8-K - FMBM - Equibles

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 5, 2020

F & M Bank Corp.

(Exact name of registrant as specified in its charter)

Virginia<br><br> <br>(State or other jurisdiction<br><br> <br>of incorporation)	000-13273<br><br> <br>(Commission File Number)	54-1280811<br><br> <br>(IRS Employer<br><br> <br>Identification No.)

P.O. Box 1111

  Timberville, Virginia 22853

  \(540\) 896-8941

(Address including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Not Applicable

(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(s)	Name of each exchange on which registered
None

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 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 7.01. Regalation FD Disclosure.

During the course of the Annual Meeting of Shareholders on May 5, 2020, management of F&M Bank Corp. (the “Company”) presented financial and other information to those attending. The presentation, which includes information regarding the Company’s financial results, business strategies and trends, is intended to be made available to shareholders, analysts and investors. The slides for the presentation are attached as Exhibit 99.1 to this Current Report and are incorporated by reference herein.

This information is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. The filing of this Current Report shall not be deemed an admission as to the materiality of any information in the Current Report that is required to be disclosed solely by reason of Regulation FD.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description of Exhibit
99.1	Annual Meeting Presentation

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.

	F & M Bank Corp.
Date: May 5, 2020	By:	/s/ Carrie A. Comer
		Carrie A. Comer
		Executive Vice President and Chief Financial Officer

Exhibit 99.1

WELCOME SHAREHOLDERS 2020 ANNUAL MEETING

MEETING AGENDA Call to order by Chairman Mike PughAppointment of inspectors and establish quorumReport of Proxy Committee- Aaron GreenPolls closedRecognize Bank Directors and Management F&M Corporate Board F&M Executive Team Harrisonburg/Rockingham Community Board Augusta Community Board F&M Mortgage Board F&M Agriculture BoardApproval of unapproved minutesReport of CFO – Carrie ComerReport of the President & CEO – Mark Hanna Questions or Comments from Shareholders Election of Directors John N. Crist term ends 2023 Daniel E. Harshman term ends 2023 Dean W. Withers term ends 2023 Anne E. Keeler term ends 2021Unfinished Business New BusinessElection of Directors (Aaron Green)Announce ratification of appointment of Yount, Hyde & Barbour PC (Aaron Green)Announce approval of named Executive Officers’ executive compensation (Aaron Green)Announce approval of F&M Bank Corp 2020 Stock Incentive Plan (Aaron Green) Adjournment by Chairman Mike Pugh

Michael W. Pugh has served as Chairman of the Board of the Bank & Company since December 2018. President of Old Dominion Realty, Inc. and Vice President of Colonial Appraisal Service, Inc., he has been the President of Old Dominion Realty, Inc. for 43 years. Mr. Pugh was issued a Virginia Certified General Appraisal license in 1992, a Virginia real estate broker’s license in 1976 and a West Virginia real estate broker’s license in 1982. He has completed numerous classes and certifications related to the real estate field. He has served as a director in the following entities: Bankers Title Shenandoah, F&M Mortgage, Valley Southern Title, Old Dominion Realty, Inc., Colonial Appraisal Service, Inc. and Sunnyside Retirement Communities. Mr. Pugh’s skills and experience relating to real estate sales, development and appraisals benefit the Company in evaluating real estate investments and collateral values for real estate loans. CHAIRMAN OF THE BOARD

(Pictured left to right)Larry Caplinger (Secretary of the Board), Peter Wray, John Crist, Richard Myers, Ronald Wampler, Mark Hanna, Michael Pugh (Chairman), Anne Keeler, Christopher Runion, Ray Burkholder, Dean Withers (Vice Chair), Daniel Harshman BOARD OF DIRECTORS

EXECUTIVE TEAM

COMMUNITY BOARD AUGUSTA COUNTY

COMMUNITY BOARD HARRISONBURG/ROCKINGHAM

COMMUNITY BOARD AG & RURAL PROGRAMS

COMMUNITY BOARD F&M MORTGAGE

FINANCIAL RECAP 2019 2018 ROA 0.57% 1.15% ROE 4.93% 9.67% NIM 4.33% 4.65% NPA 0.89% 1.62% ALLL 1.39% 0.82% Net Charge-Offs / % of Loans $4,255,000 / 0.71% $3,735,000 / 0.58% Provision $7,405,000 $2,930,000 Loan/Deposit 94% 108% Fed Funds $66,559,000 -

NON-PERFORMING ASSETSAS A % OF TOTAL ASSETS

DELINQUENCY % AS A % OF TOTAL LOANS

ALLL AS A % OF TOTAL LOANS

LOANS HELD FOR INVESTMENT 1-4 family comprises the largest concentration at 29%Total Construction and Development exposure is 12% of the portfolioOwner-occupied CRE loans represent 12%; Non-Owner occupied CRE loans represent 10%Renewed focus on Agriculture (4 of top 5 Virginia Agriculture counties in our footprint) Mix: $619.1 million at 3/31/20 Commentary

TOTAL DEPOSITS($MILLIONS)

DEPOSIT COMPOSITION Total Deposits of $679 million have increased $82 million or 13.7% since 2018-year endNon-Interest-Bearing Deposits have increased $25.3 million or 15.8% since 2018 year endThe Deposit mix is desirable, with a deposit cost of 88 basis points at 3/31/20F&M Bank is the deposit market share leader in the Harrisonburg / Rockingham MSA Commentary Deposit Composition Deposit Mix

COVID-19 LOAN PORTFOLIO IMPACT Paycheck Protection Program (PPP) as of 4/29/2020 Loan Type Loan Balance # Loans Avg Mo Extended Dealer Finance $7,034,055 534 1.7 Consumer $459,541 52 1.4 Commercial Non-RE $1,869,299 27 2.1 Commercial RE $51,880,020 58 2.3 Consumer 1-4 Family $11,652,766 62 1.8 Total $72,895,684 733 Loan Deferrals as of 4/29/2020 618 Loans approved for $60 million Fee Income: $2,291,425 575 Loans authorized through SBA 395 Loans funded for $41 million

COVID-19 EXPOSURE Distributed across numerous areas 3/31/20 COLLATERAL BALANCE % Loans construction - non-owner SFR 5,980,011.34 1.0% construction - office 946,263.92 0.2% construction-other owner occupied 12,170,221.34 2.0% construction - industrial/warehouse 2,051,591.82 0.3% construction - assisted living 8,259,674.75 1.4% construction - hotel/motel 1,300,000.00 0.2% development 9,886,238.62 1.6% construction - poultry farm 2,744,908.30 0.5% farmland - residential 2,239,010.11 0.4% commercial owner occ other 5,039,723.41 0.8% commercial non-owner occ other 398,701.37 0.1% poultry farm 12,501,158.44 2.1% raw farmland 11,951,522.47 2.0% multifamily 5,295,207.94 0.9% commercial owner occ church 6,198,523.13 1.0% commercial owner occ other campgrounds 5,317,014.73 0.9% restaurant 5,394,509.66 0.9% school 4,270,845.73 0.7% auto service 2,607,520.54 0.4% 3/31/20 COLLATERAL BALANCE % Loans car sales lot 2,015,613.00 0.3% vineyard 1,985,618.99 0.3% golf course 1,485,515.00 0.2% funeral home 1,164,168.90 0.2% printing 1,004,009.89 0.2% farm equipment sales 1,021,647.52 0.2% event facility 855,401.25 0.1% day care 889,369.43 0.1% racetrack 860,498.23 0.1% equipment repair 813,490.81 0.1% hair salon 577,964.87 0.1% auto sales & service 396,132.80 0.1% emergency services 367,879.09 0.1% other 3,379,893.24 0.6% commercial nonowner occ office 9,744,768.98 1.6% commercial hotel / motel 13,847,647.21 2.3% commercial nonowner occ ind/warehouse 2,864,360.68 0.5% commercial assisted living 2,672,459.04 0.4% commercial nonowner occ retail 22,648,512.01 3.7% commercial nonowner occ other 10,361,222.30 1.7%