8-K
FIRST KEYSTONE CORP (FKYS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, 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 4, 2023
| <br><br> |
|---|
| First Keystone Corporation |
| (Exact name of Registrant as specified in its charter) |
| | | |||
|---|---|---|---|---|
| Pennsylvania | **** | 000-21344 | **** | 23-2249083 |
| (State or other | | (Commission | | (IRS Employer |
| jurisdiction of | | File Number) | | Identification No.) |
| incorporation) | | |
| | ||
|---|---|---|
| 111 West Front Street , Berwick , Pennsylvania **** | **** | 18603 **** |
| (Address of principal executive offices) | | (Zip Code) |
| |
|---|
| ( 570 ) 752-3671 |
| (Registrant's telephone number, including area code) |
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 (see General Instruction A.2. below):
| ☐ | 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 class | Symbol | Name of exchange on which registered |
|---|---|---|
| Common Stock | FKYS | OTC: Pink |
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. ☐
CURRENT REPORT ON FORM 8-K
ITEM 5.07 **** Submission of Matters to a Vote of Security Holders
On May 4, 2023, First Keystone Corporation (the “Corporation”) held its Annual Meeting of Shareholders. A total of 6,019,152 shares of the Corporation’s common stock were entitled to vote as of March 10, 2023, the record date for the Annual Meeting. There were 4,429,672 shares present in person or by proxy at the Annual Meeting, at which the shareholders were asked to vote on four (4) proposals. Set forth below are the matters acted upon by the shareholders at the Annual Meeting, and the final voting results of each such proposal.
Proposal No. 1 – Election of Class C Directors
The shareholders voted to elect three (3) Class C Directors to serve for a term of three (3) years and until their successor is elected and qualified. The results of the vote were as follows:
| Name | **** | For | **** | Withheld | **** | Broker Non-Votes |
|---|---|---|---|---|---|---|
| D. Matthew Bower | | 3,412,283 | | 171,246 | | 846,143 |
| Robert A. Bull | | 3,311,424 | | 272,105 | | 846,143 |
| Elaine A. Woodland | | 3,519,776 | | 63,753 | | 846,143 |
Proposal No. 2 – Ratification of the Selection of Independent Registered Public Accounting Firm for Fiscal Year 2023
The shareholders voted to ratify the selection of Baker Tilly US, LLP as the Corporation’s independent registered public accounting firm for the fiscal year 2023. The results of the vote were as follows:
| For | **** | Against | **** | Abstain | **** | Broker Non-Votes |
|---|---|---|---|---|---|---|
| 4,416,953 | | 7,017 | | 5,702 | | 0 |
Proposal No. 3 – Advisory Vote on Executive Compensation
The shareholders voted, on an advisory basis, to approve the compensation of the Corporation’s named executive officers as disclosed in the Corporation’s proxy statement. The results of the vote were as follows:
| 26,463 | ||||||
|---|---|---|---|---|---|---|
| For | **** | Against | **** | Abstain | **** | Broker Non-Votes |
| 3,548,466 | | 26,463 | | 8,600 | | 846,143 |
Proposal No. 4 – Advisory Vote on the Frequency of the Advisory Vote on Executive Compensation
The shareholders voted to recommend, on a non-binding basis, that a non-binding shareholder vote to approve the compensation of the Corporation’s named executive officers should occur every three years. The results of the vote were as follows:
| | | |||||||
|---|---|---|---|---|---|---|---|---|
| 1 Year | **** | 2 Years | **** | 3 Years | **** | <br><br>Abstain | | Broker Non-Votes |
| 1,047,588 | | 232,331 | | 2,239,783 | | 63,827 | | 846,143 |
ITEM 7.01 **** Regulation FD Disclosure
On May 4, 2023, members of management gave presentations 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.
ITEM 9.01 **** Financial Statements and Exhibits
(d) Exhibits.
| Exhibit Number | Description | |
|---|---|---|
| | | |
| 99.1 | | Annual Meeting Presentation Slides |
| 99.2 | | Press release dated May 10, 2023 |
| 104 | | Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.
| FIRST KEYSTONE CORPORATION | |
|---|---|
| (Registrant) | |
| Dated: May 10, 2023 | /s/ Elaine A. Woodland |
| | Elaine A. Woodland |
| | President & Chief Executive Officer |
Exhibit 99.1
| Annual Shareholders’ Meeting<br>May 4, 2023 | |
|---|---|
| ANNUAL MEETING OF SHAREHOLDERS<br>I. Introduction – Robert A. Bull, Chairman<br>II. Call to Order<br>III. Welcome<br>IV. Ascertain Presence of a Quorum – David R. Saracino, Secretary<br>V. Proposal No. 1 – Election of Directors<br>VI. Proposal No. 2 – Ratification of Independent Auditors<br>VII. Proposal No. 3 – Advisory Vote on Executive Compensation<br>VIII. Proposal No. 4 – Advisory Vote on the Frequency of the Advisory<br>Vote on Executive Compensation<br>IX. Management Presentations<br>I. Diane Rosler<br>II. Elaine A. Woodland<br>X. Questions<br>XI. Results of Voting<br>XII. Closing Comment/Adjournment | |
| --- | |
| Introduction<br>➢ Welcome to our IN PERSON Annual Shareholders Meeting<br>➢ Our results for 2022 & 1st quarter 2023 will be made by our CFO, Diane Rosler.<br>➢ Our President and CEO, Elaine Woodland’s, presentation will address some of the highlights of 2022 and<br>will address our plans for the future.<br>➢ We will conduct the normal business portion of the meeting.<br>➢ To supplement today's annual meeting, we will release a more detailed presentation of the meeting as part<br>of the investor presentation on Form 8-K.<br>➢ Unlike our typical previous Annual Meetings, we will not be spending much time focusing on the past. You<br>may find our results for 2022 in our 10-K filing and 1st Quarter 2023 in our 10-Q filing. These documents<br>provide very detailed information. | |
| --- | |
| First Keystone Corporation Board of Directors | |
| --- | |
| First Keystone Corporation Director Emeriti<br>DR. JOSEPH B. JEROME F. FABIAN<br>CONAHAN, JR<br>ROBERT E. BULL JOHN G. GERLACH | |
| --- | |
| Diane C.A. Rosler<br>Senior Vice President, Chief Financial Officer<br>This presentation contains certain forward-looking statements,<br>which are included pursuant to the “safe harbor” provisions of<br>the Private Securities Litigation Reform Act of 1995, and reflect<br>management’s beliefs and expectations based on information<br>currently available. These forward-looking statements are<br>inherently subject to significant risks and uncertainties, including<br>changes in general economic and financial market conditions, the<br>Corporation’s ability to effectively carry out its business plans and<br>changes in regulatory or legislative requirements. Other factors<br>that could cause or contribute to such differences are changes in<br>competitive conditions, and pending or threatened litigation.<br>Although management believes the expectations reflected in such<br>forward-looking statements are reasonable, actual results may<br>differ materially. | |
| --- | |
| $200,000<br> $250,000<br> $300,000<br> $350,000<br> $400,000<br> $450,000<br> $500,000<br> $550,000<br> $600,000<br> $650,000<br> $700,000<br>2018 2019 2020 2021 2022<br>$584,960<br>$621,598<br>$684,132<br>$736,839 $807,169<br>$341,826<br>$306,810 $312,537<br>$413,805 $419,164<br> Loans Investments<br>Average Loan and Investment Balances<br>(amounts in thousands) | |
| --- | |
| 2.50%<br>3.00%<br>3.50%<br>4.00%<br>4.50%<br>5.00%<br>2018 2019 2020 2021 2022<br>4.49%<br>4.78%<br>4.63%<br>4.49%<br>4.41%<br>3.47% 3.45%<br>3.05%<br>2.61%<br>3.02%<br> Loan Yields Investment Yields<br>Loan and Investment Yields<br>(tax equivalent) | |
| --- | |
| $-<br> $100,000<br> $200,000<br> $300,000<br> $400,000<br> $500,000<br> $600,000<br>2018 2019 2020 2021 2022<br>$596,401 $583,740<br>$658,889 $807,970 $794,742<br>$165,341 $157,379<br>$95,791 $89,918<br>$141,450<br> Average Interest Bearing Deposits Average Borrowings<br>Average Interest-Bearing Deposits and Borrowings<br>(amounts in thousands) | |
| --- | |
| 0.00%<br>0.50%<br>1.00%<br>1.50%<br>2.00%<br>2.50%<br>2018 2019 2020 2021 2022<br>0.87%<br>1.14%<br>0.75%<br>0.39%<br>0.66%<br>2.07%<br>2.28%<br>1.48%<br>2.23%<br>2.58%<br> Deposits Borrowings<br>Liability Costs | Deposit and Borrowing Costs |
| --- | |
| 2.50%<br>2.60%<br>2.70%<br>2.80%<br>2.90%<br>3.00%<br>3.10%<br>3.20%<br>3.30%<br>3.40%<br>3.50%<br>2018 2019 2020 2021 2022<br>2.98%<br>2.95%<br>3.25%<br>3.08%<br>2.96%<br>3.18%<br>3.23%<br>3.46%<br>3.22%<br>3.19%<br> Net Interest Spread Net Interest Margin<br>Net Interest Spread and Net Interest Margin<br>(tax equivalent) | |
| --- | |
| $(2,000)<br> $-<br> $2,000<br> $4,000<br> $6,000<br> $8,000<br> $10,000<br> $12,000<br> $14,000<br> $16,000<br>2018 2019 2020 2021 2022<br>$9,211<br>$10,227<br>$11,837<br>$14,688<br>$14,024<br>$459<br>$1,114 $1,577<br>$2,321 $2,294<br>$(65)<br>$911<br>$(58) $323<br>$(846)<br> Net Income After Taxes Tax Expense Net Securities Gain/Loss<br>Net Income After Taxes, Tax Expense & Net Securities Gains/(Losses)<br>(amounts in thousands) | |
| --- | |
| 3 Months Ended<br>March 31, 2023<br>3 Months Ended<br>March 31, 2022 % Change<br>Cash & Cash Equivalents $ 12,313 $ 9,899 24.4%<br>Securites & Restricted Stocks 356,166 439,829 -19.0%<br>Net Loans 855,041 770,091 11.0%<br>Premises & Equipment, Net 19,807 17,994 10.1%<br>Other Assets 67,320 59,274 13.6%<br>Total Assets $ 1,310,647 $ 1,297,087 1.0%<br>Non-Interest Bearing Deposits $ 229,621 $ 241,600 -5.0%<br>Interest-Bearing Deposits 718,294 803,877 -10.6%<br>Total Deposits 947,915 1,045,477 -9.3%<br>Borrowings 204,907 87,331 134.6%<br>Subordinated Debentures 25,000 25,000 0.0%<br>Other Liabilities 7,799 5,724 36.3%<br>Stockholders' Equity 125,026 133,555 -6.4%<br>Liabilities and Stockholders' Equity $ 1,310,647 $ 1,297,087 1.0%<br>Balance Sheet<br>Unaudited<br>(amounts in thousands)<br>For further financial details, see March 31, 2023 10Q filing | |
| --- | |
| 3 Months Ended<br>March 31, 2023<br>3 Months Ended<br>March 31, 2022 % Change<br>Net Interest Income $ 7,804 $ 9,456 -17.5%<br>Plus Non-Interest Income 1,452 1,389 4.5%<br>Equals Operating Revenue 9,256 10,845 -14.7%<br>Less Loan Loss Provision - 219 -100.0%<br>Less Non-Interest Expense 7,753 6,516 19.0%<br>Equals Pre-Tax Income 1,503 4,110 -63.4%<br>Less Income Tax Expense 146 567 -74.3%<br>Equals Net Income $ 1,357 $ 3,543 -61.7%<br>Earnings Per Share $ 0.23 $ 0.60 -61.7%<br>Return on Assets 0.41% 1.07% -61.7%<br>Return on Equity 3.56% 9.88% -64.0%<br>Dividends per Share $ 0.28 $ 0.28 0.0%<br>Unaudited<br>Income Statement<br>(amounts in thousands) | |
| --- | |
| FKC’s Franchise Value<br>➢ History of solid investor returns<br>➢ Dividend Yield of 5.52% at 12/31/2022 & 5.67% at 3/31/2023<br>➢ Historically strong capital position<br>➢ Investor-focused dividend policy<br>➢ Consistent financial performance<br>➢ Efficiency Ratio of 58.79% at 12/31/2022 & 81.45% at 3/31/2023<br>➢ Community focused banking strategies<br>➢ Economic diversity – servicing four distinct markets<br>➢ Strong experienced management team and over 200 dedicated employees<br>➢ Our shareholders | |
| --- | |
| Elaine A. Woodland<br>This presentation contains certain forward-looking statements,<br>which are included pursuant to the “safe harbor” provisions of<br>the Private Securities Litigation Reform Act of 1995, and reflect<br>management’s beliefs and expectations based on information<br>currently available. These forward-looking statements are<br>inherently subject to significant risks and uncertainties, including<br>changes in general economic and financial market conditions, the<br>Corporation’s ability to effectively carry out its business plans and<br>changes in regulatory or legislative requirements. Other factors<br>that could cause or contribute to such differences are changes in<br>competitive conditions, and pending or threatened litigation.<br>Although management believes the expectations reflected in such<br>forward-looking statements are reasonable, actual results may<br>differ materially.<br>President and CEO | |
| --- | |
| Making Connections, Corporate Culture and Commitment<br>➢First Keystone Community Bank remains committed to connecting with our<br>communities, each other, and building a culture that benefits our employees,<br>customers, and shareholders.<br>➢We continued our focus in 2022 on increasing revenue from core operating<br>functions, improving efficiency, and reducing operating expenses. We did this<br>in tandem with providing quality banking services to the communities we<br>serve. | |
| --- | |
| 2020 and 2021 were Extraordinary Times<br>(COVID 19)<br>➢ FKCB overcame challenges during the Pandemic by continuing to do what true community<br>banks do best – we took care of our customers<br>➢ Provided more than 800 SBA PPP loans resulting in $32 million put back into local communities to<br>keep businesses running and ensure that their employees were paid<br>➢ Assisted PPP loan customers to obtain loan forgiveness through the SBA program and FKCB<br>recognized related fee income | |
| --- | |
| 2022<br>➢Federal Reserve increased interest rates 7 times for a total of 4.25%, from<br>March through December<br>➢Interest Expense increased by $3,765,000 primarily due to interest paid to<br>depositors and increased interest paid on short term borrowings through<br>FHLB<br>➢Increased interest rates affected the residential mortgage portfolio – fewer<br>loans originated and sold in 2022 compared to 2021.<br>➢PPP program was subsequently discontinued by SBA and as a result FKCB<br>recognized a $1,224,000 decrease in fee income in 2022 compared to 2021 | |
| --- | |
| 2022<br>“Control What you can Control”<br>➢Controlled non-interest expense<br>➢Total non-interest expense was 2.04% of Average Assets in 2022<br>➢FKC is among the leaders in peer financial institution categories<br>controlling non-interest expense ( i.e., operational efficiency) | |
| --- | |
| Commitment to Community<br>First Keystone Community Bank is YOUR community bank<br>➢ We are passionate about giving generously to the communities we serve, in both<br>corporate and individual employee donations.<br>➢ Throughout the year, our employees donated $9,500 of their own funds during<br>Denim Days, supporting various non-profit agencies throughout our markets.<br>➢ In addition to monetary donations, our employees donated more than 2,300 hours in<br>volunteer work<br>➢ Our employees continue to think not only of the Bank, themselves and their families,<br>but others in our communities.<br>We are so proud of our employees! | |
| --- | |
| Commitment to Community | |
| --- | |
| Commitment to Community<br>➢ In addition to the employee donations, FKCB provided Sponsorships and Donations<br>to various schools and non-profit agencies throughout our communities.<br>➢ Examples include various fundraising walks and events, arts and food festivals,<br>YMCAs, little leagues and school sports teams, holiday events, economic groups,<br>and United Way. We also supported education through EITC donations.<br>➢ Total support in 2022: $226,000 to more than 200 non-profits | |
| --- | |
| Education and Recognition<br>➢ We believe in employee development and support their education via in-house and<br>externally-provided webinars on many pertinent subjects such as cyber-security, compliance<br>and regulatory topics and professional development.<br>➢ We support and encourage attendance at a wide variety of seminars and schools<br>➢ PA Bankers Advanced School of Banking 2022 Graduates:<br>➢ Amanda Jarski, Vice President/ Asst. Compliance Officer<br>➢ In addition to her diploma, Amanda received the prestigious Dr. Philip O. Benham,<br>Jr. Achievement Award for achieving the highest academic achievements and<br>exhibiting exemplary leadership qualities throughout the three-year school.<br>➢ Thomas J. McGrath III, Vice President/ Commercial Loan Officer<br>➢ Tom’s team won the Bank Simulation contest | |
| --- | |
| Education and Recognition<br>ABA Stonier Graduate School of Banking with Wharton Leadership Certificate<br>➢ Christopher Zlobik, Sr. Vice President/ Chief Banking Officer<br>Columbia Montour Chamber of Commerce Leadership Central Penn<br>➢ Tiffany Bienkowski, Asst Vice President/ Commercial Services Officer<br>➢ Chris Matthews, Officer/ Commercial Services Officer | |
| --- | |
| Name/Title<br>Overall<br>Banking<br>Experience<br>Number of years<br>with First<br>Keystone<br>Community Bank<br>Prior Positions held at First Keystone<br>Community Bank Prior Experience<br>Elaine A. Woodland<br>President and CEO<br>42 years 30 years Teller, CSR, Acctg. Clerk, Commercial Loan<br>Officer, Director of Lending, Chief Operating<br>Officer<br>Credit Analyst, Credit Department Manager, Commercial<br>Lender<br>Diane C.A. Rosler<br>Sr. VP, CFO, Cashier<br>32 years 32 years Purchasing Agent, Acctg. Manager, Primary<br>Financial Officer<br>Has worked her entire career at First Keystone Community<br>Bank<br>Mark J. McDonald<br>Sr. VP, Chief Credit Officer<br>37 years 17 ½ years Commercial Services Officer, Credit Admin.<br>Manager<br>Branch Manager, Mortgage Loan Officer, Mortgage Loan<br>Underwriter, Mortgage Loan Dept. Mgr., Credit Analyst,<br>Relationship Mgmt. Development Trainee, Underwriting<br>Analyst, Commercial Lender, Loan Workout Officer<br>Jonathan Littlewood<br>Sr. VP, Chief Lending<br>Officer<br>20 years 15 years Business Deposit Specialist, Commercial Loan<br>Officer<br>Worked for M&T for 5 years as a CSR<br>Chris Zlobik<br>Sr. VP, Chief Banking<br>Officer<br>12 years 12 years Deposit Operations Officer, Computer<br>Applications Analyst, Asst IT Manager<br>Served in the Navy 1992-1994, worked in other industries<br>and started his banking career in Nov 2010<br>June George<br>Sr. VP, Branch<br>Administrator<br>37 years 26 years Consumer Loan Underwriter, Regional Manager<br>(PCB)<br>Pocono Community Bank Branch Manager, Mellon Bank<br>CSR, Asst Branch Manager<br>Kevin Krieger<br>VP, Compliance Officer and<br>CRA Officer<br>44 years Full<br>Time plus 2<br>years Part<br>Time<br>15 years BSA Officer Compliance Consultant, Training Manager, Teller,<br>Teller Supervisor, Bookkeeping Clerk, Proof Clerk, Control<br>Department Clerk, Fed Funds Desk Manager, Branch<br>Manager/Loan Officer, Microfilm Clerk (PT)<br>Rebecca A. Hooper<br>VP, Sr. Trust Officer<br>20 years 20 years Trust Clerk, Trust Admin., Asst. Trust Officer,<br>Trust Officer<br>Has worked her entire career at First Keystone Community<br>Bank<br>David Warho, CISO VP 7 years 7 years Interim IT Manager/ISO, Technology Systems<br>Engineer<br>Tech Support Specialist, Network Operation Center<br>Operator. Holds several degrees, Credentials and<br>Certifications including Masters Degree of Science<br>Cybersecurity and Information Assurance ; CISSP, CHFI,<br>CEH, etc. | |
| --- | |
| Depth of Bench<br>We are proud to have an additional 18 employees with us for more than 30 years!<br>50+ years:<br>Linda Yerges – HR Consultant<br>40+ years:<br>Donna Keefer, Sherri Sitler, Brenda Grasley, Susan Slusser, Tina Gray<br>30+ years:<br>Bonnie Nevel, Alisha Kishbaugh, Lee Hess, Cheryl Wynings,<br>Tina Roth, Diane Rosler, Jodi Alley, Fran Seward, Kim Shiner, Cindy Shultz,<br>Sandy Cole, Pam Wolford<br>AND, and additional 17 employees for more than 20 years! | |
| --- | |
| Recognition and Appreciation for Years of Service<br>Robert E. Bull<br>Retired from Boards of Directors Effective April 1, 2022<br>First Keystone Corporation<br>Chairman of the Board ~ July 5, 1983 – May 5, 2017<br>Director of the Board ~ July 5, 1983 – April 1, 2022<br>First Keystone Community Bank<br>Chairman of the Board – February 17, 1981 – May 5, 2017<br>Director of the Board ~ October 16, 1956 – April 1, 2022 | |
| --- | |
| What else sets us apart?<br>➢ First Keystone Community Bank is an FDIC Insured community bank<br>➢ The FDIC is an independent agency of the U.S. government that protects bank<br>depositors against the loss of their insured deposits in the event that an FDIC-insured<br>bank or saving association fails.<br>➢ According to the FDIC – “Since 1933, no depositor has ever lost a penny of their FDIC-insured funds”<br>➢ All insured financial institutions must display signs in a prominent location indicating<br>their status as an FDIC –insured bank<br>➢ The FDIC has an Electronic Deposit Insurance Calculator (EDIE) available on their<br>website to help depositors determine how much of their deposits are FDIC insured<br>➢ FKCB’s uninsured deposit ratio as of December 2022 is low compared to our Peers.<br>➢ For more information regarding FDIC insurance, visit www.fdic.gov, or call FKCB at<br>570-752-3671. | |
| --- | |
| What sets us apart?<br>➢Relationship-based business model committed to building long-term trust with<br>our customers<br>➢Well positioned to serve our customers and our communities – for nearly 159<br>years<br>➢Diversified loan and deposit portfolios<br>➢Local decision making<br>➢We live and work in your community<br>➢You have access to our experienced team | |
| --- | |
| What sets us apart?<br>➢ Our risk management processes result in strong capital comparing well to our peers<br>➢ Our strategic plan prioritizes safety and soundness, profitability and growth – in that<br>order<br>➢ Adhere to established banking practices “Yesterday’s Traditions…”<br>➢ Our loan portfolio consists of consumers, and small businesses in diverse industries, in<br>our market area<br>➢ Columbia, Luzerne, Monroe, Northampton, Montour, Union and Snyder counties | |
| --- | |
| Looking to the Future<br>➢ Branch Network Relocation and Expansion:<br>➢ 55 Briar Creek Plaza, Berwick PA<br>➢ Briar Creek Office relocated from and in-store branch in Giant Supermarket, Briar Creek Plaza<br>➢ Standalone storefront with expanded teller lines and dedicated customer service offices<br>➢ Same convenient operating hours: 10am-6pm Monday through Friday, 8am- 2pm Saturday & Sunday<br>➢ New location is right next door to our former location and includes 24- hour ATM access<br>➢ 1503 Linden Street, Bethlehem PA<br>➢ Relocated our Loan Production office from a leasehold location at 559 Main Street Bethlehem to our own building<br>➢ Full-service branch including traditional teller line, Customer Service Rep, Branch Manager, drive up teller lanes, drive-up ATM and night depository, Trust & Financial Services, and of course our Commercial Loan officers and support staff<br>➢ Opened March 30, 2023<br>➢ Grand Opening Celebration: May 10, 2023 | |
| --- | |
| 1503 Linden Street, Bethlehem PA | |
| --- | |
| Looking to the Future<br>Electronic Banking<br>➢ Services available now:<br>➢ 24/7 phone support for issues with debit cards<br>➢ Ability to self-manage debit card controls and track spending through our mobile app<br>➢ Block/Unblock point of sale and ATM transactions, report lost or stolen cards, set Transaction Amount, Location, or<br>Merchant limits<br>➢ Mobile Remote Deposit Capture<br>➢ Online Banking<br>➢ E-Statements<br>➢ Online Account Opening<br>➢ See IT package | |
| --- | |
| Looking to the Future<br>Tomorrow’s Vision…..<br>➢ Coming Fall 2023:<br>➢ Improved online banking experience<br>➢ Mobile Remote Deposit Capture, Business Mobile Remote Capture<br>➢ Financial Wellness and Budgeting Suite<br>➢ SavvyMoney Credit Score and Credit Education Suite<br>➢ Zelle<br>➢ Business Positive Pay | |
| --- | |
| Looking to the Future<br>➢ First Keystone Corporation and First Keystone Community Bank are at an inflection point in<br>our history.<br>➢ After successfully navigating the prior financial crisis (2008-2010) and the Covid-19 pandemic,<br>FKCB and many other community banks face the challenge of an uncertain future with<br>changing demographics in its market areas, an evolving financial institutions landscape,<br>economic unpredictability, and geopolitical volatility.<br>➢ The Board and Management believe that the Bank’s strengths of a sound financial position, a<br>strong and dedicated management team, and quality customers and shareholders have<br>permitted it to meet prior challenges and will provide the foundation upon which to evolve its<br>business model that is paramount to retaining its competitive advantage as an independent<br>community financial services company. | |
| --- | |
| Looking to the Future<br>➢ Our goal is to evolve without losing the values that have made the Bank successful.<br>➢ Profitability and growth are primary and competing goals. Driving efficiencies<br>throughout the Bank, though important, will be weighed against the ongoing strong<br>needs to invest and enhance risk management and make investments in management<br>to have the “right people” in the “right seats” on “the bus,” to drive long-term<br>sustainable profitability.<br>➢ We believe that simultaneous tracts of growth, product and service enhancement,<br>optimization and growth of branch network, staff recruitment, training and<br>compensation are keys to future performance. | |
| --- | |
| Keys to our Success are expressed in our<br>Mission Statement<br>First Keystone Corporation and First Keystone Community Bank will be the independent<br>financial services provider of choice to its customers and communities that it serves by<br>providing quality, cost effective, customer focused financial services and products<br>through our dedicated bankers and technology. By doing so, we will enhance our value<br>to our shareholders through sustainable profits and dividends.<br>First Keystone Corporation and First Keystone Community Bank recognize and value the<br>contribution of our employees. To them, we pledge to provide opportunity for a high<br>level of job satisfaction and an equitable exchange for their services. | |
| --- | |
| Commitment to You<br>➢ For nearly 159 years, we have been committed to listening to our customers’ needs<br>➢ That commitment remains true today, and will remain into the future<br>➢ Our role as bankers is more important now than ever as we strive to provide financial<br>access, support and guidance<br>➢ We recently launched our “Your Community. Your Journey. Your Bank” campaign. We<br>will help you with a full range of products and services no matter where you are in life. | |
| --- | |
| Commitment to You<br>The Board of Directors, management and the entire staff are firmly<br>focused on increasing value for our customers, our communities and<br>our shareholders.<br>Thank you for your confidence and continued support of<br>First Keystone Corporation. | |
| --- | |
| Thank you for attending our May 4th, 2023 Annual<br>Shareholders’ Meeting! | |
| --- |
Exhibit 99.2
FIRST KEYSTONE CORPORATION HOLDS ANNUAL MEETING –
ANNOUNCES RE-ELECTIONS AND PROMOTIONS
Berwick, Pennsylvania – May 10, 2023 – First Keystone Corporation (OTC PINK: FKYS), the parent company of First Keystone Community Bank, recently held its 2023 Annual Meeting of Shareholders at the Berwick Golf Club in Berwick, Pennsylvania. It was announced that D. Matthew Bower, Robert A. Bull, and Elaine A. Woodland were re-elected as a Class C Directors to serve for a three-year term and until their successors are properly elected and qualified. They will serve on the Board of Directors for First Keystone Corporation, and its subsidiary, First Keystone Community Bank.
First Keystone Community Bank announced the following employee promotions: Kevin Krieger, Compliance Officer, and Rebecca Hooper, Senior Trust Officer, were promoted to Senior Vice President. Lauren Duane, Business Services Manager; Kathy Jarski, Regional Branch Administrator; Sandy Cole, Community Office Manager II; John Dougherty, Community Office Manager II; and Kim Shiner, Community Officer Manager II, were promoted to Vice President. Stacy Gordner, Accounting Manager; Yolanda Francis, Regional Branch Administrator/Training Specialist; Levi Diltz, Compliance Administrator; and Melanie Fisher, Credit Analyst II, were promoted to Assistant Vice President. Joan Henry, Loan Operations Supervisor; Geovany Elias, Commercial Services Officer I; Jennifer Groblewski, Community Office Manager I; Dylan Woodard, Systems Engineer/Assistant IT Manager; Alex Klinger, Accountant I/Loan Data Specialist; Dawn Bettinger, Commercial Loan Documentation Specialist I; and Jordan Beach, Collector/Loan Servicer, were promoted to Officer.
“First Keystone has recognized these employees for their outstanding service to the Bank and its customers,” stated Elaine A. Woodland, President and Chief Executive Officer.
First Keystone Community Bank is an independently owned community bank since 1864 and presently operates branches in Columbia (5), Luzerne (8), Montour (1), Monroe (4), and (1) Northampton counties. First Keystone Community Bank provides innovative business and personal banking products that focus on “Yesterday’s Traditions. Tomorrow’s Vision.”
Inquiries regarding the purchase of the Corporation’s stock may be made through the following brokers: RBC Wealth Management, 800-223-4207; Janney Montgomery Scott, Inc., 800-526-6397; Boenning & Scattergood, Inc., 800-883-1212; and Stifel Nicolaus & Co. Inc., 800-679-5446.
For more information on First Keystone Community Bank or its parent company, First Keystone Corporation, please contact Elaine A. Woodland at 570-752-3671.