interactive Data File (embedded within 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 hereunto duly authorized.

BV FINANCIAL, INC.
Date: July 19, 2024 By: /s// Michael J. Dee
Michael J. Dee <br>Chief Financial Officer

EX-99.1

Exhibit 99.1 Contact:

Michael J. Dee

Chief Financial Officer

(410) 477- 5000

BV FINANCIAL, INC. ANNOUNCES FINANCIAL RESULTS

Baltimore, Maryland, July 18, 2024– BV Financial, Inc. (NASDAQ: BVFL), the holding company for BayVanguard Bank (the “Bank”), today reported net income of $3.4 million, or $0.32 per diluted share, for the quarter ended June 30, 2024 compared to net income of $3.9 million, or $0.49 per diluted share, for the quarter ended June 30, 2023. Net income for the six-month period ended June 30, 2024 was $6.0 million or $0.52 per diluted share compared to net income of $7.0 million or $0.88 per diluted share for the six-month period ended June 30, 2023.

Financial Highlights

  • Return on average assets and return on average equity for the three months ended June 30, 2024 were 1.52% and 6.68%, respectively.
  • Net loans held to maturity decreased $2.4 million or 0.3% compared to December 31, 2023.
  • Deposits increased $6.2 million or 1.0% from $634.1 million at December 31, 2023 to $640.3 million at June 30, 2024.
  • Cash and cash equivalents increased by $16.9 million or 23.0% compared to December 31, 2023.
  • Non-accrual loans decreased $2.5 million or 22.0% to $8.2 million at June 30, 2024 from $10.6 million at December 31, 2023.
  • The Company recorded a recovery to the provision for credit losses of $111,000 for the three months ended June 30, 2024 and $92,000 for the six months ended June 30, 2024.

FINANCIAL CONDITION DISCUSSION

Total Assets. Total assets were $897.2 million at June 30, 2024, an increase of $11.9 million, or 1.4%, from $885.3 million at December 31, 2023. The increase was due primarily to a $16.9 million increase in cash, which was primarily offset by decreases in loans and securities.

Cash and Cash Equivalents. Cash and cash equivalents increased $16.9 million, or 23.0%, to $90.4 million at June 30, 2024 from $73.5 million at December 31, 2023. The increase in cash is a result of the increase in deposits and the decrease in other earning assets.

Loans Receivable. Loans receivable decreased $2.4 million, or 0.3%, to $702.4 million at June 30,2024 from $704.8 million at December 31, 2023. Decreases in owner occupied commercial real estate, 1-4 family non-owner occupied loans and 1-4 family owner occupied loans offset increases non-owner occupied commercial real estate and commercial non-real estate loans.


Securities. Securities available for sale decreased by $1.9 million or 5.5% from December 31, 2023 as paydowns in the mortgage-backed securities were not replaced with new purchases. The held-to-maturity portfolio experienced a slight decrease due to paydowns.

Total Liabilities. Total liabilities increased $5.5 million or 0.8%, to $691.7million at June 30,2024 from $686.2million at December 31, 2023. The increase was due primarily to the increase in interest-bearing deposits offsetting a decrease in borrowings as $3.0 million in junior subordinated debt was paid off in the first quarter of 2024.

Deposits. Total deposits increased $6.2 million, or 1.0% to $640.3 million at June 30, 2024 from $634.1 million at December 31, 2023. Interest-bearing deposits increased $7.2 million, or 1.5%, to $499.3 million at June 30,2024 from $492.1 million at December 31, 2023. Noninterest bearing deposits decreased $1.0 million, or 0.7%, to $141.0 million at June 30, 2024 from $142.0 million at December 31, 2023.

Stockholders’ Equity. Stockholders’ equity increased $6.4 million, or 3.2%, to $205.5 million at June 30, 2024 from $199.1 million at December 31, 2023 primarily due to net income during the period.

RESULTS OF OPERATION DISCUSSION

Net Income. Net income was $3.4 million or $0.32 per diluted share for the three months ended June 30, 2024 compared to $3.9 million or $0.49 per diluted share for the three months ended June 30, 2023. In the three months ended June 30, 2023, the Company recognized a gain on the sale of foreclosed real estate of $678,000. Net income was $6.0 million or $0.52 per diluted share for the six months ended June 30, 2024 compared to $7.0 million or $0.88 per diluted share for the six months ended June 30, 2023. In the six months ended June 30, 2023, the Company recognized a gain on the sale of foreclosed real estate of $678,000 and received $225,000 in life insurance proceeds.

Net Interest Income. Net interest income was $8.9 million for the three months ended June 30, 2024 compared to $8.2 million in the three months ended June 30, 2023.The net interest margin for the three months ended June 30, 2024 was 4.33% compared to 4.19% for the three months ended June 30, 2023. The increase in net interest income was due to higher average balances of interest earning assets and higher yields on these assets offsetting the increase in interest expense due to higher rates paid on deposits.

Net interest income was $16.9 million for the six months ended June 30, 2024, compared to $16.4 million in the six months ended June 30, 2023. The net interest margin for the six months ended June 30, 2024 was 4.12% compared to 4.26% for the six months ended June 30, 2023. The increase in net interest income was due to higher average balances of interest earning assets and higher yields on these assets offsetting the increase in interest expense due to higher rates paid on deposits.


Noninterest Income. For the three months ended June 30, 2024, noninterest income totaled approximately $600,000 compared to $1.4 million for the quarter ended June 30, 2023. For the quarter ended June 30, 2023, the Company recognized a gain of $678,000 on the sale of foreclosed real estate.

For the six months ended June 30, 2024, noninterest income totaled $1.2 million as compared to $2.2 million for the six months ended June 30, 2023. In the six-months ended June 30, 2023, the Company recognized a gain of $678,000 on the sale of foreclosed real estate and $225,000 in life insurance proceeds.

Noninterest Expense. For the three months ended June 30, 2024, noninterest expense totaled $4.9 million compared to $4.5 million in the three months ended June 30, 2023. Increases in compensation and benefits increased $232,000 or 8.1% due to increases in salary and benefits, occupancy expense increased by $43,000 or 11.7% due to higher rent and maintenance expenses, data processing expense increased by $34,000 or 10.0% due to annual increases and project expenses and professional fees increased due to price increases and the costs of being a public company.

For the six months ended June 30, 2024, noninterest expense totaled $9.8 million as compared to $9.2 million in the six months ended June 30, 2023. Increases in compensation and benefits increased $482,000 or 8.4% due to increases in staffing and salaries and benefits, occupancy expense increased by $65,000 or 8.3% due to higher rent and maintenance expenses, data processing expense increased by $62,000 or 9.0% due to annual increases and project expenses.

Asset Quality. Non-performing assets at June 30, 2024 totaled $8.4 million consisting of $8.2 million in nonperforming loans and $170,000 in other real estate owned, compared to $10.9 million at December 31, 2023, consisting of $10.7 million in non-performing loans and $170,000 in other real estate owned. During the quarter, our largest loan on non-accrual, a $6.8 million investor commercial real estate loan, was reduced by a $3.0 million cash payment. In July, the remaining $3.8 million balance paid off. At June 30, 2024, the allowance for credit losses on loans was $8.5 million, which represented 1.22% of total loans and 103.9% of non-performing loans compared to $8.5 million at December 31, 2023, which represented 1.21% of total loans and 81.0% of non-performing loans.

Forward-Looking Statements

This press release may contain certain forward-looking statements that are based on management’s current expectations regarding economic, legislative and regulatory issues that may impact the Company’s earnings in future periods. Factors that could cause future results to vary materially from current management expectations include, but are not limited to, general economic conditions, changes in interest rates, increased competitive pressures, the effects of inflation, potential recessionary conditions, general economic conditions or conditions within the securities markets, monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Board of Governors of the FRB, changes in the quality, size and composition of our loan and securities portfolios, changes in liquidity, including the size and


composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio, changes in demand for our products and services, accounting and tax changes, deposit flows, real estate values and competition, changes in accounting and tax principles, policies or guidelines, changes in legislation or regulation and other economic, competitive, governmental, regulatory and technological factors affecting the Company’s operations, pricing, products and services, a failure in or breach of our operational or security systems or infrastructure, including cyber attacks that could adversely affect the Company’s financial condition and results of operations and the business in which the Company and the Bank are engaged and the failure to maintain current technologies, the failure to retain or attract employees.

BV Financial, Inc. is the parent company of BayVanguard Bank. BayVanguard Bank is headquartered in Baltimore, Maryland with fifteen branches in the Baltimore metropolitan area and the eastern shore of Maryland. The Bank is a full-service community-oriented financial institution dedicated to serving the financial service needs of consumers and businesses.


At or For the Three Months At or For the Six Months
Ended June 30, Ended June 30,
2024 2023 2024 2023
Performance Ratios(1):
Return on average assets 1.52 % 1.78 % 1.34 % 1.62 %
Return on average equity 6.68 % 15.24 % 5.92 % 13.90 %
Interest rate spread(2) 3.61 % 3.77 % 3.36 % 3.92 %
Net interest margin(3) 4.33 % 4.19 % 4.12 % 4.26 %
Non-interest expense to average assets 2.19 % 2.07 % 2.21 % 2.14 %
Efficiency ratio(4) 51.53 % 46.57 % 54.42 % 49.27 %
Average interest-earning assets to average interest-bearing liabilities 154.65 % 135.48 % 154.62 % 135.05 %
Average equity to average assets 22.73 % 11.68 % 22.68 % 11.67 %
Credit Quality Ratios:
Allowance for credit losses as a percentage of total loans 1.22 % 1.16 % 1.22 % 1.16 %
Allowance for credit losses as a percentage of non-performing loans 103.88 % 179.14 % 103.88 % 179.14 %
Net charge-offs (recoveries) to average outstanding loans during the year -0.01 % -0.01 % -0.02 % -0.02 %
Non-performing loans as a percentage of total loans 1.17 % 0.65 % 1.17 % 0.65 %
Non-performing loans as a percentage of total assets 0.92 % 0.50 % 0.92 % 0.50 %
Total non-performing assets as a percentage of total assets 0.94 % 0.56 % 0.94 % 0.56 %
Other:
Number of offices 13 15 13 15
Number of full-time equivalent employees 116 117 116 117
(1) Performance ratios are annualized.
(2) Represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(3) Represents net interest income as a percentage of average interest-earning assets.
(4) Represents non-interest expenses divided by the sum of net interest income and non-interest income.

BV FINANCIAL, INC.
Consolidated Balance Sheets
December 31, 2023
(dollars in thousands, except share amounts)
Assets
Cash 9,334 $ 9,260
Interest-bearing deposits in other banks 81,305 64,482
Cash and cash equivalents 90,639 73,742
Equity Investment 236 256
Securities available for sale 32,868 34,781
Securities held to maturity (fair value of 9,051 and 9,206, ACL of 5 and 6) 10,089 10,209
Loans held to maturity 702,373 704,802
Allowance for Credit Losses (8,547 ) (8,554 )
Net Loans 693,826 696,248
Foreclosed real estate 170 170
Premises and equipment, net 13,503 14,250
Federal Home Loan Bank of Atlanta stock, at cost 654 626
Investment in life insurance 19,856 19,657
Accrued interest receivable 3,344 3,279
Goodwill 14,420 14,420
Intangible assets, net 922 1,012
Deferred tax assets, net 8,810 8,969
Other assets 7,825 7,635
Total assets 897,162 $ 885,254
Liabilities and Stockholders' Equity
Liabilities
Noninterest-bearing deposits 141,040 $ 142,030
Interest-bearing deposits 499,260 492,090
Total deposits 640,300 634,120
FHLB borrowings
Subordinated Debentures 34,806 37,251
Other liabilities 16,584 14,818
Total liabilities 691,690 686,189
Stockholders' equity
Preferred stock, 0.01 par value; 1,000,000 shares authorized; none issued or outstanding
Common stock, 0.01 par value; 45,000,000 shares authorized at June 30, 2024 and December 31, 2023; 11,387,723 shares issued and outstanding as of June 30, 2024 and 11,375,803 shares issued and outstanding as of December 31, 2023 114 114
Paid-in capital 110,694 110,465
Unearned common stock held by employee stock ownership plan (7,244 ) (7,328 )
Retained earnings 103,745 97,772
Accumulated other comprehensive loss (1,837 ) (1,958 )
Total stockholders' equity 205,472 199,065
Total liabilities and stockholders' equity 897,162 $ 885,254

All values are in US Dollars.


BV FINANCIAL, INC.
Consolidated Statements of Income
(dollars in thousands, except per share amounts) Three Months Ended June 30, Six Months Ended June 30,
Interest Income 2024 2023 2024 2023
Loans, including fees $ 10,177 $ 9,327 $ 19,959 $ 18,100
Investment securities available for sale 306 277 612 543
Investment securities held to maturity 91 92 183 186
Other interest income 1,043 843 1,867 1,398
Total interest income 11,617 10,539 22,621 20,227
Interest Expense
Interest on deposits 2,242 1,266 4,228 1,931
Interest on FHLB borrowings - 495 - 783
Interest on Subordinated debentures 466 541 1,521 1,075
Total interest expense 2,708 2,302 5,749 3,789
Net interest income 8,909 8,237 16,872 16,438
Provision for (recovery of) credit losses (111 ) (150 ) (92 ) (147 )
Net interest income after provision for (recovery of) credit losses 9,020 8,387 16,964 16,585
Noninterest Income
Service fees on deposits 97 101 200 195
Fees from debit cards 182 188 354 360
Income from investment in life insurance 112 145 199 464
Gain on sale of foreclosed real estate - 678 - 678
Other income 205 258 421 481
Total noninterest income 596 1,370 1,174 2,178
Noninterest Expense
Compensation and related benefits 3,091 2,859 6,220 5,738
Occupancy 409 366 847 782
Data processing 374 340 751 689
Advertising 6 14 11 28
Professional fees 244 176 356 376
Equipment 103 108 205 213
Foreclosed real estate holding costs 11 32 16 159
Amortization of intangible assets 45 46 90 92
FDIC insurance premiums 81 64 164 118
Other expense 533 539 1,160 1,049
Total noninterest expense 4,897 4,544 9,820 9,244
Net income before tax 4,719 5,213 8,318 9,519
Income tax expense 1,320 1,314 2,345 2,505
Net income $ 3,399 $ 3,899 $ 5,973 $ 7,014
Basic earnings per share $ 0.32 $ 0.49 $ 0.52 $ 0.88
Diluted earnings per share $ 0.32 $ 0.49 $ 0.52 $ 0.88

BV FINANCIAL, INC.
Average Balance Sheet for the Quarters ended June 30,
(Dollars in thousands)
For the Three Months Ended June 30,
2024 2023
(dollars in thousands) Average Outstanding Balance Interest Average Yield/Rate Average Outstanding Balance Interest Average Yield/Rate
(Unaudited)
Interest-earning assets:
Loans $ 705,516 $ 10,177 5.79 % $ 679,179 $ 9,327 5.51 %
Securities available-for-sale 33,445 306 3.67 % 35,240 277 3.15 %
Securities held-to-maturity 10,777 91 3.39 % 12,415 92 2.99 %
Cash, cash equivalents and other interest-earning assets 75,031 1,043 5.59 % 61,780 843 5.49 %
Total interest-earning assets 824,769 11,617 5.65 % 788,614 10,539 5.36 %
Noninterest-earning assets 67,088 87,991
Total assets $ 891,857 $ 876,605
Interest-bearing liabilities:
Interest-bearing demand deposits $ 86,892 237 1.09 % $ 87,647 143 0.65 %
Savings deposits 139,980 96 0.28 % 159,790 52 0.13 %
Money market deposits 93,787 475 2.03 % 91,957 140 0.61 %
Certificates of deposit 177,859 1,434 3.23 % 168,064 931 2.22 %
Total interest-bearing deposits 498,518 2,242 1.80 % 507,458 1,266 1.00 %
Federal Home Loan Bank advances 37,500 495 5.29 %
Subordinated debentures 34,789 466 5.36 % 37,122 541 5.85 %
Total borrowings 34,789 466 5.37 % 74,622 1,036 5.57 %
Total interest-bearing<br>liabilities 533,307 2,708 2.04 % 582,080 2,302 1.59 %
Noninterest-bearing demand deposits 139,070 149,444
Other noninterest-bearing liabilities 16,627 42,715
Total liabilities 689,004 774,239
Equity 202,853 102,366
Total liabilities and equity $ 891,857 $ 876,605
Net interest income $ 8,909 $ 8,237
Net interest rate spread 3.61 % 3.77 %
Net interest-earning assets $ 291,462 $ 206,534
Net interest margin 4.33 % 4.19 %
Average interest-earning assets to interest-bearing liabilities 154.65 % 135.48 %

BV FINANCIAL, INC.
Average Balance Sheet for the Six Months ended June 30
(Dollars in thousands)
For the Six Months Ended June 30,
2024 2023
(dollars in thousands) Average Outstanding Balance Interest Average Yield/Rate Average Outstanding Balance Interest Average Yield/Rate
(Unaudited)
Interest-earning assets:
Loans $ 706,942 $ 19,959 5.54 % $ 673,564 $ 18,100 5.42 %
Securities available-for-sale 33,745 612 3.61 % 35,685 543 3.07 %
Securities held-to-maturity 10,796 183 3.41 % 12,166 186 3.08 %
Cash, cash equivalents and other interest-earning assets 68,856 1,867 5.28 % 56,362 1,398 5.02 %
Total interest-earning assets 820,339 22,621 5.41 % 777,777 20,227 5.24 %
Noninterest-earning assets 67,273 87,176
Total assets $ 887,612 $ 864,953
Interest-bearing liabilities:
Interest-bearing demand deposits $ 85,721 473 1.12 % $ 89,733 161 0.36 %
Savings deposits 143,304 161 0.18 % 162,290 92 0.11 %
Money market deposits 90,762 827 1.61 % 95,749 236 0.50 %
Certificates of deposit 175,477 2,767 3.09 % 160,207 1,441 1.81 %
Total interest-bearing deposits 495,264 4,228 1.62 % 507,979 1,930 0.77 %
Federal Home Loan Bank advances 30,862 783 5.12 %
Subordinated debentures 35,297 1,521 11.82 % 37,096 1,076 5.85 %
Total borrowings 35,297 1,521 11.82 % 67,958 1,859 5.52 %
Total interest-bearing<br>liabilities 530,561 5,749 2.31 % 575,937 3,789 1.33 %
Noninterest-bearing demand deposits 139,381 154,521
Other noninterest-bearing liabilities 16,384 33,598
Total liabilities 686,326 764,056
Equity 201,286 100,897
Total liabilities and equity $ 887,612 $ 864,953
Net interest income $ 16,872 $ 16,438
Net interest rate spread 3.36 % 3.92 %
Net interest-earning assets $ 289,778 $ 201,840
Net interest margin 4.12 % 4.26 %
Average interest-earning assets to interest-bearing liabilities 154.62 % 135.05 %

ALLOWANCE FOR CREDIT LOSS - LOANS
(Dollars in thousands)
QTR YTD
6/30/2024 6/30/2024
Beginning Balance $ 8,506 $ 8,554
Provision for credit losses -loans (25 ) (159 )
Net Charge-offs (recoveries):
Owner Occupied 1-4 (56 ) (108 )
Non-Owner Occupied 1-4 (11 ) (39 )
Investor Commercial Real Estate (2 )
OO Commercial Real Estate (2 )
Construction & Land (1 ) (2 )
Farm Loans
Marine & Consumer 2 1
Guaranteed by the US Gov't
Commercial
Net charge-offs (recoveries) (66 ) (152 )
Ending Balance- ACL for Loans $ 8,547 $ 8,547
Balance Reserve for unfunded loan commitments 275 275
Balance Reserve for HTM Securities 5 5
Total ACL $ 8,827 $ 8,827
Provision expense for Unfunded Commitments (85 ) 68
Provision expense for HTM Securities (1 ) (1 )
Total other provision expense $ (86 ) $ 67
Total provision for (recovery of )credit losses $ (111 ) $ (92 )