ENB Financial Corp 8-K/A, filed May 9, 2024
ENB Financial Corp (ENBP)
About this 8-K/A
ENB Financial Corp filed this 8-K/A on May 9, 2024, reporting on events of May 7, 2024.
Items reported
- Item 5.07: Shareholder vote results
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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ENB FINANCIAL CORP
EXPLANATORY NOTE
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
On May 7, 2024, ENB Financial Corp (the "Company") held its 2024 Annual Meeting of Shareholders (the "Annual Meeting"). A total of 5,654,355 shares of the Company's common stock were entitled to vote as of March 11, 2024, the record date for the Annual Meeting. There were 4,257,310 shares present in person or by proxy at the Annual Meeting, at which time the shareholders were asked to vote on two (2) proposals. Set forth below are the matters acted upon by the shareholders at the Annual Meeting, and the final voting results on such proposals.
Proposal No. 1 – Election of Class B Directors
The shareholders voted to elect four (4) Class B directors to serve for a term of three (3) years and until their successors are elected and qualified. The results of the vote were as follows:
| Name | For | Withheld | Broker Non-Votes |
| Willis R. Lefever | 3,665,041 | 60,351 | 531,918 |
| Jay S. Martin | 3,682,997 | 42,395 | 531,918 |
| Judith A. Weaver | 3,678,862 | 46,530 | 531,918 |
| Roger L. Zimmerman | 3,677,844 | 47,548 | 531,918 |
Proposal No. 2 - Ratify S.R. Snodgrass, P.C. as public accounting firm for year ending December 31, 2024:
The shareholders voted to ratify S.R Snodgrass, P.C. as the public accounting firm for the year ending December 31, 2024. The results of the vote were as follows:
| For | Against | Abstain |
| 4,194,643 | 8,325 | 54,342 |
| Item 7.01 | Regulation FD Disclosure |
On May 7, 2024, Jeffrey S. Stauffer, Chief Executive Officer and President of the Registrant, as well as other members of management, gave a presentation at the Annual Meeting. A copy of these slides and related material is included in this report as Exhibit 99.1 and is furnished herewith.
1
ENB FINANCIAL CORP
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits |
The following exhibits are filed in this Current Report.
| Exhibit Number | Description | |
| 99.1 | Annual Meeting Presentation Slides. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
2
ENB FINANCIAL CORP
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.
| ENB FINANCIAL CORP | |
| (Registrant) | |
| Dated: May 9, 2024 | /s/ Rachel G. Bitner |
| Rachel G. Bitner | |
| Treasurer | |
| (Principal Financial Officer) |
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Annual Shareholder Meeting MAY 7, 2024
Agenda • Welcome • Reading of the Minutes • Meeting Certification • Matters of Proxy • Voting • Discussion of Company Condition • President’s Remarks • Financial Review • Voting Results • Questions & Answers • Adjournment 2
Presenters Jeffrey S. Stauffer President, CEO & Chairman of the Board – ENB Financial Corp and Ephrata National Bank Adrienne L. Miller, Esq. Vice President and Corporate Secretary – ENB Financial Corp Senior Vice President and Legal Counsel – Ephrata National Bank Rachel G. Bitner Treasurer – ENB Financial Corp Executive Vice President and Chief Financial Officer – Ephrata National Bank 3
Meeting Certification 4 Presented by: Adrienne L. Miller, Esq. Corporate Secretary – ENB Financial Corp
Matters of Proxy ONE Elect four (4) Class B directors to serve a 3 - year term TWO To ratify the selection of S.R. Snodgrass, PC as the independent registered public accounting firm for the year ending December 31, 2024 THREE Transact such other business as may be properly presented here today
Matters of Proxy Elect four (4) Class B directors to serve a 3 - year term Election of Directors – Class B • Willis R. Lefever • Jay S. Martin • Judith A. Weaver • Roger L. Zimmerman
Continuing Directors Continuing Directors – Class A • Dr. Brian K. Reed • Jeffrey S. Stauffer • J. Daniel Stoltzfus Continuing Directors – Class C • Joshua E. Hoffman • Susan Young Nicholas • Mark C. Wagner
Voting Process 8 Presented by: Adrienne L. Miller, Esq. Corporate Secretary – ENB Financial Corp
Voting Process Proxy Holders • Aaron L. Groff, Jr. • Mary E. Leaman Judges of Election • Roger S. Kline • John L. Weber • Paul W. Wenger
President’s Remarks 10 Presented by: Jeffrey S. Stauffer President, CEO & Chairman of the Board – ENB Financial Corp
Executive Team Jeff Stauffer President, CEO & Chairman of the Board Chad Neiss SEVP, Chief Strategy Officer & Head of Mortgage Division Bill Kitsch SEVP, Chief Revenue Officer Rachel Bitner Treasurer/EVP, Chief Financial Officer Cindy Cake EVP, Chief Human Resources Officer Adrienne Miller, Esquire VP, Corporate Secretary SVP, Legal Counsel Nick Klein EVP, Chief Risk Officer Joselyn Strohm SEVP, Chief Operating Officer
Mission Statement To remain an independent community bank of undisputed integrity so the communities we serve benefit from our prosperity. To help our employees find career fulfillment through professional growth, personal empowerment and mutual achievement. To help our customers achieve financial health and wellbeing, as defined by them, throughout their lifetime. To provide our shareholders with a consistent return on their investment by being a top performing financial institution.
Executing a Plan for Future Success ENB 2022 – 2024 Strategic Planning Objectives 1. Evolve Purposeful Leadership Capabilities 2. Develop a Robust Sales & Service Culture 3. Achieve Operational Excellence 4. Manage Risk to Achieve Greater Profitability 5. Pursue Emerging Opportunities that Align with our Mission
Building Community J. Harry Hibshman Scholarship By the Numbers Number of scholarships awarded in 2023 66 Value of scholarships awarded in 2023 $ 1.3 m Number of scholarships awarded since inception 4,600 Value of scholarships awarded since inception $ 32.7 m
2023 Financial Results 15 Presented by: Rachel G. Bitner Treasurer – ENB Financial Corp
Disclosures Unaudited Financial Information Some of the following slides present financial information that is unaudited. Therefore, this information is subject to adjustments that could be necessary upon completion of the annual audit. Forward Looking Statements Some of the material and/or language used in this presentation would be considered a forward looking statement. Management is not obligated to update these forward looking statements.
Net Income (in thousands) 11,395 12,299 14,916 14,631 12,375 0 2,000 4,000 6,000 8,000 10,000 12,000 14,000 16,000 2019 2020 2021 2022 2023
Significant Items Incr./ Decr . % Incr./ Decr . $ 2022 $ 2023 $ Dollars in Thousands 6.8 3,456 50,583 54,039 Net Interest Income - 60.0 (780) 1,300 520 Provision for Credit Loss 9.6 1,176 12,252 13,428 Other Income - 41.1 (535) 1,302 767 Gains on the Sale of Mortgages NA (1,506) 10 (1,496) Security (Losses) Gains 11.9 5,478 45,929 51,407 Operating Expense - 12.5 (2,107) 16,918 14,811 Pre Tax Income
2023 Balance Sheet Growth • Total Assets up $142.1 million + 7.6% • Total Loans up $169.0 million + 14.2% • Total Deposits up $87.8 million + 5.4% • Total Capital up $22.3 million + 22.9%
Capital Position (in thousands) 12/31/22 03/31/23 06/30/23 09/30/23 12/31/23 $97,335 $105,999 $106,334 $97,502 $119,654 Total Stockholders’ Equity $(48,292) $(40,633) $(41,244) $(52,721) $(34,355) Accumulated Other Comprehensive Income (Loss)
Performance Ratios 2021 % 2022 % 2023 % 0.95 0.83 0.65 Return on Average Assets (ROA) 11.16 13.63 12.03 Return on Average Equity (ROE) 2.81 3.03 2.94 Net Interest Margin 69.08 70.28 74.64 Efficiency Ratio
Per Share Data 2021 2022 2023 $2.68 $2.62 $2.19 Earnings Per Share $0.67 $0.68 $0.68 Dividends Per Share 25.00 % 25.95% 31.05% Dividend Payout Ratio $21.70 $16.00 $14.75 Stock Price at Year - End
2023 Peer Analysis * as of 12/31/23 Peer Median ENBP Measurement 0.79% 0.65% Return on Average Assets 10.14% 12.03% Return on Average Equity 3.16% 2.94% Net Interest Margin 65.82% 74.64% Efficiency Ratio $251,000 $228,000 Revenue/full - time equivalent * Peer data consists of the Corporation’s strategic plan peer group which includes 14 banks in PA, NY, and MD with assets between $1.1 billion and $ 3.7 billion.
2023 Peer Analysis * as of 12/31/23 * Peer data consists of the Corporation’s strategic plan peer group which includes 14 banks in PA, NY, and MD with assets between $1.1 billion and $ 3.7 billion. Peer Median % ENBP % Measurement 7.06 5.98 Tangible Capital to Assets 13.05 13.27 Tier 1 Ratio 14.09 14.44 Total Capital Ratio 0.30 0.16 Non - Performing Assets/Total Assets 1.18 1.12 Allowance for Loan Losses/Total Loans
First Quarter 2024 Results (Unaudited) • Earnings : $3,941,000, up $1,500,000, or 61.5% from Q1 2023 • Release of provision, higher non - interest income • ROA : 0.80% • ROE : 13.40% • Net Interest Income : Down $432,000, or 3.1% • Net Interest Margin : 2.81% • Other Income : Up $1,692,000, or 63.8% • Deposit Growth : $71.4 million, or 4.3% higher than March 31, 2023
Voting Results 26 Presented by: Adrienne L. Miller, Esq. Corporate Secretary – ENB Financial Corp
Questions & Answers
Annual Shareholder Meeting MAY 7, 2024