8-K
First Bancorp, Inc /ME/ (FNLC)
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, 2020
THE FIRST BANCORP, INC.
(Exact name of Registrant as specified in charter)
Maine
(State or other jurisdiction of incorporation)
| 0-26589 | 01-0404322 | ||
|---|---|---|---|
| (Commission file number) | (IRS employer identification no.) | ||
| Main Street | Damariscotta | Maine | 04543 |
| --- | --- | --- | --- |
| (Address of principal executive offices) | (Zip Code) |
(207) 563-3195
(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 obligations
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))
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. ☐
TABLE OF CONTENTS
Section 5, Item 5.07 Submission of Matters to a Vote of Security Holders Page 1
Signatures Page 3
Exhibit Index Page 4
Section 5 - Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Securities Holders
The 2020 Annual Meeting of Shareholders of The First Bancorp, Inc., the one-bank holding company of First National Bank was held solely by remote communication in a virtual-only format on Wednesday, April 29, 2019, at 11:00 a.m. Eastern Daylight Time, for the following purposes:
| 1. | To elect as Directors of the Company the nominees listed in the Company’s Proxy Statement dated March 16, 2020. |
|---|---|
| 2. | To approve (on a non-binding basis) the compensation of the Company’s executives. |
| --- | --- |
| 3. | To approve (on a non-binding basis) the frequency of shareholder votes on the compensation of the Company's executives. |
| --- | --- |
| 4. | To approve the 2020 Equity Incentive Plan and the reservation of 400,000 shares of Common Stock for issuance thereunder. |
| --- | --- |
| 5. | To ratify the Audit Committee’s selection of Berry Dunn McNeil & Parker, LLC as independent auditors of the Company for 2020. |
| --- | --- |
| 6. | To transact such other business as may properly come before the meeting or any adjournment thereof. |
| --- | --- |
At the Annual Meeting, there were present virtually or by proxy 9,331,123 shares of the Company’s common stock, representing 85.44% of the total outstanding eligible votes. The final voting results for each proposal are as follows:
| 1. | To elect as Directors of the Company the nominees listed in the Company’s Proxy Statement dated March 16, 2020. | |||
|---|---|---|---|---|
| For | Against | Abstain | Broker Non-Vote | |
| --- | --- | --- | --- | --- |
| Katherine M. Boyd | 6,817,052 | — | 316,067 | 2,198,004 |
| Robert B. Gregory | 6,997,391 | — | 135,728 | 2,198,004 |
| Renee W. Kelly | 6,918,979 | — | 214,140 | 2,198,004 |
| Tony C. McKim | 6,969,740 | — | 163,379 | 2,198,004 |
| Mark N. Rosborough | 6,941,613 | — | 191,506 | 2,198,004 |
| Cornelius J. Russell | 6,820,136 | — | 312,983 | 2,198,004 |
| Stuart G. Smith | 7,006,745 | — | 126,374 | 2,198,004 |
| Bruce B. Tindal | 6,804,891 | — | 328,228 | 2,198,004 |
| F. Stephen Ward | 7,004,913 | — | 128,206 | 2,198,004 |
-
To approve \(on a non-binding basis\) the compensation of the Company’s executives.
| For | Against | Abstain | Broker Non-Vote |
|---|---|---|---|
| 6,270,011 | 785,671 | 103,151 | 2,172,290 |
- To approve (on a non-bonding basis) the frequency of shareholder votes on the compensation of the Company's
executives.
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non-Vote |
|---|---|---|---|---|
| 6,325,243 | 200,405 | 522,065 | 111,120 | 2,172,290 |
- To approve the 2020 Equity Incentive Plan and the reservation of 400,000 shares of Common Stock for issuance
thereunder.
| For | Against | Abstain | Broker Non-Vote |
|---|---|---|---|
| 6,769,670 | 304,159 | 85,004 | 2,172,290 |
- To ratify the Audit Committee’s selection of Berry Dunn McNeil & Parker, LLC as independent auditors of the
Company for 2020.
| For | Against | Abstain | Broker Non-Vote |
|---|---|---|---|
| 9,206,752 | 85,985 | 38,386 | — |
SIGNATURE
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.
THE FIRST BANCORP, INC.
By: /s/ Richard M. Elder
Richard M. Elder
Executive Vice President &
Chief Financial Officer
Dated: May 4, 2020
Exhibit Index
Exhibit Number Description of Exhibit
99.1 Registrant's Annual Meeting dated April 29, 2020
annualmeeting2020
2019 Financial Highlights 2020 Annual Meeting of Shareholders April 29, 2020
Milestones Total Assets Eclipsed $2.0 Billion Record Net Income of $25.5 Million Tangible Book Value of $16.75 per share Diluted Earnings per share of $2.34 Cash Dividends Paid of $1.19
Diversified Asset Base Assets up $124 Million to Loan Portfolio Grew $58.8 $2.1 Billion Million to $1.3 Billion Total Assets Loan Portfolio Consumer Other Assets Cash 2% 5% 1% Heloc 7% CommRE 29% Investments 32% Residential 39% Total loans 62% Construction C&I 3% 17% Municipal 3%
Funding & Key Metrics Stable Funding Selected Data For 2019 Liabilities & Equity ROA: 1.27% Borrowed Funds ROTCE: 14.66% 7% Equity 8% NIM: 2.89% Low Cost Deposits 29% Dividend Payout: 50.42% Efficiency: 51.04% Total Capital: 15.27% MMDA & CDs 1Yr. Total Return: 20.13% 56%
1Q2020 Highlights Total Assets $2.14 Billion Net Income $6.5 Million, up 5.5% from 1Q2019 Loans grew $47.1 Million in the quarter Low Cost Deposits stable NPA/TA improved to 0.49% Classified/Equity improved to 16.23% Dividend of $0.30/share
5 Year Lookback – Bank Only Category Year End 2014 Year End 2019 $ Variance % Variance Total Securities $485,754 $675,227 $189,473 39% Total Loans $917,564 $1,297,229 $379,665 41% OREO $3,785 $279 $(3,506) -93% Deposits $1,100,066 $1,688,944 $588,878 54% Shareholders $132,399 $183,654 $51,255 39% Equity Total Assets $1,453,595 $2,039,321 $585,726 40%
5 Year Lookback – Bank Only Category Year End 2014 Year End 2019 $ Variance % Variance NII $39,925 $53,107 $13,182 33% Key Fee Income $8,061 $11,245 $3,184 39% FNWM/FNIS $2,139 $3,318 $1,179 55% Net Income $15,072 $26,122 $11,050 73% Stock Price $18.09 $30.23 $12.14 67% TBV/Share $12.25 $16.75 $4.50 37% EPS $1.41 $2.40 $.99 71% Dividends PS $.83 $1.19 $.36 43%
5 Year Lookback – Bank Only Category Year End 2014 Year End 2019 Variance % Variance Lev Capital 8.76% 9.24% 0.48% 5% LLL $21,065 $28,754 $7,689 37% Classified/Capital 32.00% 19.45% -12.55% -39% NIM 3.11% 2.91% -.20% -6% ROA 1.04% 1.32% .28% 27% ROE 11.59% 15.11% 3.52% 30% Pers Exp/Avg Assets 1.02% 0.93% -.09% -9% Net Occ/Avg Assets 0.35% 0.33% -.02% -6% Total OH/Avg Assets 2.04% 1.74% -.30% -15% ER 55.72% 49.98% -5.74% -10%
COVID-19 Crisis Bank Actions . Drive-up only at all locations . Loan closings, notarizations, debit card replacement, new accounts – drive up . Safe deposit box entrance, other face to face limited with interview questions . Over 80% of our FTEs working from home . Critical staff/tasks still at the Bank . Push to digital channels
COVID-19 Crisis Bank Actions . Paycheck Protection Plan Loans • 1,241 PPP loans for $108,702,012 since 4/3/2020 • Over $3,000,000 in fees . Commercial Loan Customers • 246 loan modifications for $78,449,432 since the crisis began • Direct relief for our customers
COVID-19 Crisis Bank Actions . Residential/Consumer Loan Customers • 290 loan modifications for $37,724,146 since the crisis began • Again, direct relief for our customers . Industry Segment and Reserve Analysis • Lodging, restaurants, and fishing, sectors hit very hard by crisis • ALLL impact analysis is underway though sector analysis • Generally, reserves will rise and earnings will be impacted
Stock Performance
Dividends Quarterly dividend Cash Dividends Declared $1.400 increased by $0.01 in June 2019 $1.200 $1.000 Annual payout up $0.800 43% from 2014 $0.600 $0.400 $0.200 $0.000 2014 2015 2016 2017 2018 2019
FNLC v Maine Bank Stocks FNLC v Maine Bank Stocks 140.00% 120.00% 100.00% 80.00% 60.00% Total Total Return 40.00% 20.00% 0.00% -20.00% 1 YR 2 YR 3 YR 5 YR FNLC 20.13% 20.37% 2.67% 103.04% BHB 17.17% 0.07% -11.99% 38.44% CAC 31.78% 15.36% 11.71% 98.18% NBN 31.69% -4.65% 68.87% 131.26%
FNLC v. Community Banks FNLC v. Industry 120.00% 100.00% 80.00% 60.00% Total Total Return 40.00% 20.00% 0.00% 1 YR 2 YR 3 YR 5 YR FNLC 20.13% 20.37% 2.67% 103.04% CBNK 24.38% 4.26% 9.95% 65.11% KRX 23.86% 2.20% 4.05% 53.43%
FNLC v. Broad Market FNLC v. Broad Market 120.00% 100.00% 80.00% 60.00% Total Total Return 40.00% 20.00% 0.00% 1 YR 2 YR 3 YR 5 YR FNLC 20.13% 20.37% 2.67% 103.04% INDU 25.34% 20.98% 54.99% 80.84% SPX 31.48% 25.70% 53.13% 73.80% RTY 25.49% 11.65% 27.98% 48.36%
