8-K

FRANKLIN FINANCIAL SERVICES CORP /PA/ (FRAF)

8-K 2024-04-23 For: 2024-04-23
View Original
Added on April 10, 2026

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: April 23, 2024

FRANKLIN FINANCIAL SERVICES CORPORATION

(Exact name of registrant as specified in its new charter)

Pennsylvania 001-38884 25-1440803
(State or other jurisdiction<br><br>of incorporation) (Commission<br><br>File Number) (IRS Employer<br><br>Identification No.)
1500 Nitterhouse Drive, Chambersburg, PA 17201
--- ---
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (717) 264-6116

N/A

(Former name or former address, if changes since last report)

Check the appropriate box below if the Form 8-K 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 class Symbol Name of exchange on which registered
Common stock FRAF Nasdaq Capital Market

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 7.01 Regulations FD Disclosure

Franklin Financial Services Corporation (the “Corporation”) held its annual meeting of shareholders on April 23, 2024.  The shareholder presentation is attached hereto as Exhibits 99.1 and is incorporated herein by reference.



The information in this Form 8-K provided under Item 7.01, including all exhibits attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of the Corporation under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits. The following exhibits are filed herewith:

Number Description

99.1

                     [Investor Presentation, dated April 23, 2024 of Franklin Financial Services](fraf-20240423xex99_1.htm)

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

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.

FRANKLIN FINANCIAL SERVICES CORPORATION

By: /s/ Timothy G. Henry

Timothy G. Henry

President and Chief Executive Officer

Dated: April 23, 2024

		8-K 2024 Shareholder Presentation Apr 2024 Exhibit 99.1	

Exhibit 99.1





Picture 1

Annual MeetingApril 23, 2024




Picture 2

Call to OrderG. Warren Elliott




Picture 3

InvocationPam Johns




Picture 4

Minutes of Last MeetingG. Warren Elliott




Picture 5

Forward Looking Statements In order to help you to better understand the business of the Company – where we have been and where we want to go – my remarks today (and those of other Company officers who will speak or respond to questions) will include forward looking statements relating to anticipated financial performance, future operating results, business prospects, new products, and similar matters. These statements represent our best judgment, based upon present circumstances and the information now available to us, of what we think may occur in the future – and, of course, it is possible that actual results may differ materially from those we envision today.    For a more complete discussion on the subject of forward looking statements, including a list of some of the risk factors that might adversely affect operating results, I refer you to the section entitled “Forward Looking Statements” which appears in our annual report on Form 10-K as filed with the Securities and Exchange Commission (SEC).




Picture 6

IntroductionG. Warren Elliott




Picture 7

Board of DirectorsG. Warren Elliott Chairman of the BoardTimothy (Tim) G. Henry President & CEO




Picture 8

Board of DirectorsMartin R. BrownKevin W. CraigGregory A. Duffey




Picture 9

Board of DirectorsDaniel J. FisherAllan E. Jennings, Jr. Stanley J. Kerlin




Picture 10

Board of DirectorsDonald H. MoweryKimberly M. RzompGregory I. Snook




Picture 11

Nick BybelPartner, Bybel Rutledge LLPZoe ClaytonAssistant Corporate Secretary – Judge of ElectionsIan KandrayCPA, Crowe LLP




Picture 12

Chairman’s RemarksG. Warren Elliott




Picture 13

G. Warren ElliottChairman of the Board




Picture 14

Election of DirectorsG. Warren Elliott




Picture 15

Kevin W. CraigDaniel J. FisherDonald H. Mowery




Picture 16

Say-On-Pay VoteG. Warren Elliott




Picture 17

Ratification of AuditorsG. Warren Elliott




Picture 18

Polls OpenG. Warren Elliott




Picture 19

Financial OverviewMark R. Hollar, Chief Financial Officer




Picture 20

Balance Sheet HighlightsDollars in Thousands ($000’s) Total AssetsInvestmentsNet Loans1DepositsShareholders’ Equity2023$1,836,039$472,930$1,240,933$1,537,978$132,1362022$1,699,579$487,247$1,036,866$1,551,448$114,197Change in $$136,460($14,317) $204,067($13,470) $17,939Change in %8.0%-2.9%19.7%-0.9%15.7%




Picture 21

Financial HighlightsNet Interest IncomeProvision for Credit LossesNoninterest IncomeNoninterest Expense    Net Income2023$53,637$2,724$14,851$50,011$13,5982022$51,586$650$15,250$48,691$14,938Change in $$2,051$2,074($399) $1,320($1,340) Change in %4.0%319.1%-2.6%2.7%-9.0%




Picture 22

Performance MeasuresReturn on Avg. Assets20230.78%Return on Avg. Equity11.39%Return on Avg. Tangible Equity112.32%Efficiency Ratio170.75%Net Interest Margin3.31%20220.83%11.64%12.52%71.21%3.11%




Picture 23

Safety & Soundness Risk-Based Capital Ratio (Total) 20232022Leverage Ratio (Tier 1) 14.45%17.21%9.01%8.95%Nonperforming Assets / Total Assets0.01%0.01%Allowance for Credit Loss / Loans1.28%1.35%Net Recoveries (Charged-Off) Loans / Average Loans-0.02%-0.15%




Picture 24

Shareholder ValuePer Share Measure / Market Valuation20232022 Diluted Earnings Per Share$3.10$3.36 Cash Dividend Yield14.06%3.55% Regular Cash Dividends Paid$1.28$1.28Market Value Per Share$31.55$36.10Book Value Per Share$30.23$26.01Tangible Book Value Per Share2$28.17$23.96Market Cap ($M) $137,905$158,493Price / Book (%104.37%)138.79%Price / Tangible Book (%)112.01%150.67%Price / LTM EPS (X) 10.1810.74Tangible Common Equity Ratio2 6.74% 6.22%




Picture 25

Quarterly Earnings PerformanceQ1Q2Q3Q4$7,000,$6,000,$5,000$4,000$3,000$2,000$1,000$0$3,292$0.75$2,976$0.68$3,859$0.88$3,859$0.88$3,471,$0.79$3,471$0.79$3,361$0.7720232024




Picture 26

President & CEO’s RemarksTimothy (Tim) G. Henry




Picture 27

Timothy (Tim) G. HenryPresident & CEO




Picture 28

QuestionsTimothy (Tim) G. Henry




Picture 29

Polls ClosedG. Warren Elliott




Picture 30

Report by Judge of ElectionZoe R. Clayton




Picture 31

AnnouncementG. Warren Elliott




Picture 32

Thank YouG. Warren Elliott




Picture 33

Meeting Adjourned




Picture 34

GAAP / Non-GAAP Reconciliation 20232022 Return on Tangible EquityNet Income$   13,598$   14,938Average Shareholders’ Equity119,408128,283Less Average Intangible Assets(9,016) (9,016) Tangible Average Shareholders’ Equity (non-GAAP) 110,392119,267Return on Average Tangible Equity (non-GAAP) 12.32%12.52%Efficiency RatioNoninterest Expense$   50,011$   48,691Net Interest Income53,63751,586Plus Tax Equivalent Adjustment to Net Interest Income1,0941,381Plus Noninterest Income, Net of Securities Transactions15,95415,410Total Revenue70,68568,377Efficiency Ratio (non-GAAP) 70.75%71.21%




Picture 35

GAAP / Non-GAAP ReconciliationTangible Book Value (per share) (non-GAAP) 20232022Shareholders’ Equity132,136114,197Less Intangible Assets(9,016) (9,016) Tangible Shareholders’ Equity (non-GAAP) 123,120105,181Shares Outstanding (in thousands) 4,3714,390Tangible Book Value (non-GAAP) 28.1723.96Tangible Common Equity Ratio (non-GAAP) Total Assets1,836,0391,699,579Less Intangible Assets(9,016) (9,016) Total Assets (non-GAAP) 1,827,0231,690,563Tangible Common Equity Ratio6.74%6.22%