8-K

ISABELLA BANK CORP (ISBA)

8-K 2023-04-21 For: 2023-04-20
View Original
Added on April 07, 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 (Date of earliest event reported): April 20, 2023

ISABELLA BANK CORPORATION

(Exact name of registrant as specified in its charter)

Michigan 000-18415 38-2830092
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.) 401 North Main Street Mt. Pleasant Michigan 48858-1649
--- --- --- ---
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (989) 772-9471

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 l4a-12 under the Exchange Act (17 CFR 240.l4a-l2) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule l4d-2(b) under the Exchange Act (17 CFR 240.l4d-2(b)) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.l3e-4(c)) | | --- | --- |

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
None N/A N/A

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. ☐

Section 2 - Financial Information

Item 2.02 Results of Operations and Financial Condition.

On April 20, 2023, Isabella Bank Corporation issued a press release announcing its results of operations for the three months ended March 31, 2023.

A copy of the press release is filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

The information in this Item 2.02 of Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing made by the registrant under the Securities Act of 1933, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit<br>No. Description
99.1 Press release issuedApril20, 2023
104 Cover page interactive data file - the cover page XBRL tags are embedded within the inline XBRL document

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.

ISABELLA BANK CORPORATION
Dated: April 20, 2023 By: /s/ Jae A. Evans
Jae A. Evans, President & CEO

INDEX TO EXHIBITS

Exhibit<br>No. Description
99.1 Press release issuedAprilearningsrelease_20230331xe.htm20, 2023
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Document

Exhibit 99.1

For Immediate Release

Isabella Bank Corporation

401 North Main Street

Mt. Pleasant, MI 48858-1649

FOR MORE INFORMATION CONTACT:

Trish Tomczak, Director of Marketing

Phone: 989-779-6333 Fax: 989-775-5501

Isabella Bank Corporation Announces First Quarter 2023 Earnings

Solid start to 2023; net income of $5.3 million

Mt. Pleasant, Michigan, April 20, 2023 — Isabella Bank Corporation (the “Corporation”) (OTCQX: ISBA) announced strong earnings results for the first quarter of 2023. The Corporation reported net income of $5.3 million and earnings per common share of $0.70, both substantial increases from the same period in 2022.

First Quarter 2023 Highlights:

•Net income increased 12% to $5.3 million, compared to first quarter 2022.

•Net interest income improved 14%, compared to first quarter 2022.

•Deposits grew more than $69 million, or 4%, from December 31, 2022.

•Shareholders earned a cash dividend of $0.28 per share, with an annualized dividend yield of 4.52%, as of March 31, 2023.

The Corporation’s significant growth in net interest income results largely from a combination of increased interest rates and growth in its loan portfolio. Those more than offset a climb in interest expense that accompanied a quarter of excellent growth in deposits.

“We are very pleased with our first quarter operating results,” said Jae A. Evans, President and Chief Executive Officer. “Isabella Bank's stability as a community bank and its already strong liquidity position were further enhanced in the quarter, in sharp contrast to challenges elsewhere in the banking sector.

“Isabella Bank's continued growth reflects our complete suite of financial products and services delivered by staff customers trust,” Evans said. “Significantly, we opened a full-service branch in Saginaw at the end of March — our fifth branch in Saginaw County. This growth in our footprint demonstrates our role and commitment to consumer and business customers as a prominent, independent community bank.”

Operating Results

Net income: Net income for first quarter 2023 was $5.3 million, compared to $4.7 million in the first quarter of 2022, increasing 12.4%. Earnings per common share were $0.70 for the first quarter of 2023, above the $0.63 reported for the same period in 2022.

Net interest income: Net interest income for first quarter 2023 increased $1.9 million, or 13.9%, compared to the same period in 2022. Rising rates on loans and investment securities led to a $3.8 million increase in gross interest income. However, the combination of continued growth in deposits and rising interest rates led to a $2.0 million increase in interest expense during the quarter.

Noninterest income and expenses: Noninterest income decreased $254,000 during the first quarter of 2023 compared to the same period in 2022. The decline was mainly driven by a $300,000 reduction in mortgage servicing rights, as rising interest rates have led to a decline in both the volume and balance of loans serviced. Noninterest expenses increased $878,000, primarily the result of increased compensation, professional services, and FDIC insurance expense.

Net yield on interest earning assets: The Corporation’s fully taxable equivalent net yield on interest earning assets was 3.22% for the first quarter of 2023, compared to 2.86% for the same period in 2022. The marked improvement is the result of the implementation of strategic programs focused on improving the net yield in a rising rate environment, which included a reduced reliance on higher-cost borrowed funds and brokered deposits.

Balance Sheet

Assets: Total assets were $2.1 billion and assets under management were $2.92 billion as of March 31, 2023. Managed assets includes loans sold and serviced of $259.5 million as well as $571.5 million in investment and trust assets managed by Isabella Wealth.

Loans: Loans outstanding as of March 31, 2023 totaled $1.3 billion. During the first quarter, gross loans increased $6.5 million primarily due to growth within the commercial and consumer portfolios. The adherence to strong underwriting standards continued to be reflected in the low levels of total past due and nonaccrual loans, which were $6.1 million, or 0.48% of total loans, at the end of the period.

Deposits: Total deposits increased $69.3 million, or 3.97%, since December 31, 2022, driven by growth in money market and CD accounts, in addition to new customer relationships.

Capital: The Bank is considered a “well-capitalized” institution, as its capital ratios exceeded the minimum designated requirements. As of March 31, 2023, the Bank’s Tier 1 Leverage Ratio was 9.25%, Tier 1 Capital Ratio was 13.73%, and Total Capital Ratio was 14.67%. The minimum requirements to be considered well capitalized are a Tier 1 Leverage Ratio of 5.0%, Tier 1 Capital Ratio of 8.0%, and Total Capital Ratio of 10.0%.

Dividend: During the first quarter of 2023, the Corporation paid a $0.28 per common share cash dividend. Based on the Corporation’s closing stock price of $24.80 as of March 31, 2023, the annualized cash dividend yield was 4.52%.

About the Corporation

Isabella Bank Corporation (OTCQX: ISBA) is the parent holding company of Isabella Bank, a state chartered community bank headquartered in Mt. Pleasant, Michigan. Isabella Bank was established in 1903 and has been committed to serving the local banking needs of its customers and communities for 120 years. The Bank offers personal and commercial lending and deposit products, as well as investment, trust, and estate planning services through Isabella Wealth. The Bank has locations throughout seven Mid-Michigan counties: Clare, Gratiot, Isabella, Mecosta, Midland, Montcalm, and Saginaw.

For more information about Isabella Bank Corporation, visit the Investor Relations link at www.isabellabank.com. Isabella Bank Corporation common stock is quoted on the OTCQX tier of the OTC Markets Group, Inc.’s electronic quotation system (www.otcmarkets.com) under the symbol “ISBA.” The Corporation’s investor relations firm is Renmark Financial Communications, Inc. (www.renmarkfinancial.com).

Forward-Looking Statements

This press release includes forward-looking statements. To the extent that the foregoing information refers to matters that may occur in the future, please be aware that such forward-looking statements may differ materially from the actual results. Additional information concerning some of the factors that could cause materially different results is included in the sections titled “Risk Factors” and “Forward Looking Statements” set forth in Isabella Bank Corporation’s filings with the Securities and Exchange Commission, which are available from the Securities and Exchange Commission’s Public Reference facilities and from its website at www.sec.gov.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Dollars in thousands)

March 31<br>2023 December 31<br>2022
ASSETS
Cash and cash equivalents
Cash and demand deposits due from banks $ 21,987 $ 27,420
Fed Funds sold and interest bearing balances due from banks 76,736 11,504
Total cash and cash equivalents 98,723 38,924
Available-for-sale securities, at fair value 568,650 580,481
Mortgage loans available-for-sale 171 379
Loans 1,270,651 1,264,173
Less allowance for credit losses 12,640 9,850
Net loans 1,258,011 1,254,323
Premises and equipment 26,304 25,553
Corporate owned life insurance policies 33,208 32,988
Equity securities without readily determinable fair values 15,746 15,746
Goodwill and other intangible assets 48,286 48,287
Accrued interest receivable and other assets 35,525 33,586
TOTAL ASSETS $ 2,084,624 $ 2,030,267
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits
Noninterest bearing $ 478,829 $ 494,346
Interest bearing demand deposits 383,602 372,155
Certificates of deposit under $250 and other savings 867,435 810,642
Certificates of deposit over $250 83,662 67,132
Total deposits 1,813,528 1,744,275
Borrowed funds
Federal funds purchased and repurchase agreements 31,995 57,771
Subordinated debt, net of unamortized issuance costs 29,267 29,245
Total borrowed funds 61,262 87,016
Accrued interest payable and other liabilities 16,501 12,766
Total liabilities 1,891,291 1,844,057
Shareholders’ equity
Common stock — no par value 15,000,000 shares authorized; issued and outstanding 7,540,015 shares (including 175,663 shares held in the Rabbi Trust) in 2023 and 7,559,421 shares (including 154,879 shares held in the Rabbi Trust) in 2022 127,717 128,651
Shares to be issued for deferred compensation obligations 5,344 5,005
Retained earnings 90,586 89,748
Accumulated other comprehensive income (loss) (30,314) (37,194)
Total shareholders’ equity 193,333 186,210
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 2,084,624 $ 2,030,267

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(Dollars in thousands except per share amounts)

Three Months Ended <br> March 31
2023 2022
Interest income
Loans, including fees $ 14,889 $ 12,378
Available-for-sale securities
Taxable 2,502 1,615
Nontaxable 718 660
Federal funds sold and other 486 109
Total interest income 18,595 14,762
Interest expense
Deposits 2,829 936
Borrowings
Federal funds purchased and repurchase agreements 149 9
Federal Home Loan Bank advances 72
Subordinated debt, net of unamortized issuance costs 266 266
Total interest expense 3,244 1,283
Net interest income 15,351 13,479
Provision for credit losses 41 37
Net interest income after provision for credit losses 15,310 13,442
Noninterest income
Service charges and fees 1,978 2,209
Wealth management fees 786 754
Earnings on corporate owned life insurance policies 226 210
Net gain on sale of mortgage loans 67 224
Other 236 150
Total noninterest income 3,293 3,547
Noninterest expenses
Compensation and benefits 6,589 6,074
Furniture and equipment 1,597 1,450
Occupancy 1,005 966
Other 3,007 2,830
Total noninterest expenses 12,198 11,320
Income before federal income tax expense 6,405 5,669
Federal income tax expense 1,084 935
NET INCOME $ 5,321 $ 4,734
Earnings per common share
Basic $ 0.70 $ 0.63
Diluted $ 0.70 $ 0.62
Cash dividends per common share $ 0.28 $ 0.27

AVERAGE BALANCES, INTEREST RATE, AND NET INTEREST INCOME (UNAUDITED)

(Dollars in thousands)

The following schedules present the daily average amount outstanding for each major category of interest earning assets, non-earning assets, interest bearing liabilities, and noninterest bearing liabilities. These schedules also present an analysis of interest income and interest expense for the periods indicated. All interest income is reported on a fully taxable equivalent (FTE) basis using a federal income tax rate of 21%. Loans in nonaccrual status, for the purpose of the following computations, are included in the average loan balances. Federal Reserve Bank (FRB) and Federal Home Loan Bank (FHLB) restricted equity holdings are included in other interest earning assets.

Three Months Ended
March 31, 2023 March 31, 2022
Average<br>Balance Tax<br>Equivalent<br>Interest Average<br>Yield /<br>Rate Average<br>Balance Tax<br>Equivalent<br>Interest Average<br>Yield /<br>Rate
INTEREST EARNING ASSETS
Loans $ 1,268,269 $ 14,889 4.70 % $ 1,235,788 $ 12,378 4.01 %
Taxable investment securities 504,889 2,471 1.96 % 421,503 1,615 1.53 %
Nontaxable investment securities 106,240 1,021 3.84 % 101,604 920 3.62 %
Fed funds sold 17 4.50 % 3 0.06 %
Other 60,583 486 3.21 % 163,353 109 0.27 %
Total earning assets 1,939,998 18,867 3.89 % 1,922,251 15,022 3.13 %
NONEARNING ASSETS
Allowance for credit losses (12,660) (9,128)
Cash and demand deposits due from banks 25,039 26,839
Premises and equipment 25,864 24,461
Accrued income and other assets 71,063 102,805
Total assets $ 2,049,304 $ 2,067,228
INTEREST BEARING LIABILITIES
Interest bearing demand deposits $ 379,717 $ 146 0.15 % $ 383,474 $ 50 0.05 %
Savings deposits 645,987 1,466 0.91 % 615,335 159 0.10 %
Time deposits 267,463 1,217 1.82 % 290,146 727 1.00 %
Federal funds purchased and repurchase agreements 39,709 149 1.50 % 49,058 9 0.07 %
Federal Home Loan Bank advances % 14,889 72 1.93 %
Subordinated debt, net of unamortized issuance costs 29,253 266 3.64 % 29,166 266 3.65 %
Total interest bearing liabilities 1,362,129 3,244 0.95 % 1,382,068 1,283 0.37 %
NONINTEREST BEARING LIABILITIES
Demand deposits 486,491 458,343
Other 13,094 16,898
Shareholders’ equity 187,590 209,919
Total liabilities and shareholders’ equity $ 2,049,304 $ 2,067,228
Net interest income (FTE) $ 15,623 $ 13,739
Net yield on interest earning assets (FTE) 3.22 % 2.86 %

SELECTED FINANCIAL DATA (UNAUDITED)

(Dollars in thousands except per share amounts)

Three Months Ended
March 31<br>2023 March 31<br>2022 March 31<br>2021
PER SHARE
Basic earnings $ 0.70 $ 0.63 $ 0.68
Diluted earnings $ 0.70 $ 0.62 $ 0.67
Dividends $ 0.28 $ 0.27 $ 0.27
Tangible book value $ 19.24 $ 19.56 $ 21.35
Quoted market value
High $ 25.10 $ 26.00 $ 22.50
Low $ 22.08 $ 24.50 $ 19.45
Close (1) $ 24.80 $ 25.85 $ 21.75
Common shares outstanding (1) 7,540,015 7,542,758 7,958,883
Average number of common shares outstanding 7,556,585 7,533,711 7,969,462
Average number of diluted common shares outstanding 7,634,417 7,639,688 8,088,524
PERFORMANCE RATIOS
Return on average total assets 1.04 % 0.92 % 1.09 %
Return on average shareholders' equity 11.35 % 9.02 % 9.78 %
Return on average tangible shareholders' equity 15.28 % 11.72 % 12.53 %
Net interest margin yield (FTE) 3.22 % 2.86 % 2.98 %
ASSETS UNDER MANAGEMENT (1)
Loans sold with servicing retained $ 259,512 $ 275,556 $ 298,514
Assets managed by Isabella Wealth $ 571,453 $ 501,829 $ 454,459
Total assets under management $ 2,915,589 $ 2,838,318 $ 2,768,405
ASSET QUALITY (1)
Nonaccrual loans $ 488 $ 747 $ 4,532
Foreclosed assets $ 414 $ 187 $ 384
Net loan charge-offs (recoveries) $ (9) $ (64) $ (50)
Nonperforming loans to gross loans 0.04 % 0.06 % 0.38 %
Nonperforming assets to total assets 0.05 % 0.05 % 0.26 %
Allowance for credit losses to gross loans 0.99 % 0.76 % 0.78 %
CAPITAL RATIOS (1)
Shareholders' equity to assets 9.27 % 9.50 % 10.83 %
Tier 1 leverage 8.58 % 8.12 % 8.56 %
Common equity tier 1 capital 12.71 % 12.83 % 13.77 %
Tier 1 risk-based capital 12.71 % 12.83 % 13.77 %
Total risk-based capital 15.77 % 15.84 % 14.54 %

(1) At end of period

SUPPLEMENTAL BALANCE SHEET DATA (UNAUDITED)

(Dollars in thousands)

March 31<br>2023 December 31<br>2022 September 30<br>2022 June 30<br>2022 March 31<br>2022
Commercial $ 755,595 $ 744,440 $ 730,504 $ 772,567 $ 727,614
Agricultural 94,760 104,985 96,850 94,726 88,169
Residential real estate 336,186 336,694 334,412 329,795 328,559
Consumer 84,110 78,054 74,385 74,822 74,029
Gross loans $ 1,270,651 $ 1,264,173 $ 1,236,151 $ 1,271,910 $ 1,218,371 March 31<br>2023 December 31<br>2022 September 30<br>2022 June 30<br>2022 March 31<br>2022
--- --- --- --- --- --- --- --- --- --- ---
Noninterest bearing demand deposits $ 478,829 $ 494,346 $ 510,127 $ 488,110 $ 461,473
Interest bearing demand deposits 383,602 372,155 368,537 370,284 387,187
Savings deposits 662,495 625,734 651,129 635,397 635,195
Certificates of deposit 288,103 251,541 260,741 265,477 279,708
Internet certificates of deposit 499 499 499 598 598
Total deposits $ 1,813,528 $ 1,744,275 $ 1,791,033 $ 1,759,866 $ 1,764,161 March 31<br>2023 December 31<br>2022 September 30<br>2022 June 30<br>2022 March 31<br>2022
--- --- --- --- --- --- --- --- --- --- ---
U.S. Treasury $ 212,086 $ 208,701 $ 206,791 $ 214,474 $ 218,268
States and political subdivisions 108,719 117,512 114,000 119,649 114,015
Auction rate money market preferred 2,716 2,342 2,479 2,497 2,867
Mortgage-backed securities 37,797 39,070 41,042 45,796 49,578
Collateralized mortgage obligations 200,252 205,728 209,720 167,572 152,441
Corporate 7,080 7,128 7,201 7,602 7,750
Available-for-sale securities, at fair value $ 568,650 $ 580,481 $ 581,233 $ 557,590 $ 544,919 March 31<br>2023 December 31<br>2022 September 30<br>2022 June 30<br>2022 March 31<br>2022
--- --- --- --- --- --- --- --- --- --- ---
Securities sold under agreements to repurchase without stated maturity dates $ 31,995 $ 57,771 $ 52,479 $ 47,247 $ 51,353
Federal Home Loan Bank advances 10,000 10,000
Subordinated debt, net of unamortized issuance costs 29,267 29,245 29,225 29,203 29,181
Total borrowed funds $ 61,262 $ 87,016 $ 81,704 $ 86,450 $ 90,534

SUPPLEMENTAL STATEMENTS OF INCOME DATA (UNAUDITED)

(Dollars in thousands)

Three Months Ended March 31
2023 2022
Service charges and fees
ATM and debit card fees $ 1,160 $ 1,093
Service charges and fees on deposit accounts 611 609
Freddie Mac servicing fee 159 171
Net mortgage servicing rights income (loss) (36) 264
Other fees for customer services 84 72
Total service charges and fees 1,978 2,209
Wealth management fees 786 754
Earnings on corporate owned life insurance policies 226 210
Net gain on sale of mortgage loans 67 224
Other 236 150
Total noninterest income $ 3,293 $ 3,547 Three Months Ended March 31
--- --- --- --- ---
2023 2022
Compensation and benefits $ 6,589 $ 6,074
Furniture and equipment 1,597 1,450
Occupancy 1,005 966
Other
Audit, consulting, and legal fees 535 549
ATM and debit card fees 400 434
Marketing costs 245 239
Memberships and subscriptions 240 217
FDIC insurance premiums 228 125
Loan underwriting fees 215 182
Director fees 204 201
Donations and community relations 184 287
All other 756 596
Total other noninterest expenses 3,007 2,830
Total noninterest expenses $ 12,198 $ 11,320