8-K

NATIONAL BANKSHARES INC (NKSH)

8-K 2024-01-25 For: 2024-01-25
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) January 25, 2024

NATIONAL BANKSHARES, INC.

(Exact name of Registrant as specified in its charter)

Virginia 0-15204 54-1375874
(State or other jurisdiction<br><br> <br>of incorporation) (Commission File No.) (I.R.S. Employer Identification No.)

101 Hubbard Street

Blacksburg, VA 24060

(Address of principal executive offices)

(540) 951-6300

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report) Not applicable

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 (see General Instruction A.2. below):

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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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 NKSH NASDAQ

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 2.02. RESULTS OF OPERATIONS, FINANCIAL STATEMENTS AND EXHIBITS

On January 25, 2024, National Bankshares, Inc. issued a press release reporting its financial results for the period ended December 31, 2023.  A copy of the press release is being furnished as an exhibit to this report and is incorporated by reference into this Item 2.02.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
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99.1 National Bankshares, Inc. Press Release, dated January 25, 2024.
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104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

NATIONAL BANKSHARES, INC.

Date: January 25, 2024

By:         /s/ F. Brad Denardo
F. Brad Denardo<br><br> <br>Chairman, President & CEO

Page 2 of 2 Pages

ex_618532.htm

Exhibit 99.1

nb01.jpg

FOR IMMEDIATE RELEASE

CONTACTS: F. Brad Denardo, Chairman, President & CEO Lora M. Jones, Treasurer & CFO
(540) 951-6213 bdenardo@nbbank.com (540) 951-6238 ljones@nbbank.com

National Bankshares, Inc. Reports Results for the Fourth Quarter and Year Ended December 31, 2023

BLACKSBURG, VA., January 25, 2024 -- National Bankshares, Inc. (“the Company”) **** (Nasdaq: NKSH), parent company of The National Bank of Blacksburg (“the Bank”) and National Bankshares Financial Services, today announced its results of operations for the fourth quarter and year ended December 31, 2023. The Company reported net income of $4.19 million, or basic and diluted earnings per common share of $0.71, for the fourth quarter and $15.69 million, or basic and diluted earnings per common share of $2.66, for the year ended December 31, 2023. This compares with net income of $9.31 million, or basic earnings per common share of $1.57, for the fourth quarter of 2022 and $25.93 million, or basic earnings per common share of $4.33, for the year ended December 31, 2022. National Bankshares, Inc. ended December 31, 2023 with total assets of $1.66 billion.

President and CEO F. Brad Denardo commented, “In an exceptionally challenging year for the banking sector, National Bankshares remains fundamentally strong, with solid, diversified deposits, excellent asset quality, and ample liquidity. 2023’s sustained Federal Reserve interest rate hikes pressured net interest margins, while the failure of several high-profile regional banks shook public confidence in the industry. Our effort to maintain a strong deposit base in this difficult environment was successful but at a substantial cost to 2023 net income.”

Mr. Denardo continued, “Throughout 2023 and into the first quarter of 2024, we have not only survived, but we have continued to pursue growth, with investments in our people, improvements in our infrastructure, and entry into promising new markets. Yesterday we announced that we have entered into a definitive merger agreement to acquire Frontier Community Bank headquartered in Waynesboro, Virginia. The acquisition will allow us to expand our community banking model into the Shenandoah Valley and central Virginia markets. As we move ahead into the promise of a new year, we remain confident in our ability to deliver value for our customers, our communities, and our shareholders.”

Highlights

Credit Quality

Loan quality continues to reflect low credit risk, with low charge-off and past due levels. Along with improvements in the forecast and credit risk indicators, the calculation for the allowance for credit losses on loans (“ACLL”) indicated a decrease in risk when December 31, 2023 is compared with September 30, 2023 and January 1, 2023, resulting in a recovery of previously recognized provision.  The Company adopted Accounting Standards Update 2016-13 (“ASU 2016-13”) as of January 1, 2023, which increased the ACLL by $2.34 million from December 31, 2022.

Net Income

Net income for the fourth quarter of 2023 improved from net income recorded for the third quarter of 2023, primarily due to the recovery of the provision discussed above and improvement in noninterest expense. When the years ended December 31, 2023 and December 31, 2022 are compared, net income decreased. Key items that affected results are discussed below.

Net Interest Income

The 525 basis point increase in the Federal Reserve’s benchmark interest rate between March 2022 and July 2023 expanded the yield on earning assets when the fourth quarter is compared with the third quarter of 2023, and when the years ended December 31, 2023 and December 31, 2022 are compared. Many of the Company’s loans are adjustable with repricing dates in the future. If rates remain at the current level or do not decrease substantially, repricing will continue to contribute to improved interest income.

101 Hubbard Street / Blacksburg, Virginia 24060

P.O. Box 90002 / Blacksburg, Virginia 24062-9002

540 951-6300 / 800 552-4123

www.nationalbankshares.com


The rapidity and magnitude of the Federal Reserve’s rate increases stimulated competition for deposits, resulting in higher cost of funds and compressed net interest margin when results for 2023 are compared with 2022. The Company continuously monitors its deposit base and funding costs.

Noninterest Income

Noninterest income increased when the fourth quarter is compared with the third quarter of 2023. During the fourth quarter, the Company recognized income of $232 thousand upon receipt of a contract contingency payment associated with the 2022 sale of a private equity investment.

Noninterest income for the year ended December 31, 2023 decreased when compared with the year ended December 31, 2022. During 2022, the Company recorded a gain of $3.82 million for the previously mentioned sale of a private equity investment. During 2023, the Company recognized non-recurring items, including a gain of $2.97 million on the sale of VISA Class B securities, $1.04 million from the payout of a Bank Owned Life Insurance policy, and a loss of $3.33 million on the sale of securities.

Noninterest Expense

Noninterest expense for the fourth quarter decreased when compared with the third quarter of 2023, primarily due to adjustment of discretionary expense accruals and the Company’s ongoing cost control initiatives.

Noninterest expense for the year ended December 31, 2023 increased when compared with the year ended December 31, 2022, due to expenses within professional services of $786 thousand associated with a proxy contest in 2023, as well as increased salary and employee benefits, data processing and ATM, FDIC insurance and pension non-service cost. The Company increased its base compensation during 2022 in order to attract and retain talent, which is reflected in 2023 results. Data processing and ATM expense increased due to ATM upgrades and higher maintenance costs. FDIC insurance increased due to an industry-wide assessment increase implemented by the FDIC. Pension non-service cost, included in other operating expense, increased $348 thousand based upon actuarial calculations.

Securities

The impact of the Federal Reserve’s interest rate increases reduced the market value of the Company’s bond portfolio. Federal Open Market Committee minutes from December 2023 indicated that further increases are less likely, which improved the market value of the Company’s securities as of December 31, 2023 when compared with September 30, 2023.

As part of its interest rate risk management, the Company strategically selected and sold securities during 2023 with a market value of $43.52 million. The sale prioritized enhancement of long-term earnings. The loss on the securities sale was largely offset by a gain on the sale of the Company’s VISA Class B stock.

The Company’s Asset Liability Management Committee closely monitors interest rate risk on all of the Company’s financial assets and liabilities. As of December 31, 2023, the Company has the ability to hold securities until maturity and there are no further sales planned. Analysis as of December 31, 2023 did not indicate credit risk concerns with any of the Company’s securities.

Deposits

Deposit levels improved during the fourth quarter when compared with September 30, 2023. Time deposits as well as interest bearing demand deposits increased. In response to competitive pressure during 2023, the Company implemented competitive pricing on CDs, raised offering rates on other deposits and negotiated with depositors to strengthen the deposit base, at costs well below the cost of borrowing.

The Company’s depositors within its market areas are diverse, including individuals, businesses and municipalities. The Company does not have any brokered deposits. Depositors are insured up to the FDIC maximum of $250 thousand. Municipal deposits, which account for approximately 25% of the Company’s deposits, have additional security from bonds pledged as collateral, in accordance with state regulation. Of the Company’s non-municipal deposits, approximately 20% are uninsured.

2


Liquidity

The Company’s liquidity position remains solid. The Company maintains borrowing lines with the Federal Home Loan Bank of Atlanta (“FHLB”), the Federal Reserve and another correspondent bank that provide substantial borrowing capacity. During 2023, the Company accessed short-term borrowings with the FHLB and Federal Reserve to reinforce liquidity. The advances were fully repaid due to the success of the Company’s deposit strategy. Combined with a low loan-to-deposit ratio, positive results of the latest liquidity stress testing and success of deposit marketing, the Company believes it is well positioned to meet foreseeable liquidity demands.

Loans

Loans increased slightly from September 30, 2023. While higher interest rates challenged loan demand during 2023, the Company is positioned to continue to make every loan that meets its underwriting standards.

Stockholders’ Equity

Stockholders’ equity as of December 31, 2023 increased from September 30, 2023 due to improvement in market value of securities. The unrealized loss on securities impacts stockholders’ equity through accumulated other comprehensive loss. Accumulated other comprehensive loss is excluded from the Bank’s regulatory capital and does not affect regulatory capital ratios. The Bank is considered well capitalized, with capital ratios substantially higher than minimum regulatory requirements, and meets all requirements for borrowing from the FHLB.

Dividends

The Company paid regular dividends of $1.51 per common share in 2023. Along with a special one-time cash dividend of $1.00 per common share during the first quarter of 2023, the Company rewarded shareholders with a dividend payout ratio of 94.21% for 2023.

Key Ratios

Long-term strategies as well as management of the business environment of the period affected results for 2023 and 2022. As previously mentioned, during 2023, the Company also incurred expense to respond to a proxy contest. The expense associated with the proxy contest reduced earnings by $0.11 per share and reduced the return on average equity by 50 basis points. The return on average assets was lower by 4 basis points. Please refer to the Reconciliation of Non-GAAP Financial Measures for detail.

About National Bankshares

National Bankshares, Inc., headquartered in Blacksburg, Virginia, is the parent company of The National Bank of Blacksburg, which does business as National Bank, and of National Bankshares Financial Services, Inc. National Bank is a community bank operating from 24 full-service offices, primarily in southwest Virginia, and three loan production offices in Roanoke, Staunton and Charlottesville, Virginia. National Bankshares Financial Services, Inc. is an investment and insurance subsidiary in the same trade area. The Company’s stock is traded on the Nasdaq Capital Market under the symbol “NKSH.”

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by use of words such asmay,” “will,” “anticipates,” “believes,” “expects,” “plans,” “estimates,” “potential,” “continue,” “should,and similar words or phrases. These statements are based upon current and anticipated economic conditions, nationally and in the Companys market, interest rates and interest rate policy, competitive factors, and other conditions which by their nature, are not susceptible to accurate forecast and are subject to significant uncertainty. Although we believe that our expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of our existing knowledge of our business and operations, there can be no assurance that actual future results, performance, achievements, or trends will not differ materially from any projected future results, performance, achievements or trends expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including, but not limited to, the following: the businesses of the Company and Frontier Community Bank (FCB) may not be combined successfully, or such combination may take longer, be more difficult, time-consuming or costly to accomplish than expected; the expected growth opportunities or cost savings from the merger with FCB may not be fully realized or may take longer to realize than expected; deposit attrition, operating costs, customer losses and business disruption prior to and following the merger with FCB, including adverse effects on relationships with employees and customers, may be greater than expected; the regulatory and shareholder approvals required for the merger with FCB may not be obtained; the level of inflation; interest rates; national and local economic conditions; monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury, the Office of the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, the Consumer Financial Protection Bureau and the Federal Deposit Insurance Corporation, and the impact of any policies or programs implemented pursuant to financial reform legislation; unanticipated increases in the level of unemployment in the Companys market; the quality or composition of the loan and/or investment portfolios; the sufficiency of the Companys allowance for credit losses; demand for loan products; deposit flows, including impact on liquidity; competition; demand for financial services in the Companys market; the real estate market conditions in the Companys market; laws, regulations and policies impacting financial institutions; adverse developments in the financial industry generally, such as the recent bank failures, responsive measures to mitigate and manage such developments, related supervisory and regulatory actions and costs, and related impacts on customer behavior; technological risks and developments, and cyber-threats, attacks or events; the Companys technology initiatives; geopolitical conditions, including acts or threats of terrorism and/or military conflicts, or actions taken by the U.S. or other governments in response to acts or threats of terrorism and/or military conflicts; the occurrence of significant natural disasters, including severe weather conditions, floods, and other catastrophic events; the Company's ability to identify, attract, and retain experienced management, relationship managers, and support personnel, particularly in a competitive labor environment; performance by the Companys counterparties or vendors; applicable accounting principles, policies and guidelines; the impact of public health events, including the adverse impact on our business and operations and on our customers; and other factors described from time to time in the Companys reports (such as our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K) filed with the Securities and Exchange Commission. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

3


National Bankshares, Inc.

Consolidated Balance Sheets

(Unaudited)

( in thousands, except per share data) September 30,<br><br> <br>2023 December 31,<br><br> <br>2022
Assets **** **** **** **** **** **** **** ****
Cash and due from banks 12,967 $ 13,089 $ 12,403
Interest-bearing deposits 73,636 40,353 59,026
Securities available for sale, at fair value 618,601 591,552 656,852
Restricted stock, at cost 1,264 1,264 941
Mortgage loans held for sale 406 82 -
Loans:
Real estate construction loans 55,379 64,181 54,579
Consumer real estate loans 241,564 226,671 221,052
Commercial real estate loans 419,130 424,765 437,888
Commercial non real estate loans 41,555 42,940 57,652
Public sector and IDA loans 60,551 51,591 48,074
Consumer non-real estate loans 38,996 39,269 33,948
Total loans 857,175 849,417 853,193
Less: unearned income and deferred fees and costs (529 ) (442 ) (449 )
Loans, net of unearned income and deferred fees and costs 856,646 848,975 852,744
Less: allowance for credit losses (9,094 ) (10,181 ) (8,225 )
Loans, net 847,552 838,794 844,519
Premises and equipment, net 11,109 11,091 10,371
Accrued interest receivable 6,313 6,180 6,001
Other real estate owned, net - 662 662
Goodwill 5,848 5,848 5,848
Bank-owned life insurance 43,583 43,327 43,312
Other assets 34,091 39,660 37,616
Total assets 1,655,370 $ 1,591,902 $ 1,677,551
Liabilities and Stockholders' Equity **** **** **** **** **** **** **** ****
Noninterest-bearing deposits 281,215 $ 303,166 $ 327,713
Interest-bearing demand deposits 821,661 789,148 933,269
Savings deposits 177,856 184,801 214,114
Time deposits 223,240 187,885 67,629
Total deposits 1,503,972 1,465,000 1,542,725
Accrued interest payable 1,416 551 106
Other liabilities 9,460 10,238 12,033
Total liabilities 1,514,848 1,475,789 1,554,864
Commitments and contingencies
Stockholders' Equity
Preferred stock, no par value, 5,000,000 shares authorized; none issued and outstanding - - -
Common stock of 1.25 par value. Authorized 10,000,000 shares; issued and outstanding 5,893,782 (including 4,095 unvested) shares at December 31, 2023 5,891,739 (including 2,052 unvested) at September 30, 2023 and 5,889,687 at December 31, 2022 7,404 7,383 7,362
Retained earnings 197,984 198,394 199,091
Accumulated other comprehensive loss, net (64,866 ) (89,664 ) (83,766 )
Total stockholders' equity 140,522 116,113 122,687
Total liabilities and stockholders' equity 1,655,370 $ 1,591,902 $ 1,677,551

All values are in US Dollars.

4


National Bankshares, Inc.

Consolidated Statements of Income

(Unaudited)

Three Months Ended
($ in thousands, except per share data) December 31,<br><br> <br>2023 September<br><br> <br>30, 2023 December 31,<br><br> <br>2022
Interest Income **** **** **** **** **** **** **** ****
Interest and fees on loans $ 10,131 $ 9,816 $ 9,013
Interest on interest-bearing deposits **** 775 439 596
Interest on securities - taxable **** 4,268 4,084 3,941
Interest on securities - nontaxable **** 339 340 432
Total interest income **** 15,513 14,679 13,982
Interest Expense **** **** **** **** **** **** **** ****
Interest on time deposits **** 2,124 1,452 36
Interest on other deposits **** 4,909 4,584 992
Interest on borrowings **** - 3 -
Total interest expense **** 7,033 6,039 1,028
Net interest income **** 8,480 8,640 12,954
(Recovery) provision for credit losses **** (889 ) (401 ) 10
Net interest income after (recovery) provision for credit losses **** 9,369 9,041 12,944
Noninterest Income **** **** **** **** **** **** **** ****
Service charges on deposit accounts **** 647 642 599
Other service charges and fees **** 44 151 57
Credit and debit card fees, net **** 402 395 493
Trust income **** 470 505 443
BOLI income **** 255 253 240
Gain on sale of mortgage loans **** 14 22 21
Gain on sale of investment **** 232 - 3,823
Other income **** 190 147 182
Total noninterest income **** 2,254 2,115 5,858
Noninterest Expense **** **** **** **** **** **** **** ****
Salaries and employee benefits **** 3,957 4,462 4,386
Occupancy, furniture and fixtures **** 505 547 502
Data processing and ATM **** 819 978 832
FDIC assessment **** 188 190 141
Net costs of other real estate owned **** 2 14 247
Franchise taxes **** 350 339 375
Professional services **** 184 251 306
Other operating expenses **** 554 684 509
Total noninterest expense **** 6,559 7,465 7,298
Income before income tax expense **** 5,064 3,691 11,504
Income tax expense **** 879 617 2,194
Net Income $ 4,185 $ 3,074 $ 9,310
Basic net income per common share $ 0.71 $ 0.52 $ 1.57
Fully diluted net income per common share $ 0.71 $ 0.52 $ 1.57
Weighted average number of common shares outstanding, basic **** 5,889,687 5,889,687 5,933,201
Weighted average number of common shares outstanding, diluted **** 5,890,471 5,889,939 5,933,201
Dividends declared per common share $ 0.78 $ - $ 0.78
Book value per share $ 23.86 $ 19.71 $ 20.83

5


National Bankshares, Inc.

Consolidated Statements of Income

(Unaudited)

Twelve Months Ended
($ in thousands, except per share data) December 31, 2023 December 31, 2022
Interest Income **** **** **** **** ****
Interest and fees on loans $ 38,924 $ 34,253
Interest on interest-bearing deposits **** 1,982 1,353
Interest on securities - taxable **** 16,536 12,788
Interest on securities - nontaxable **** 1,391 1,715
Total interest income **** 58,833 50,109
Interest Expense **** **** **** **** ****
Interest on time deposits **** 4,989 141
Interest on other deposits **** 16,261 2,942
Interest on borrowings **** 300 -
Total interest expense **** 21,550 3,083
Net interest income **** 37,283 47,026
(Recovery) provision for credit losses **** (1,278 ) 706
Net interest income after (recovery) provision for credit losses **** 38,561 46,320
Noninterest Income **** **** **** **** ****
Service charges on deposit accounts **** 2,518 2,425
Other service charges and fees **** 297 214
Credit and debit card fees, net **** 1,678 1,916
Trust income **** 1,901 1,817
BOLI income **** 2,026 958
Gain on sale of mortgage loans **** 107 157
Gain on sale of investment **** 3,203 3,823
Other income **** 961 1,091
Realized securities loss, net **** (3,332 ) -
Total noninterest income **** 9,359 12,401
Noninterest Expense **** **** **** **** ****
Salaries and employee benefits **** 17,318 16,519
Occupancy, furniture and fixtures **** 2,005 1,934
Data processing and ATM **** 3,549 3,186
FDIC assessment **** 749 477
Net costs of other real estate owned **** 31 325
Franchise taxes **** 1,422 1,483
Professional services **** 1,739 999
Other operating expenses **** 2,432 2,035
Total noninterest expense **** 29,245 26,958
Income before income tax expense **** 18,675 31,763
Income tax expense **** 2,984 5,831
Net Income $ 15,691 $ 25,932
Basic net income per common share $ 2.66 $ 4.33
Fully diluted net income per common share $ 2.66 $ 4.33
Weighted average number of common shares outstanding, basic **** 5,889,687 5,989,601
Weighted average number of common shares outstanding, diluted **** 5,889,953 5,989,601
Dividends declared per common share $ 2.51 $ 1.50
Book value per share $ 23.86 $ 20.83

6


National Bankshares, Inc.

Net Interest Margin

(Unaudited)

($ in thousands) Three Months Ended December 31, 2023 Three Months Ended September 30, 2023
Average Balance Interest Average Yield/ Rate Average Balance Interest Average Yield/ Rate
Interest-earning assets:
Loans ^(1)(2)(3)^ $ 853,233 $ 10,252 **** 4.77 % $ 843,546 $ 9,924 4.67 %
Taxable securities ^(4)(5)^ **** 637,349 **** 4,268 **** 2.66 % 640,578 4,084 2.53 %
Nontaxable securities ^(1)(4)^ **** 64,297 **** 461 **** 2.84 % 64,415 461 2.84 %
Interest-bearing deposits **** 56,132 **** 775 **** 5.48 % 32,503 439 5.36 %
Total interest-earning assets $ 1,611,011 $ 15,756 **** 3.88 % $ 1,581,042 $ 14,908 3.74 %
Interest-bearing liabilities:
Interest-bearing demand deposits $ 801,000 $ 4,669 **** 2.31 % $ 799,772 $ 4,358 2.16 %
Savings deposits **** 182,006 **** 240 **** 0.52 % 192,702 226 0.47 %
Time deposits **** 206,770 **** 2,124 **** 4.08 % 163,476 1,452 3.52 %
Borrowings **** - **** - **** - 207 3 5.75 %
Total interest-bearing liabilities $ 1,189,776 $ 7,033 **** 2.35 % $ 1,156,157 $ 6,039 2.07 %
Net interest income and interest rate spread **** **** $ 8,723 **** 1.53 % $ 8,869 1.67 %
Net yield on average interest‑earning assets **** **** **** **** **** 2.15 % 2.23 %
($ in thousands) Three Months Ended December 31, 2022
--- --- --- --- --- --- --- ---
Average Balance Interest Average Yield/ Rate
Interest-earning assets:
Loans ^(1)(3)(6)^ $ 845,373 $ 9,095 4.27 %
Taxable securities ^(4)(5)^ 689,370 3,941 2.27 %
Nontaxable securities ^(1)(4)^ 74,540 580 3.09 %
Interest-bearing deposits 62,393 596 3.79 %
Total interest-earning assets $ 1,671,676 $ 14,212 3.37 %
Interest-bearing liabilities:
Interest-bearing demand deposits $ 908,209 $ 955 0.42 %
Savings deposits 215,594 37 0.07 %
Time deposits 70,874 36 0.20 %
Total interest-bearing liabilities $ 1,194,677 $ 1,028 0.34 %
Net interest income and interest rate spread $ 13,184 3.03 %
Net yield on average interest‑earning assets 3.13 %
^(1)^ Interest on nontaxable loans and securities is computed on a fully taxable equivalent basis using a Federal income tax rate of 21%. See “Reconciliation of Non-GAAP Financial Measures” at the end of this release.
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^(2)^ Interest income includes loan fees of $52 and $56 for the three months ended December 31, 2023 and September 30, 2023, respectively.
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^(3)^ Includes loans held for sale and nonaccrual loans.
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^(4)^ Daily averages are shown at amortized cost.
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^(5)^ Includes restricted stock.
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^(6)^ Interest income includes loan fees of $35 for the three months ended December 31, 2022.
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7


National Bankshares, Inc.

Net Interest Margin

(Unaudited)

($ in thousands) Twelve Months Ended December 31, 2023 Twelve Months Ended December 31, 2022
Average Balance Interest Average Yield/ Rate Average Balance Interest Average Yield/ Rate
Interest-earning assets:
Loans ^(1)(2)(3)^ $ 851,221 $ 39,320 **** 4.62 % $ 833,226 $ 34,579 4.15 %
Taxable securities ^(4)(5)^ **** 652,477 **** 16,536 **** 2.53 % 669,515 12,788 1.91 %
Nontaxable securities ^(1)(4)^ **** 65,309 **** 1,885 **** 2.89 % 75,487 2,308 3.06 %
Interest-bearing deposits **** 37,660 **** 1,982 **** 5.26 % 88,963 1,353 1.52 %
Total interest-earning assets $ 1,606,667 $ 59,723 **** 3.72 % $ 1,667,191 $ 51,028 3.06 %
Interest-bearing liabilities:
Interest-bearing demand deposits $ 826,112 $ 15,515 **** 1.88 % $ 910,989 $ 2,794 0.31 %
Savings deposits **** 195,592 **** 746 **** 0.38 % 216,414 148 0.07 %
Time deposits **** 150,395 **** 4,989 **** 3.32 % 77,686 141 0.18 %
Borrowings **** 6,198 **** 300 **** 4.84 % - - -
Total interest-bearing liabilities $ 1,178,297 $ 21,550 **** 1.83 % $ 1,205,089 $ 3,083 0.26 %
Net interest income and interest rate spread **** **** $ 38,173 **** 1.89 % $ 47,945 2.80 %
Net yield on average interest‑earning assets **** **** **** **** **** 2.38 % 2.88 %
^(1)^ Interest on nontaxable loans and securities is computed on a fully taxable equivalent basis using a Federal income tax rate of 21%. See “Reconciliation of Non-GAAP Financial Measures” at the end of this release.
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^(2)^ Interest income includes loan fees of $214 and $230 for the twelve months ended December 31, 2023 and December 31, 2022, respectively.
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^(3)^ Includes loans held for sale and nonaccrual loans.
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^(4)^ Daily averages are shown at amortized cost.
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^(5)^ Includes restricted stock.
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8


National Bankshares, Inc.

Key Ratios and Other Data

(Unaudited)

As of and for the Three Months Ended
($ in thousands) December 31,<br><br> <br>2023 September 30,<br><br> <br>2023 December 31,<br><br> <br>2022
Average Balances **** **** **** **** **** **** **** **** ****
Cash and due from banks $ 12,718 $ 11,929 $ 11,641
Interest-bearing deposits **** 56,132 32,503 62,393
Securities available for sale, at fair value **** 593,500 609,404 653,153
Mortgage loans held for sale **** 57 88 75
Loans, gross **** 853,683 843,892 845,713
Loans, net of unearned income and deferred fees and costs **** 853,176 843,458 845,298
Loans, net of allowance for credit losses **** 843,040 832,861 837,063
Goodwill **** 5,848 5,848 5,848
Total assets **** 1,611,174 1,591,801 1,672,102
Noninterest bearing deposits **** 291,378 298,431 348,779
Interest-bearing and savings deposits **** 983,006 992,474 1,123,803
Time deposits **** 206,770 163,476 70,874
Total deposits **** 1,481,154 1,454,381 1,543,456
Stockholders' equity **** 118,257 126,612 110,331
Financial Ratios **** **** **** **** **** **** **** **** ****
Return on average assets^(1)^ **** 0.87 % 0.71 % 1.67 %
Return on average equity^(1)^ **** 11.82 % 8.89 % 25.36 %
Efficiency ratio^(2)^ **** 61.04 % 67.96 % 47.95 %
Average equity to average assets **** 7.34 % 7.95 % 6.60 %
Tangible common equity to tangible assets^(3)^ **** 8.16 % 6.95 % 6.99 %
Allowance for Credit Losses **** **** **** **** **** **** **** **** ****
Beginning balance $ 10,181 $ 10,626 $ 8,207
(Recovery) provision for credit losses **** (889 ) (401 ) 10
Charge-offs **** (246 ) (72 ) (51 )
Recoveries **** 48 28 59
Ending balance $ 9,094 $ 10,181 $ 8,225
(1) The return on average assets and return on average equity are calculated by annualizing net income and dividing by average period-to-date assets or equity, respectively. Any significant nonrecurring items within net income are not annualized. See “Reconciliation of Non-GAAP Financial Measures” at the end of this release.
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(2) The efficiency ratio is calculated as noninterest expense divided by the sum of noninterest income, less non-recurring items, and net interest income on a fully taxable equivalent basis. See “Reconciliation of Non-GAAP Financial Measures” at the end of this release.
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(3) Tangible common equity and tangible assets exclude goodwill of $5,848. See “Reconciliation of Non-GAAP Financial Measures” at the end of this release.
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9


National Bankshares, Inc.

Key Ratios and Other Data

(Unaudited)

As and for the Twelve Months<br><br> <br>Ended
($ in thousands) December 31,<br><br> <br>2023 December 31,<br><br> <br>2022
Average Balances **** **** **** **** **** ****
Cash and due from banks $ 12,053 $ 11,667
Interest-bearing deposits **** 37,660 88,963
Securities available for sale, at fair value **** 619,236 683,183
Mortgage loans held for sale **** 135 156
Loans, gross **** 851,537 833,512
Loans, net of unearned income and deferred fees and costs **** 851,086 833,070
Loans, net of allowance for credit losses **** 840,590 825,110
Goodwill **** 5,848 5,848
Total assets **** 1,613,854 1,705,614
Noninterest bearing deposits **** 299,748 338,269
Interest-bearing and savings deposits **** 1,021,704 1,127,403
Time deposits **** 150,395 77,686
Total deposits **** 1,471,847 1,543,358
Stockholders' equity **** 124,641 145,641
Financial Ratios **** **** **** **** **** ****
Return on average assets **** 0.97 % 1.52 %
Return on average equity **** 12.59 % 17.81 %
Efficiency ratio^(1)^ **** 61.04 % 47.69 %
Average equity to average assets **** 7.72 % 8.54 %
Tangible common equity to tangible assets^(2)^ **** 8.16 % 6.99 %
Allowance for Credit Losses **** **** **** **** **** ****
Beginning balance $ 8,225 $ 7,674
(Recovery) provision for credit losses **** (1,278 ) 706
Charge-offs **** (478 ) (367 )
Recoveries **** 283 212
Adoption of ASU 2016-13 **** 2,342 -
Ending balance $ 9,094 $ 8,225
(1) The efficiency ratio is calculated as noninterest expense divided by the sum of noninterest income, less non-recurring items, and net interest income on a fully taxable equivalent basis. See “Reconciliation of Non-GAAP Financial Measures” at the end of this release.
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(2) Tangible common equity and tangible assets exclude goodwill of $5,848. See “Reconciliation of Non-GAAP Financial Measures” at the end of this release.
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10


National Bankshares, Inc.

Asset Quality Data

(Unaudited)

($ in thousands) December 31,<br><br> <br>2023 September 30,<br><br> <br>2023 December 31,<br><br> <br>2022
Nonperforming Assets **** **** **** **** **** **** **** **** ****
Nonaccrual loans $ 2,629 $ 2,981 $ 2,847
Other real estate owned **** - 662 662
Total nonperforming assets $ 2,629 $ 3,643 $ 3,509
Loans 90 days or more past due and accruing $ 188 $ 31 $ 8
Asset Quality Ratios **** **** **** **** **** **** **** **** ****
Nonperforming assets to loans^(1)^ plus other real estate owned **** 0.31 % 0.43 % 0.41 %
Allowance for credit losses on loans to total loans^(1)^ **** 1.06 % 1.20 % 0.96 %
Allowance for credit losses on loans to nonperforming loans **** 345.91 % 341.53 % 288.90 %
Loans past due 90 days or more to loans^(1)^ **** 0.02 % 0.00 % 0.00 %
(1) Loans are net of unearned income and deferred fees and costs
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11


National Bankshares, Inc.

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

In addition to financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures that provide useful information for financial and operational decision making, evaluating trends, and comparing financial results to other financial institutions. Non-GAAP financial measures are supplemental and not a substitute for, or more important than, financial measures prepared in accordance with GAAP and may not be comparable to those reported by other financial institutions.

The non-GAAP financial measures presented in this document include fully taxable equivalent (“FTE”) interest income used in the net interest margin and the efficiency ratio, the efficiency ratio, and the ratio of tangible common equity to tangible assets. For periods that are shorter than twelve months, the Company annualizes net income for the return on average assets and return on average equity. In order to prevent distortion, the Company does not annualize significant non-recurring income and expense items.

Long-term strategies as well as management of the business environment of the period affected results for 2023 and 2022. As previously mentioned, during 2023, the Company also incurred expense to respond to a proxy contest. These expenses are not related to operation of the Company’s business. For the year ended December 31, 2023, non-GAAP pro-forma results excluding the costs associated with the proxy contest are presented for earnings per common share, return on average equity and return on average assets.

The following tables present calculations underlying non-GAAP financial measures.

( in thousands) September 30,<br><br> <br>2023 December 31,<br><br> <br>2022
Net Interest Income, FTE **** **** **** **** **** **** **** ****
Interest income (GAAP) 15,513 $ 14,679 $ 13,982
Add: FTE adjustment 243 229 230
Interest income, FTE (non-GAAP) 15,756 14,908 14,212
Interest expense (GAAP) 7,033 6,039 1,028
Net interest income, FTE (non-GAAP) 8,723 $ 8,869 $ 13,184
Income for Efficiency Ratio **** **** **** **** **** **** **** ****
Noninterest income (GAAP) 2,254 $ 2,115 $ 5,858
Less: gain on sale of investment (1) (232 ) - (3,823 )
Noninterest income, adjusted (non-GAAP) 2,022 2,115 2,035
Net interest income, FTE (non-GAAP) 8,723 8,869 13,184
Total income for efficiency ratio (non-GAAP) 10,745 $ 10,984 $ 15,219
Annualized Net Income **** **** **** **** **** **** **** ****
Net income (GAAP) 4,185 $ 3,074 $ 9,310
Less: items deemed by management to be non-recurring:
Gain on sale of investment(1), net of tax of (49) for the period ended December 31, 2023 and (803) for the period ended December 31, 2022 (183 ) - (3,020 )
Recovery of ACL on loans, net of tax of (187) for the period ended December 31, 2023 and (84) for the period ended September 30, 2023 (702 ) (317 ) -
Total non-recurring items (885 ) (317 ) (3,020 )
Adjusted net income 3,300 $ 2,757 $ 6,290
Adjusted net income, annualized 13,092 $ 10,938 $ 24,955
Add: total non-recurring items 885 317 3,020
Annualized net income for ratio calculation (non-GAAP) 13,977 $ 11,255 $ 27,975

All values are in US Dollars.

(1) Income recognized upon receipt of a contract contingency payment associated with the 2022 sale of a private equity investment.

12


National Bankshares, Inc.

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

( in thousands except per share data) December 31, 2022
Net Interest Income, FTE **** **** **** **** ****
Interest income (GAAP) 58,833 $ 50,109
Add: FTE adjustment 890 919
Interest income, FTE (non-GAAP) 59,723 51,028
Interest expense (GAAP) 21,550 3,083
Net interest income, FTE (non-GAAP) 38,173 $ 47,945
Noninterest Expense for Efficiency Ratio **** **** **** **** ****
Noninterest expense (GAAP) 29,245 $ 26,958
Less: proxy contest-related expense (786 ) -
Noninterest expense for efficiency ratio (non-GAAP) 28,459 $ 26,958
Income for Efficiency Ratio **** **** **** **** ****
Noninterest income (GAAP) 9,359 $ 12,401
Add: realized securities loss, net 3,332 -
Less: gain on sale of investment (1) (3,203 ) (3,823 )
Less: BOLI benefit payment included in BOLI income (1,037 ) -
Noninterest income, adjusted (non-GAAP) 8,451 8,578
Net interest income, FTE (non-GAAP) 38,173 47,945
Total income for efficiency ratio (non-GAAP) 46,624 $ 56,523
Key Ratios Excluding Proxy Contest Expense, 2023 **** **** **** **** ****
Net income (GAAP) 15,691 **** **** ****
Add: proxy contest expense, net of tax of 165 621 **** **** ****
Net income excluding proxy contest expense (non-GAAP) 16,312 **** **** ****
Basic net income per common share excluding proxy contest expense (non-GAAP) 2.77 **** **** ****
Return on average equity excluding proxy contest expense (non-GAAP) 13.09 % **** **** ****
Return on average assets excluding proxy contest expense (non-GAAP) 1.01 % **** **** ****

All values are in US Dollars.

(1) Amount presented for 2022 reflects the gain on sale of a private equity investment. In 2023, amount reflects $232 recognized upon receipt of a contract contingency payment associated with the 2022 sale of a private equity investment and $2,971 gain on the sale of the Company’s VISA Class B shares.
As of
--- --- --- --- --- --- --- --- --- ---
($ in thousands) December 31, 2023 September 30, 2023 December 31, 2022
Tangible Assets **** **** **** **** **** **** **** **** ****
Total assets (GAAP) $ 1,655,370 $ 1,591,902 $ 1,677,551
Less: Goodwill **** (5,848 ) (5,848 ) (5,848 )
Tangible assets (non-GAAP) $ 1,649,522 $ 1,586,054 $ 1,671,703
Tangible Common Equity **** **** **** **** **** **** **** **** ****
Total stockholders' equity (GAAP) $ 140,522 $ 116,113 $ 122,687
Less: Goodwill **** (5,848 ) (5,848 ) (5,848 )
Tangible common equity (non-GAAP) $ 134,674 $ 110,265 $ 116,839

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