8-K

MVB FINANCIAL CORP (MVBF)

8-K 2022-10-31 For: 2022-10-31
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Added on April 06, 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): October 31, 2022
MVB Financial Corp.
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(Exact name of registrant as specified in its charter)
West Virginia 001-38314 20-0034461
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(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
301 Virginia Avenue, Fairmont, WV 26554-2777
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(Address of principal executive offices) (Zip Code) (304) 363-4800
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(Registrant's telephone number, including area code)
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
Common stock, $1.00 par value MVBF The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 2.02.    Results of Operations and Financial Condition.

On October 31, 2022, MVB Financial Corp. issued a press release announcing its financial results for the quarter ended September 30, 2022. A copy of the press release is furnished as Exhibit 99.1 to this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, is hereby furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits.

99.1    Press release of MVB Financial Corp. dated October 31, 2022

104    Cover Page Interactive Data File (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.

MVB Financial Corp.
By: /s/ Donald T. Robinson
Donald T. Robinson<br>President and Chief Financial Officer

Date: October 31, 2022

Document

Exhibit 99.1

mvbfa.jpg

N E W S R E L E A S E

MVB Financial Corp. Announces Third Quarter 2022 Results

(FAIRMONT, WV) October 31, 2022 – MVB Financial Corp. (NASDAQ: MVBF) (“MVB Financial,” “MVB” or the “Company”), the holding company for MVB Bank, Inc. ("MVB Bank"), today announced financial results for the third quarter of 2022, with reported net income of $2.7 million, or $0.22 basic and $0.21 diluted earnings per share.

Quarterly Year-to-Date
2022 2022 2021 2022 2021
Third Quarter Second Quarter Third Quarter
Net income $ 2,718 $ 2,956 $ 11,828 $ 8,538 $ 29,160
Earnings per share - basic $ 0.22 $ 0.24 $ 1.00 $ 0.70 $ 2.49
Earnings per share - diluted $ 0.21 $ 0.23 $ 0.92 $ 0.66 $ 2.32

“During the third quarter, we continued to drive strong loan production, counter-cyclical growth in low-cost deposits and net interest margin expansion, resulting in robust growth in net interest income, while maintaining strong asset quality,” said Larry F. Mazza, Chief Executive Officer, MVB Financial. “In addition, MVB’s year-to-date results evidenced significant progress in our efforts to drive growth in Fintech fee income, further diversifying our revenue base.”

Mazza added, “Amidst these favorable underlying trends, challenges also emerged. Higher interest rates and a slowing economy impacted our mortgage business and fee income and, coupled with elevated provisioning for loan losses related to our strong loan growth, impacted our earnings for the quarter.”

“As demonstrated throughout MVB’s history, and through our corporate values, we are ‘Adaptive’ as market conditions change. While we continue to successfully execute on our MVB-F1: Success Loves Speed Strategy, we are adjusting to wet track conditions by sharpening our focus. Specifically, we are implementing initiatives that are expected to drive a 12% reduction from MVB’s annualized third quarter 2022 noninterest expense base, with 75% of the projected cost savings to be achieved by the end of the first quarter 2023, and the remainder expected to be fully captured by the end of the third quarter of 2023.”

THIRD QUARTER 2022 HIGHLIGHTS

•Strong growth in low-cost deposits amidst cyclical industry headwinds

▪Total deposits were $2.70 billion as of September 30, 2022, an increase of $82.0 million, or 3.1%, from June 30, 2022 and $298.0 million, or 12.4%, from September 30, 2021.

▪Noninterest-bearing (“NIB”) deposits were $1.41 billion as of September 30, 2022, an increase of $68.9 million, or 5.1%, from June 30, 2022 and $412.4 million, or 41.3%, from September 30, 2021. NIB deposits represented 52% of total deposits as of September 30, 2022, as compared to 51% and 42% as of June 30, 2022 and September 30, 2021, respectively.

▪The cost of funds was 59 basis points for the quarter ended September 30, 2022 up 37 basis points compared to the quarter ended June 30, 2022 and 35 basis points compared to the quarter ended September 30, 2021. The increase from the prior quarter primarily reflected a change in deposit mix based on average balances, led by growth in average interest-bearing deposits as compared to relatively consistent average NIB deposits, as well as higher interest rates and increased Federal Home Loan Banks borrowings during the quarter. The increase in cost of funds compared to the prior year period mostly reflected higher interest rates, partially offset by the relatively higher contribution of NIB deposits relative to the prior year.

•Loan growth and margin expansion drive our strong growth in net interest income

▪Net interest income on a tax-equivalent basis totaled $30.1 million for the quarter ended September 30, 2022, up $3.2 million, or 11.8%, and $10.7 million, or 55.1%, from the quarters ended June 30, 2022 and September 30, 2021, respectively.

▪Total loan balances of $2.47 billion as of September 30, 2022 increased by $256.3 million, or 11.6%, compared to June 30, 2022 and $707.2 million, or 40.1%, compared to September 30, 2021.

▪Loans held-for-sale were $20.0 million as of September 30, 2022, compared to $11.9 million as of June 30, 2022 and none as of September 30, 2021, led by MVB Bank’s Small Business Administration (“SBA”) lending growth vehicle.

▪On a tax-equivalent basis, net interest margin for the quarter ended September 30, 2022 was 4.25%, an increase of 15 basis points versus the quarter ended June 30, 2022 and an increase of 100 basis points versus the quarter ended September 30, 2021. The quarter over quarter increase in net interest margin was due primarily to strong loan growth, higher loan yields, and significantly lower cash balances, partially offset by an increase in funding costs.

◦Asset quality indicators remained stable

▪Nonperforming loans totaled $22.4 million, or 0.9% of total loans, as of September 30, 2022, as compared to $19.3 million, or 0.9% of total loans, as of June 30, 2022, and $17.5 million, or 1.0% of total loans, as of September 30, 2021. Criticized loans as a percentage of total loans were 3.4%, as compared to 4.0% as of June 30, 2022, and 6.5% as of September 30, 2021.

▪Net charge-offs were $1.3 million, or 0.22% of total loans on an annualized basis, for the quarter ended September 30, 2022, compared to $1.2 million, or 0.21% of total loans on an annualized basis, for the quarter ended June 30, 2022. Net charge-offs on an annualized basis, for the quarter ended September 30, 2021, were not significant.

▪The provision for loan losses totaled $5.1 million for the quarter ended September 30, 2022, compared to $5.1 million for the quarter ended June 30, 2022, and $0.4 million for the quarter ended September 30, 2021. Allowance for loan losses was 1.07% of total loans as of September 30, 2022, an increase of four basis points from June 30, 2022 and a decline of 36 basis points from September 30, 2021. Approximately 84% of the increase in the allowance for loan losses for the quarter ended September 30, 2022 is attributable to strong growth in our loan balances during the quarter.

◦Quarter over quarter expense growth largely held in check

▪Noninterest expense totaled $30.0 million for the quarter ended September 30, 2022, an increase of $0.1 million, or 0.5%, from the quarter ended June 30, 2022 and an increase of $4.1 million, or 16.0%, from the quarter ended September 30, 2021. The increase from the quarter ended June 30, 2022 primarily reflects an increase in other operating expenses of $0.5 million, or 24.1%, and an increase in equipment depreciation and maintenance of $0.3 million, or 19.9%, mostly offset by a decrease in salaries and employee benefits of $0.7 million, or 3.5%. The increase relative to the prior year period primarily reflects higher salaries and employee benefits costs of $1.8 million, or 10.8%, and higher other operating expenses of $1.3 million, or 116.1%.

INCOME STATEMENT

Net interest income on a tax-equivalent basis totaled $30.1 million for the quarter ended September 30, 2022, up $3.2 million, or 11.8%, from the quarter ended June 30, 2022 and $10.7 million, or 55.1%, from the quarter ended September 30, 2021. The increase in net interest income compared to both periods generally reflects strong loan growth, primarily driven by the Company’s strategic lending partnerships growth vehicle and broad-based growth throughout CoRe Banking business.

Interest income increased $5.8 million, or 20.7%, to $33.9 million from the quarter ended June 30, 2022 and $13.4 million, or 65.5%, from the quarter ended September 30, 2021. The tax-equivalent yield on loans was 5.26% for the quarter ended September 30, 2022, compared to 5.06% for the quarter ended June 30, 2022 and 4.25% for the quarter ended September 30, 2021. Higher loan yields generally reflect new loan production at favorable interest rates and the impact of the Fed rate increases on our commercial loan portfolio.

Interest expense increased $2.6 million, or 183.7%, from the quarter ended June 30, 2022 and increased $2.7 million, or 192.3%, from the quarter ended September 30, 2021. The cost of funds was 59 basis points for the quarter ended September 30, 2022, up 37 basis point compared to the quarter ended June 30, 2022 and 35 basis points compared to the quarter ended September 30, 2021. The increase from the prior quarter primarily reflected a change in deposit mix based on average balances, led by growth in average interest-bearing deposits as compared to relatively consistent average NIB deposits, as well as higher interest rates and increased FHLB borrowings during the quarter. The increase in cost of funds compared to the prior year period mostly reflected higher interest rates, partially offset by the relatively higher contribution of NIB deposits relative to the prior year.

On a tax-equivalent basis, net interest margin for the quarter ended September 30, 2022 was 4.25%, an increase of 15 basis points versus the quarter ended June 30, 2022 and 100 basis points versus the quarter ended September 30, 2021. Please see the table below for a reconciliation between net interest margin and net interest margin on a fully tax-equivalent basis, a non-GAAP measure. The increase in net interest margin from the quarter ended June 30, 2022 reflected the impact of strong loan growth, partially offset by an increase in deposit costs. The increase in net interest margin from the quarter ended September 30, 2021 also reflected strong loan growth and an increase in deposit costs, to a greater extent. The average loan-to-deposit ratio during the quarter ended September 30, 2022 was 92.5%, compared to 82.9% for the quarter ended June 30, 2022, and 78.9% for the quarter ended September 30, 2021.

Noninterest income totaled $8.2 million for the quarter ended September 30, 2022, a decrease of $3.7 million, or 31.2% from the quarter ended June 30, 2022 and a decrease of $13.8 million, or 62.7%, from the quarter ended September 30, 2021.

The decrease in noninterest income compared to the prior quarter is driven by decreases in equity method investment income of $1.6 million, or 286.0%, in other operating income of $0.9 million, or 51.5%, and in payment card and service charge income of $0.7 million, or 17.5%. The sale of mortgaging servicing rights in June 2022 resulted in $1.2 million of the decrease in other operating income. The decrease in payment card and

service charge income is driven by decreased interchange income. The decline in equity method investment income was primarily due to lower mortgage banking revenue reflecting the continued sharp increase in market interest rates during the third quarter of 2022. Further disaggregation of the Company’s noninterest income is available below.

The decrease in noninterest income compared to the comparable quarter in the prior year is driven by a one-time gain on acquisition and divestiture activity in the quarter ended September 30, 2021 totaling $10.8 million.

Noninterest expense totaled $30.0 million for the quarter ended September 30, 2022, an increase of $0.1 million, or 0.5%, from the quarter ended June 30, 2022 and an increase of $4.1 million, or 16.0%, from the quarter ended September 30, 2021. The increase from the quarter ended June 30, 2022 in expenses primarily reflects a decrease in salaries and employee benefits of $0.7 million, or 3.5%, partially offset by an increase in other operating expenses of $0.5 million, or 24.1%. The increase relative to the prior year period primarily reflects higher salaries and employee benefits costs of $1.8 million, or 10.8% and higher other operating expenses of $1.3 million, or 116.1%. The increases in salaries and employee benefits were due to continued hiring during 2022 that resulted in a 30% increase in average full time equivalent employees for the nine months’ ended September 30, 2022 as compared to the nine months’ ended September 30, 2021. This hiring was strategic to front-line revenue producers and enhanced risk management infrastructure.

The Company continues to make Fintech investments to transform its business model and adapt to changing market conditions and opportunities. For the quarter ended September 30, 2022, earnings were impacted by approximately $1.6 million of net loss from its MVB Edge Ventures segment, as compared to net losses of $1.3 million and $1.6 million for the quarters ended June 30, 2022 and September 30, 2021, respectively.

BALANCE SHEET

Loans totaled $2.47 billion at September 30, 2022, an increase of $256.3 million, or 11.6%, and $707.2 million, or 40.1%, as compared to June 30, 2022 and September 30, 2021, respectively. Adjusted for the removal of PPP loans from all periods, loan balances increased by 11.8% from the quarter ended June 30, 2022 and by 51.6% from the quarter ended September 30, 2021. Loan growth for both periods was driven primarily by the Company’s strategic lending partnerships growth vehicle. Loans held-for-sale were $20.0 million as of September 30, 2022, compared to $11.9 million at June 30, 2022 and none at September 30, 2021, led by MVB Bank’s SBA lending growth vehicle.

Deposits totaled $2.70 billion as of September 30, 2022, an increase of $82.0 million, or 3.1%, from June 30, 2022 and $298.0 million, or 12.4%, from September 30, 2021. NIB deposits totaled $1.41 billion as of September 30, 2022, an increase $68.9 million, or 5.1%, from June 30, 2022 and $412.4 million, or 41.3%, from September 30, 2021. Growth in NIB deposit balances primarily reflects Fintech business, while the increase in total deposits also reflects an increase in brokered deposits and other certificates of deposit. At 52% of total deposits, NIB deposits continue to exceed all other deposits combined.

CAPITAL

The Community Bank Leverage Ratio was 11.1% as of September 30, 2022, compared to 11.6% as of June 30, 2022 and 12.0% as of September 30, 2021. MVB’s Tier 1 Risk-Based Capital Ratio was 13.1% as of September 30, 2022, compared to 13.7% as of June 30, 2022 and 15.7% as of September 30, 2021. The Bank’s Total Risk-Based Capital Ratio was 14.1% as of September 30, 2022, compared to 14.7% as of June 30, 2022 and 17.0% as of September 30, 2021.

The Company issued a quarterly cash dividend of $0.17 per share for the quarter ended September 30, 2022, consistent with the quarter ended June 30, 2022 and up $0.03, or 21%, from the quarter ended September 30, 2021.

ASSET QUALITY

Nonperforming loans totaled $22.4 million, or 0.9% of total loans, as of September 30, 2022, as compared to $19.3 million, or 0.9% of total loans, as of June 30, 2022, and $17.5 million, or 1.0% of total loans, as of September 30, 2021. Criticized loans as a percentage of total loans were 3.4%, as compared to 4.0% as of June 30, 2022, and 6.5% as of September 30, 2021.

Net charge-offs were $1.3 million, or 0.22% of total loans on an annualized basis, for the quarter ended September 30, 2022, compared to $1.2 million, or 0.21% of total loans on an annualized basis, for the quarter ended June 30, 2022. Net charge-offs on an annualized basis, for the quarter ended September 30, 2021, were not significant.

Changes to the outstanding balances of the loan portfolios, the level of recognized charge-offs and the resulting historical loss rates and adjustments to the risk grading of loans within the portfolio are all contributing factors in the provision for loan losses. The provision for loan losses totaled $5.1 million for the quarter ended September 30, 2022, compared to $5.1 million for the quarter ended June 30, 2022, and $0.4 million for the quarter ended September 30, 2021. Allowance for loan losses to total loans was 1.07% as September 30, 2022, as compared to 1.03% as of June 30, 2022 and 1.43% as of September 30, 2021.

About MVB Financial Corp.

MVB Financial, the holding company of MVB Bank, is publicly traded on The Nasdaq Capital Market® (“Nasdaq”) under the ticker “MVBF.”

MVB Financial is a financial holding company headquartered in Fairmont, WV. Through its wholly-owned subsidiary, MVB Bank, and MVB Bank’s subsidiaries, MVB Financial provides financial services to individuals and corporate clients in the Mid-Atlantic region and beyond.

Nasdaq is a leading global provider of trading, clearing, exchange technology, listing, information and public company services.

For more information about MVB, please visit ir.mvbbanking.com.

Forward-looking Statements

MVB Financial has made forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, in this press release that are intended to be covered by the protections provided under the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations about the future and are subject to risks and uncertainties. Forward-looking statements include, without limitation, information concerning possible or assumed future results of operations of the Company and its subsidiaries. Forward-looking statements can be identified by the use of words such as “may,” “could,” “should,” “would,” “will,” “plans,” “believes,” “estimates,” “expects,” “anticipates,” “intends,” “continues” or the negative of those terms or similar expressions. Note that many factors could affect the future financial results of the Company and its subsidiaries, both individually and collectively, and could cause those results to differ materially from those expressed in forward-looking statements. Therefore, undue reliance should not be placed upon any forward-looking statements. Those factors include but are not limited to: market, economic, operational, liquidity and credit risk; changes in market interest rates; inability to achieve anticipated synergies and successfully integrate recent mergers and acquisitions; inability to successfully execute business plans, including strategies related to investments in Fintech companies; competition; length and severity of the COVID-19 pandemic and its impact on the Company’s business and financial condition; changes in economic, business and political conditions; changes in demand for loan products and deposit flow; operational risks and risk management failures; and government regulation and supervision. Additional factors that may cause actual results to differ materially from those described in the forward-looking statements can be found in the Company’s Annual Report on Form

10-K for the year ended December 31, 2021, as well as its other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. Except as required by law, the Company disclaims any obligation to update, revise or correct any forward-looking statements.

Accounting standards require the consideration of subsequent events occurring after the balance sheet date for matters that require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of a public company’s financial statements when filed with the SEC. Accordingly, the consolidated financial information in this announcement is subject to change.

Questions or comments concerning this Earnings Release should be directed to:

MVB Financial Corp.

Donald T. Robinson, President and Chief Financial Officer

(304) 598-3500

drobinson@mvbbanking.com

Amy Baker, VP, Corporate Communications and Marketing

(844) 682-2265

abaker@mvbbanking.com

MVB Financial Corp.

Financial Highlights

Consolidated Statements of Income

(Unaudited) (Dollars in thousands, except per share data)

Quarterly Year-to-Date
2022 2022 2021 2022 2021
Third Quarter Second Quarter Third Quarter
Interest income $ 33,903 $ 28,090 $ 20,484 $ 85,255 $ 60,380
Interest expense 4,057 1,430 1,388 6,901 4,724
Net interest income 29,846 26,660 19,096 78,354 55,656
Provision (release of allowance) for loan losses 5,120 5,100 380 11,500 (542)
Net interest income after provision (release of allowance) for loan losses 24,726 21,560 18,716 66,854 56,198
Total noninterest income 8,191 11,909 21,951 31,970 48,053
Noninterest expense:
Salaries and employee benefits 18,316 18,983 16,528 55,260 42,100
Other expense 11,649 10,836 9,301 33,386 26,250
Total noninterest expenses 29,965 29,819 25,829 88,646 68,350
Income before income taxes 2,952 3,650 14,838 10,178 35,901
Income tax expense 397 859 3,164 2,161 7,006
Net income before noncontrolling interest 2,555 2,791 11,674 8,017 28,895
Net loss attributable to noncontrolling interest 163 165 154 521 265
Net income attributable to parent 2,718 2,956 11,828 8,538 29,160
Preferred dividends 35
Net income available to common shareholders $ 2,718 $ 2,956 $ 11,828 $ 8,538 $ 29,125
Earnings per share - basic $ 0.22 $ 0.24 $ 1.00 $ 0.70 $ 2.49
Earnings per share - diluted $ 0.21 $ 0.23 $ 0.92 $ 0.66 $ 2.32

Noninterest Income

(Unaudited) (Dollars in thousands)

Quarterly Year-to-Date
2022 2022 2021 2022 2021
Third Quarter Second Quarter Third Quarter
Card acquiring income $ 560 $ 750 $ 692 $ 2,293 $ 2,104
Service charges on deposits 889 973 138 2,734 499
Interchange income 1,864 2,292 855 4,943 2,501
Total payment card and service charge income 3,313 4,015 1,685 9,970 5,104
Income (loss) from ICM equity method investment 1 (831) 732 3,573 1,151 14,570
Loss from other equity method investments (190) (183) (485)
Total equity method investment income (loss) (1,021) 549 3,573 666 14,570
Compliance and consulting income 3,736 3,750 3,013 11,355 6,162
Gain on sale of loans 1,298 1,405 908 3,786 3,125
Investment portfolio gains (losses) (217) 145 1,065 2,322 5,135
Gains on acquisition and divestiture activity 10,783 10,783
Other noninterest income 1,082 2,045 924 3,871 3,174
Total noninterest income $ 8,191 $ 11,909 $ 21,951 $ 31,970 $ 48,053

1 Intercoastal Mortgage Company, LLC (“ICM”)

Condensed Consolidated Balance Sheets

(Unaudited) (Dollars in thousands)

September 30, 2022 June 30, 2022 September 30, 2021
Cash and cash equivalents $ 79,946 $ 161,761 $ 390,081
Certificates of deposit with banks 496 9,582
Securities available-for-sale, at fair value 366,742 376,737 439,023
Equity securities 34,101 34,250 29,809
Loans held-for-sale 19,977 11,856
Loans receivable 2,471,395 2,215,114 1,764,186
Less: Allowance for loan losses (26,515) (22,734) (25,187)
Loans receivable, net 2,444,880 2,192,380 1,738,999
Premises and equipment, net 24,668 25,272 25,043
Goodwill 3,988 3,988 3,988
Other assets 165,620 177,688 152,299
Total assets $ 3,139,922 $ 2,984,428 $ 2,788,824
Noninterest-bearing deposits $ 1,411,772 $ 1,342,916 $ 999,328
Interest-bearing deposits 1,285,186 1,272,054 1,399,612
FHLB and other borrowings 73,328
Subordinated debt 73,222 73,158 72,966
Other liabilities 52,054 43,390 50,218
Stockholders' equity, including noncontrolling interest 244,360 252,910 266,700
Total liabilities and stockholders' equity $ 3,139,922 $ 2,984,428 $ 2,788,824

Reportable Segments

(Unaudited)

Three Months Ended September 30, 2022 CoRe Banking Mortgage Banking Professional Services Edge Ventures Financial Holding Company Intercompany Eliminations Consolidated
(Dollars in thousands)
Interest income $ 33,777 $ 103 $ $ $ 33 $ (10) $ 33,903
Interest expense 3,286 10 771 (10) 4,057
Net interest income (expense) 30,491 103 (10) (738) 29,846
Provision for loan losses 5,120 5,120
Net interest income (expense) after provision for loan losses 25,371 103 (10) (738) 24,726
Noninterest income 5,356 (817) 5,666 115 2,366 (4,495) 8,191
Noninterest Expenses:
Salaries and employee benefits 9,354 8 3,755 925 4,274 18,316
Other expenses 11,523 25 1,394 1,392 1,810 (4,495) 11,649
Total noninterest expenses 20,877 33 5,149 2,317 6,084 (4,495) 29,965
Income (loss) before income taxes 9,850 (747) 507 (2,202) (4,456) 2,952
Income taxes 1,817 (192) 116 (504) (840) 397
Net income (loss) 8,033 (555) 391 (1,698) (3,616) 2,555
Net loss attributable to noncontrolling interest 36 127 163
Net income (loss) available to common shareholders $ 8,033 $ (555) $ 427 $ (1,571) $ (3,616) $ $ 2,718 Three Months Ended June 30, 2022 CoRe Banking Mortgage Banking Professional Services Edge Ventures Financial Holding Company Intercompany Eliminations Consolidated
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands)
Interest income $ 27,910 $ 103 $ $ $ 87 $ (10) $ 28,090
Interest expense 672 8 760 (10) 1,430
Net interest income (expense) 27,238 103 (8) (673) 26,660
Provision for loan losses 5,100 5,100
Net interest income (expense) after provision for loan losses 22,138 103 (8) (673) 21,560
Noninterest income 7,093 787 5,686 110 3,228 (4,995) 11,909
Noninterest Expenses:
Salaries and employee benefits 9,948 3,872 724 4,439 18,983
Other expenses 10,913 94 1,407 1,170 2,247 (4,995) 10,836
Total noninterest expenses 20,861 94 5,279 1,894 6,686 (4,995) 29,819
Income (loss) before income taxes 8,370 796 399 (1,784) (4,131) 3,650
Income taxes 1,771 207 95 (399) (815) 859
Net income (loss) 6,599 589 304 (1,385) (3,316) 2,791
Net loss attributable to noncontrolling interest 63 102 165
Net income (loss) available to common shareholders $ 6,599 $ 589 $ 367 $ (1,283) $ (3,316) $ $ 2,956
Three Months Ended September 30, 2021 CoRe Banking Mortgage Banking Professional Services Edge Ventures Financial Holding Company Intercompany Eliminations Consolidated
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands)
Interest income $ 20,383 $ 105 $ $ $ 1 $ (5) $ 20,484
Interest expense 902 10 481 (5) 1,388
Net interest income (expense) 19,481 105 (10) (480) 19,096
Release of allowance for loan losses 379 1 380
Net interest income (expense) after release of allowance for loan losses 19,102 104 (10) (480) 18,716
Noninterest income 15,387 3,546 4,806 18 2,002 (3,808) 21,951
Noninterest Expenses:
Salaries and employee benefits 8,296 47 3,993 808 3,384 16,528
Other expenses 8,973 (198) 1,213 1,468 1,653 (3,808) 9,301
Total noninterest expenses 17,269 (151) 5,206 2,276 5,037 (3,808) 25,829
Income (loss) before income taxes 17,220 3,801 (410) (2,258) (3,515) 14,838
Income taxes 3,657 922 (103) (581) (731) 3,164
Net income (loss) 13,563 2,879 (307) (1,677) (2,784) 11,674
Net loss attributable to noncontrolling interest 90 64 154
Net income (loss) available to common shareholders $ 13,563 $ 2,879 $ (217) $ (1,613) $ (2,784) $ $ 11,828 Nine Months Ended September 30, 2022 CoRe Banking Mortgage Banking Professional Services Edge Ventures Financial Holding Company Intercompany Eliminations Consolidated
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands)
Interest income $ 84,858 $ 309 $ $ $ 113 $ (25) $ 85,255
Interest expense 4,617 25 2,284 (25) 6,901
Net interest income (expense) 80,241 309 (25) (2,171) 78,354
Provision for loan losses 11,500 11,500
Net interest income (expense) after provision for loan losses 68,741 309 (25) (2,171) 66,854
Noninterest income 19,347 1,193 16,909 300 8,265 (14,044) 31,970
Noninterest Expenses:
Salaries and employee benefits 28,810 8 11,425 2,248 12,769 55,260
Other expenses 33,484 119 3,956 3,609 6,262 (14,044) 33,386
Total noninterest expenses 62,294 127 15,381 5,857 19,031 (14,044) 88,646
Income (loss) before income taxes 25,794 1,375 1,503 (5,557) (12,937) 10,178
Income taxes 5,219 356 375 (1,265) (2,524) 2,161
Net income (loss) 20,575 1,019 1,128 (4,292) (10,413) 8,017
Net loss attributable to noncontrolling interest 194 327 521
Net income (loss) available to common shareholders $ 20,575 $ 1,019 $ 1,322 $ (3,965) $ (10,413) $ $ 8,538
Nine Months Ended September 30, 2021 CoRe Banking Mortgage Banking Professional Services Edge Ventures Financial Holding Company Intercompany Eliminations Consolidated
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
(Dollars in thousands)
Interest income $ 60,078 $ 307 $ $ $ 2 $ (7) $ 60,380
Interest expense 3,281 13 1,437 (7) 4,724
Net interest income (expense) 56,797 307 (13) (1,435) 55,656
Release of allowance for loan losses (541) (1) (542)
Net interest income (expense) after release of allowance for loan losses 57,338 308 (13) (1,435) 56,198
Noninterest income 26,832 14,499 9,784 18 5,892 (8,972) 48,053
Noninterest Expenses:
Salaries and employee benefits 24,170 47 7,099 1,054 9,730 42,100
Other expenses 26,702 (112) 2,898 1,661 4,073 (8,972) 26,250
Total noninterest expenses 50,872 (65) 9,997 2,715 13,803 (8,972) 68,350
Income (loss) before income taxes 33,298 14,872 (226) (2,697) (9,346) 35,901
Income taxes 6,060 3,606 (76) (694) (1,890) 7,006
Net income (loss) 27,238 11,266 (150) (2,003) (7,456) 28,895
Net loss attributable to noncontrolling interest 136 129 265
Net income (loss) attributable to parent 27,238 11,266 (14) (1,874) (7,456) 29,160
Preferred stock dividends 35 35
Net income (loss) available to common shareholders $ 27,238 $ 11,266 $ (14) $ (1,874) $ (7,491) $ $ 29,125

Average Balances and Interest Rates

(Unaudited) (Dollars in thousands)

Three Months Ended Three Months Ended Three Months Ended
September 30, 2022 June 30, 2022 September 30, 2021
Average<br>Balance Interest<br>Income/<br>Expense Yield/<br>Cost Average<br>Balance Interest<br>Income/<br>Expense Yield/<br>Cost Average<br>Balance Interest<br>Income/<br>Expense Yield/<br>Cost
Assets
Interest-bearing balances with banks $ 32,552 $ 111 1.35 % $ 197,613 $ 304 0.62 % $ 184,131 $ 60 0.13 %
CDs with banks 232 2 3.42 1,582 9 2.28 11,065 52 1.86
Investment securities:
Taxable 231,953 897 1.53 237,745 838 1.41 238,807 575 0.96
Tax-exempt 2 144,719 1,346 3.69 147,646 1,342 3.65 202,380 1,528 3.00
Loans and loans held-for-sale: 1
Commercial 3 1,687,383 22,898 5.38 1,564,266 20,021 5.13 1,416,236 15,646 4.38
Tax-exempt 2 4,498 51 4.50 4,930 52 4.23 6,678 77 4.57
Real estate 579,685 4,707 3.22 393,983 2,674 2.72 297,450 2,282 3.04
Consumer 129,464 4,183 12.82 88,366 3,142 14.26 16,133 602 14.80
Total loans 2,401,030 31,839 5.26 2,051,545 25,889 5.06 1,736,497 18,607 4.25
Total earning assets 2,810,486 34,195 4.83 2,636,131 28,382 4.32 2,372,880 20,822 3.48
Less: Allowance for loan losses (23,083) (19,927) (24,978)
Cash and due from banks 5,399 5,579 5,922
Other assets 227,337 237,016 200,536
Total assets $ 3,020,139 $ 2,858,799 $ 2,554,360
Liabilities
Deposits:
NOW $ 734,271 $ 1,393 0.75 % $ 654,781 $ 256 0.16 % $ 743,632 $ 333 0.18 %
Money market checking 258,527 422 0.65 380,295 184 0.19 433,216 211 0.19
Savings 71,370 153 0.85 27,496 1 0.01 42,126
IRAs 6,132 17 1.10 6,314 17 1.08 7,302 21 1.14
CDs 202,299 988 1.94 75,487 203 1.08 121,482 333 1.09
Repurchase agreements and federal funds sold 10,627 1 0.04 11,566 1 0.03 10,941 3 0.11
FHLB and other borrowings 48,058 311 2.57 2,312 8 1.39 494 6 4.82
Subordinated debt 73,190 772 4.18 73,126 760 4.17 44,460 481 4.29
Total interest-bearing liabilities 1,404,474 4,057 1.15 1,231,377 1,430 0.47 1,403,653 1,388 0.39
Noninterest-bearing demand deposits 1,321,982 1,331,357 852,872
Other liabilities 37,019 40,900 36,097
Total liabilities 2,763,475 2,603,634 2,292,622
Stockholders’ equity
Common stock 13,086 13,289 12,704
Paid-in capital 145,877 145,014 141,246
Treasury stock (16,741) (16,741) (16,741)
Retained earnings 144,816 137,989 122,361
Accumulated other comprehensive income (loss) (30,915) (25,097) 1,207
Total stockholders’ equity attributable to parent 256,123 254,454 260,777
Noncontrolling interest 541 711 961
Total stockholders’ equity 256,664 255,165 261,738
Total liabilities and stockholders’ equity $ 3,020,139 $ 2,858,799 $ 2,554,360
Net interest spread (tax-equivalent) 3.68 % 3.85 % 3.09 %
Net interest income and margin (tax-equivalent)2 $ 30,138 4.25 % $ 26,952 4.10 % $ 19,434 3.25 %
Less: Tax-equivalent adjustments $ (292) $ (292) $ (338)
Net interest spread 3.64 % 3.80 % 3.03 %
Net interest income and margin $ 29,846 4.21 % $ 26,660 4.06 % $ 19,096 3.19 %

1 Non-accrual loans are included in total loan balances, lowering the effective yield for the portfolio in the aggregate.

2 In order to make pre-tax income and resultant yields on tax-exempt loans and investment securities comparable to those on taxable loans and investment securities, a tax-equivalent adjustment has been computed using a Federal tax rate of 21% for the periods presented, which is a non-GAAP financial measure. See the reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure following this table.

3 MVB Bank’s PPP loans totaling $20.1 million, $22.3 million and $147.3 million are included in this amount as of September 30, 2022, June 30, 2022 and September 30, 2021, respectively.

Nine Months Ended Nine Months Ended
September 30, 2022 September 30, 2021
Average<br>Balance Interest<br>Income/<br>Expense Yield/<br>Cost Average<br>Balance Interest<br>Income/<br>Expense Yield/<br>Cost
Assets
Interest-bearing balances with banks $ 273,184 $ 630 0.31 % $ 207,195 $ 164 0.11 %
CDs with banks 1,381 24 2.32 11,554 168 1.94
Investment securities:
Taxable 237,188 2,383 1.34 222,323 1,831 1.10
Tax-exempt 2 140,377 3,824 3.64 207,529 4,881 3.14
Loans and loans held-for-sale: 1
Commercial 3 1,569,161 59,899 5.10 1,365,680 45,905 4.49
Tax-exempt 2 4,829 156 4.32 6,928 237 4.57
Real estate 438,380 9,722 2.97 303,701 7,509 3.31
Consumer 91,092 9,454 13.88 10,157 762 10.03
Total loans 2,103,462 79,231 5.04 1,686,466 54,413 4.31
Total earning assets 2,755,592 86,092 4.18 2,335,067 61,457 3.52
Less: Allowance for loan losses (20,468) (25,920)
Cash and due from banks 5,680 16,274
Other assets 237,637 201,198
Total assets $ 2,978,441 $ 2,526,619
Liabilities
Deposits:
NOW $ 678,991 $ 1,844 0.36 % $ 660,655 $ 1,323 0.27 %
Money market checking 367,608 807 0.29 461,998 662 0.19
Savings 49,714 155 0.42 44,938 4 0.01
IRAs 6,271 52 1.11 10,764 102 1.27
CDs 122,095 1,433 1.57 148,807 1,091 0.98
Repurchase agreements and federal funds sold 11,334 4 0.05 10,677 10 0.13
FHLB and other borrowings 16,966 322 2.54 33,914 95 0.37
Subordinated debt 73,126 2,284 4.18 43,786 1,437 4.39
Total interest-bearing liabilities 1,326,105 6,901 0.70 1,415,539 4,724 0.45
Noninterest-bearing demand deposits 1,350,533 828,469
Other liabilities 41,379 36,665
Total liabilities 2,718,017 2,280,673
Stockholders’ equity
Preferred stock 774
Common stock 13,276 12,524
Paid-in capital 144,903 139,980
Treasury stock (16,741) (16,741)
Retained earnings 140,174 107,094
Accumulated other comprehensive income (loss) (21,905) 1,788
Total stockholders’ equity attributable to parent 259,707 245,419
Noncontrolling interest 717 527
Total stockholders’ equity 260,424 245,946
Total liabilities and stockholders’ equity $ 2,978,441 $ 2,526,619
Net interest spread (tax-equivalent) 3.48 % 3.07 %
Net interest income and margin (tax-equivalent)2 $ 79,191 3.84 % $ 56,733 3.25 %
Less: Tax-equivalent adjustments $ (837) $ (1,077)
Net interest spread 3.44 % 3.01 %
Net interest income and margin $ 78,354 3.80 % $ 55,656 3.19 %

1 Non-accrual loans are included in total loan balances, lowering the effective yield for the portfolio in the aggregate.

2 In order to make pre-tax income and resultant yields on tax-exempt loans and investment securities comparable to those on taxable loans and investment securities, a tax-equivalent adjustment has been computed using a Federal tax rate of 21% for the periods presented, which is a non-GAAP financial measure. See the reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure following this table.

3 MVB Bank’s PPP loans totaling $20.1 million and $147.3 million are included in this amount as of September 30, 2022 and September 30, 2021, respectively.

The following table reconciles, for the periods shown below, net interest margin on a fully tax-equivalent basis:

Three Months Ended Nine Months Ended
(Dollars in thousands) September 30, 2022 June 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021
Net interest margin - U.S. GAAP basis
Net interest income $ 29,846 $ 26,660 $ 19,096 $ 78,354 $ 55,656
Average interest-earning assets $ 2,810,486 $ 2,636,131 $ 2,372,880 2,755,592 2,335,067
Net interest margin 4.21 % 4.06 % 3.19 % 3.80 % 3.19 %
Net interest margin - non-U.S. GAAP basis
Net interest income $ 29,846 $ 26,660 $ 19,096 $ 78,354 $ 55,656
Impact of fully tax-equivalent adjustment 292 292 338 837 1,077
Net interest income on a fully tax-equivalent basis $ 30,138 $ 26,952 $ 19,434 79,191 56,733
Average interest-earning assets $ 2,810,486 $ 2,636,131 $ 2,372,880 $ 2,755,592 $ 2,335,067
Net interest margin on a fully tax-equivalent basis 4.25 % 4.10 % 3.25 % 3.84 % 3.25 %

Selected Financial Data

(Unaudited) (Dollars in thousands, except per share data)

Quarterly Year-to-Date
2022 2022 2021 2022 2021
Third Quarter Second Quarter Third Quarter
Earnings and Per Share Data:
Net income $ 2,718 $ 2,956 $ 11,828 $ 8,538 $ 29,160
Net income available to common shareholders $ 2,718 $ 2,956 $ 11,828 $ 8,538 $ 29,125
Earnings per share - basic $ 0.22 $ 0.24 $ 1.00 $ 0.70 $ 2.49
Earnings per share - diluted $ 0.21 $ 0.23 $ 0.92 $ 0.66 $ 2.32
Cash dividends paid per common share $ 0.17 $ 0.17 $ 0.14 $ 0.51 $ 0.36
Book value per common share $ 19.85 $ 20.63 $ 22.18 $ 19.85 $ 22.18
Tangible book value per common share 1 $ 19.38 $ 20.14 $ 21.64 $ 19.38 $ 21.64
Weighted-average shares outstanding - basic 12,238,505 12,176,805 11,880,348 12,170,028 11,684,570
Weighted-average shares outstanding - diluted 12,854,951 12,895,581 12,824,309 12,852,574 12,565,809
Performance Ratios:
Return on average assets 2 0.4 % 0.4 % 1.9 % 0.4 % 1.5 %
Return on average equity 2 4.2 % 4.6 % 18.1 % 4.4 % 15.8 %
Net interest margin 3 4 4.25 % 4.10 % 3.25 % 3.84 % 3.25 %
Efficiency ratio 5 78.8 % 77.3 % 62.9 % 80.4 % 65.9 %
Overhead ratio 2 6 4.0 % 4.2 % 4.0 % 4.0 % 3.6 %
Equity to assets 7.8 % 8.5 % 9.5 % 7.8 % 9.5 %
Asset Quality Data and Ratios:
Charge-offs $ 3,653 $ 2,529 $ 98 $ 7,305 $ 363
Recoveries $ 2,313 $ 1,355 $ 23 $ 4,054 $ 248
Net loan charge-offs to total loans 2 7 0.2 % 0.2 % % 0.2 % %
Allowance for loan losses $ 26,515 $ 22,734 $ 25,187 $ 26,515 $ 25,187
Allowance for loan losses to total loans 8 1.07 % 1.03 % 1.43 % 1.07 % 1.43 %
Nonperforming loans $ 22,350 $ 19,295 $ 17,453 $ 22,350 $ 17,453
Nonperforming loans to total loans 0.9 % 0.9 % 1.0 % 0.9 % 1.0 %
Intercoastal Mortgage Company, LLC Production Data9:
Mortgage pipeline $ 792,388 $ 1,114,061 $ 1,150,116 $ 792,388 $ 1,150,116
Loans originated $ 606,805 $ 976,004 $ 1,456,588 $ 2,713,508 $ 5,222,394
Loans closed $ 615,585 $ 843,305 $ 1,233,605 $ 2,239,732 $ 4,630,597
Loans sold $ 619,059 $ 692,553 $ 1,098,475 $ 1,999,706 $ 4,368,875

1 common equity less total goodwill and intangibles per common share, a non-U.S. GAAP measure

2 annualized for the quarterly periods presented

3 net interest income as a percentage of average interest-earning assets

4 presented on a fully tax-equivalent basis

5 noninterest expense as a percentage of net interest income and noninterest income, a non-U.S. GAAP measure

6 noninterest expense as a percentage of average assets, a non-U.S. GAAP measure

7 charge-offs less recoveries

8 excludes loans held-for-sale

9 information is related to ICM, an entity in which we have a 40% ownership interest that we account for as an equity method investment

Non-GAAP Reconciliation: Tangible Book Value per Common Share

(Unaudited) (Dollars in thousands, except per share data)

September 30, 2022 June 30, 2022 September 30, 2021
Goodwill $ 3,988 $ 3,988 $ 3,988
Intangibles 1,806 1,981 2,518
Total intangibles 5,794 5,969 6,506
Total equity attributable to parent 243,913 252,300 265,565
Less: Total intangibles (5,794) (5,969) (6,506)
Tangible common equity $ 238,119 $ 246,331 $ 259,059
Tangible common equity $ 238,119 $ 246,331 $ 259,059
Common shares outstanding (000s) 12,287 12,229 11,972
Tangible book value per common share $ 19.38 $ 20.14 $ 21.64

18