8-K

NATIONAL BANKSHARES INC (NKSH)

8-K 2023-10-26 For: 2023-10-26
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) October 26, 2023

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 October 26, 2023, National Bankshares, Inc. issued a press release reporting its financial results for the period ended September 30, 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 October 26, 2023.
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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: October 26, 2023
By: /s/ F. Brad Denardo
F. Brad Denardo
Chairman, President & CEO

Page 2 of 2 Pages

ex_584893.htm

Exhibit 99.1

image01.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 Third Quarter and Nine Months Ended September 30, 2023

BLACKSBURG, VA., October 26, 2023 -- National Bankshares, Inc. (“the Company”) **** (Nasdaq: NKSH), parent company of The National Bank of Blacksburg (“the Bank”), today announced its results of operations for the third quarter of 2023. The Company reported net income of $3.07 million, or basic earnings per common share of $0.52, for the third quarter and $11.51 million, or basic earnings per common share of $1.95, for the nine months ended September 30, 2023. This compares to net income of $6.16 million, or basic earnings per common share of $1.03, for the third quarter of 2022 and $16.62 million, or basic earnings per common share of $2.77, for the nine months ended September 30, 2022. National Bankshares, Inc. ended September 30, 2023 with total assets of $1.59 billion.

“An extremely competitive banking environment and shrinking profit margins marked the latest reporting period,” said President and CEO F. Brad Denardo. “The Federal Reserve’s sustained rate increases over the past eighteen months have drastically increased the cost of attracting and retaining deposits, resulting in much higher interest expense and reduced earnings. Under these tough conditions, our dedicated community bankers are working harder than ever to provide exceptional service, grow the business, and return value to our shareholders.”

Mr. Denardo added, "As a part of our plan for future growth, we are excited to announce that this month we will begin construction of our new branch office in Roanoke, Virginia. We look forward to serving the Roanoke Valley with the truly personalized community banking experience that has been our hallmark for over 130 years.”

Highlights

Credit Quality

Loan quality continues to reflect low credit risk, with low charge-off and past due levels. The calculation for the allowance for credit losses on loans (“ACLL”) indicated a decrease in risk when September 30, 2023 is compared with June 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 ACL by $2.34 million from December 31, 2022.

Net Income

Net income for the three and nine month periods ended September 30, 2023 decreased when compared with the three months ended June 30, 2023 and September 30, 2022, and the nine months ended September 30, 2022. Key items that impacted 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 three months ended September 30, 2023 is compared with the three months ended June 30, 2023 and September 30, 2022, and when the nine month periods ended September 30, 2023 and 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 increase, repricing will continue to contribute to improved interest income.

As noted above, 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. Further information on the Company’s funds management and deposit strategy is discussed under the Deposits section below.

101 Hubbard Street / Blacksburg, Virginia 24060

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

540 951-6300 / 800 552-4123

www.nationalbankshares.com


Noninterest Income

Noninterest income decreased when the third quarter of 2023 is compared with the second quarter of 2023. During the second quarter of 2023, the Company recognized certain 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 $3.34 million on the sale of securities.

Noninterest income for the nine months ended September 30, 2023 improved when compared with the nine months ended September 30, 2022, due primarily to the same factors discussed above.

Noninterest Expense

Noninterest expense for the third quarter decreased when compared with the second quarter of 2023, primarily due to lower expenses for professional services. Professional services include legal and other expenses for the Company’s response to the proxy contest that amounted to $327 thousand for the second quarter. The Company does not anticipate any further material expense for this matter.

When results for the nine months ended September 30, 2023 are compared with the same period of 2022, noninterest expense increased due to the proxy contest, as discussed above, as well as 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 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 $261 thousand based upon actuarial calculations.

Securities

The impact of the Federal Reserve’s interest rate increases decreased the market value of the Company’s bond portfolio. As part of its interest rate risk management, the Company periodically evaluates its position in financial assets. During the second quarter, the Company strategically selected and sold securities with a market value of $25.52 million. The loss on the sale was largely offset by a gain on the sale of the Company’s VISA Class B stock. Additionally, during the first quarter of 2023, the Company sold $18.00 million of securities, resulting in a small net gain. The strategy for both sales prioritized enhancement of long-term earnings. Though not a primary objective, proceeds from the sales also bolstered liquidity.

The Company’s Asset Liability Management Committee is closely monitoring interest rate risk on all of the Company’s financial assets and liabilities. As of September 30, 2023, the Company has the ability to hold securities until maturity and there are no further sales planned. Analysis as of September 30, 2023 did not indicate credit risk concerns with any of the Company’s securities.

Deposits

Competition continued to pressure the Company’s deposits during the third quarter of 2023, a trend that began impacting the Company during the fourth quarter of 2022. 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 area 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 24% 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.

Overdraft Policy

During the third quarter, the Company modified its policy to exempt from charge small overdrafts on deposit accounts, and small items that overdraw deposit accounts. The policy change is intended to address recent industry-wide regulatory comments and build goodwill with the Company’s deposit base.

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 June 2023. While higher interest rates have 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 September 30, 2023 decreased from June 30, 2023 due to higher unrealized losses on securities, offset to an extent by earnings. 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 impact 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 a semiannual dividend of $0.73 per share in June 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 88.55% for the first nine months of 2023.

Key Ratios

The impact of margin compression accounts for the decrease in the return on average equity and the return on average assets and the increase in the efficiency ratio when results for the three and nine months ended September 30, 2023 are compared with the same period of 2022 and the second quarter of 2023.

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. 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. Because of these uncertainties and the assumptions on which this discussion and the forward-looking statements are based, actual future operations and results in the future may differ materially from those indicated herein. For details on factors that could affect these expectations, see the risk factors and other cautionary language included in the Companys Annual Report on Form 10-K for the year ended December 31, 2022 and in the Companys other periodic and current reports filed with the SEC. Readers are cautioned against placing undue reliance on any such forward-looking statements. The Companys past results are not necessarily indicative of future performance.

3


National Bankshares, Inc.

Consolidated Balance Sheets

(Unaudited)

( in thousands, except per share data) June 30,<br><br> <br>2023 September 30,<br><br> <br>2022
Assets **** **** **** **** **** **** **** ****
Cash and due from banks 13,089 $ 14,815 $ 10,957
Interest-bearing deposits 40,353 55,241 79,466
Securities available for sale, at fair value 591,552 614,178 657,410
Restricted stock, at cost 1,264 929 941
Mortgage loans held for sale 82 - -
Loans:
Real estate construction loans 64,181 56,984 62,821
Consumer real estate loans 226,671 226,453 219,617
Commercial real estate loans 424,765 423,396 435,185
Commercial non real estate loans 42,940 56,079 52,409
Public sector and IDA loans 51,591 47,791 48,912
Consumer non-real estate loans 39,269 36,236 34,328
Total loans 849,417 846,939 853,272
Less: unearned income and deferred fees and costs (442 ) (398 ) (409 )
Loans, net of unearned income and deferred fees and costs 848,975 846,541 852,863
Less: allowance for credit losses (10,181 ) (10,626 ) (8,207 )
Loans, net 838,794 835,915 844,656
Premises and equipment, net 11,091 11,044 10,183
Accrued interest receivable 6,180 5,718 5,822
Other real estate owned, net 662 662 907
Goodwill 5,848 5,848 5,848
Bank-owned life insurance 43,327 43,081 43,072
Other assets 39,660 38,110 39,684
Total assets 1,591,902 $ 1,625,541 $ 1,698,946
Liabilities and Stockholders' Equity **** **** **** **** **** **** **** ****
Noninterest-bearing deposits 303,166 $ 300,713 $ 358,772
Interest-bearing demand deposits 789,148 841,382 917,449
Savings deposits 184,801 197,958 217,405
Time deposits 187,885 146,979 77,023
Total deposits 1,465,000 1,487,032 1,570,649
Accrued interest payable 551 260 40
Other liabilities 10,238 9,805 16,070
Total liabilities 1,475,789 1,497,097 1,586,759
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 5,891,739 (including 2,052 unvested) shares at September 30, 2023 and June 30, 2023 and 5,957,275 at September 30, 2022 7,383 7,367 7,447
Retained earnings 198,394 195,320 196,941
Accumulated other comprehensive loss, net (89,664 ) (74,243 ) (92,201 )
Total stockholders' equity 116,113 128,444 112,187
Total liabilities and stockholders' equity 1,591,902 $ 1,625,541 $ 1,698,946

All values are in US Dollars.

4


National Bankshares, Inc.

Consolidated Statements of Income

(Unaudited)

Three Months Ended
($ in thousands, except per share data) September 30,<br><br> <br>2023 June 30,<br><br> <br>2023 September 30,<br><br> <br>2022
Interest Income **** **** **** **** **** **** **** ****
Interest and fees on loans $ 9,816 $ 9,644 $ 8,816
Interest on interest-bearing deposits **** 439 540 506
Interest on securities - taxable **** 4,084 4,066 3,425
Interest on securities - nontaxable **** 340 347 408
Total interest income **** 14,679 14,597 13,155
Interest Expense **** **** **** **** **** **** **** ****
Interest on time deposits **** 1,452 1,054 31
Interest on other deposits **** 4,584 4,314 722
Interest on borrowings **** 3 12 -
Total interest expense **** 6,039 5,380 753
Net interest income **** 8,640 9,217 12,402
(Recovery) provision for credit losses **** (401 ) 10 252
Net interest income after (recovery) provision for credit losses **** 9,041 9,207 12,150
Noninterest Income **** **** **** **** **** **** **** ****
Service charges on deposit accounts **** 642 637 661
Other service charges and fees **** 151 49 51
Credit and debit card fees, net **** 395 414 448
Trust income **** 505 481 492
BOLI income **** 253 1,279 239
Gain on sale of mortgage loans **** 22 55 40
Gain on sale of investment **** - 2,971 -
Other income **** 147 249 209
Realized securities loss, net **** - (3,344 ) -
Total noninterest income **** 2,115 2,791 2,140
Noninterest Expense **** **** **** **** **** **** **** ****
Salaries and employee benefits **** 4,462 4,465 4,144
Occupancy, furniture and fixtures **** 547 411 476
Data processing and ATM **** 978 879 774
FDIC assessment **** 190 254 114
Net costs of other real estate owned **** 14 4 68
Franchise taxes **** 339 358 375
Professional services **** 251 551 254
Other operating expenses **** 684 635 531
Total noninterest expense **** 7,465 7,557 6,736
Income before income tax expense **** 3,691 4,441 7,554
Income tax expense **** 617 540 1,392
Net Income $ 3,074 $ 3,901 $ 6,162
Basic net income per common share $ 0.52 $ 0.66 $ 1.03
Fully diluted net income per common share $ 0.52 $ 0.66 $ 1.03
Weighted average number of common shares outstanding, basic **** 5,889,687 5,889,687 5,974,961
Weighted average number of common shares outstanding, diluted **** 5,889,939 5,890,048 5,974,961
Dividends declared per common share $ - $ 0.73 $ -
Book value per share $ 19.71 $ 21.81 $ 18.83

5


National Bankshares, Inc.

Consolidated Statements of Income

(Unaudited)

Nine Months Ended
($ in thousands, except per share data) September 30,<br><br> <br>2023 September 30,<br><br> <br>2022
Interest Income **** **** **** **** ****
Interest and fees on loans $ 28,793 $ 25,240
Interest on interest-bearing deposits **** 1,207 757
Interest on securities - taxable **** 12,268 8,847
Interest on securities - nontaxable **** 1,052 1,283
Total interest income **** 43,320 36,127
Interest Expense **** **** **** **** ****
Interest on time deposits **** 2,865 105
Interest on other deposits **** 11,352 1,950
Interest on borrowings **** 300 -
Total interest expense **** 14,517 2,055
Net interest income **** 28,803 34,072
(Recovery) provision for credit losses **** (389 ) 696
Net interest income after (recovery) provision for credit losses **** 29,192 33,376
Noninterest Income **** **** **** **** ****
Service charges on deposit accounts **** 1,871 1,826
Other service charges and fees **** 253 157
Credit and debit card fees, net **** 1,276 1,423
Trust income **** 1,431 1,374
BOLI income **** 1,771 718
Gain on sale of mortgage loans **** 93 136
Gain on sale of investment **** 2,971 -
Other income **** 771 909
Realized securities loss, net **** (3,332 ) -
Total noninterest income **** 7,105 6,543
Noninterest Expense **** **** **** **** ****
Salaries and employee benefits **** 13,361 12,133
Occupancy, furniture and fixtures **** 1,500 1,432
Data processing and ATM **** 2,730 2,354
FDIC assessment **** 561 336
Net costs of other real estate owned **** 29 78
Franchise taxes **** 1,072 1,108
Professional services **** 1,555 693
Other operating expenses **** 1,878 1,526
Total noninterest expense **** 22,686 19,660
Income before income tax expense **** 13,611 20,259
Income tax expense **** 2,105 3,637
Net Income $ 11,506 $ 16,622
Basic net income per common share $ 1.95 $ 2.77
Fully diluted net income per common share $ 1.95 $ 2.77
Weighted average number of common shares outstanding, basic **** 5,889,687 6,008,607
Weighted average number of common shares outstanding, diluted **** 5,889,778 6,008,607
Dividends declared per common share $ 1.73 $ 0.72
Book value per share $ 19.71 $ 18.83

6


National Bankshares, Inc.

Net Interest Margin

(Unaudited)

($ in thousands) Three Months Ended September 30, 2023 Three Months Ended June 30, 2023
Average Balance Interest Average Yield/ Rate Average Balance Interest Average Yield/ Rate
Interest-earning assets:
Loans ^(1)(2)(3)^ $ 843,546 $ 9,924 **** 4.67 % $ 853,119 $ 9,730 4.57 %
Taxable securities ^(4)(5)^ **** 640,578 **** 4,084 **** 2.53 % 654,021 4,066 2.49 %
Nontaxable securities ^(1)(4)^ **** 64,415 **** 461 **** 2.84 % 65,231 470 2.89 %
Interest-bearing deposits **** 32,503 **** 439 **** 5.36 % 41,947 540 5.16 %
Total interest-earning assets $ 1,581,042 $ 14,908 **** 3.74 % $ 1,614,318 $ 14,806 3.68 %
Interest-bearing liabilities:
Interest-bearing demand deposits $ 799,772 $ 4,358 **** 2.16 % $ 847,986 $ 4,115 1.95 %
Savings deposits **** 192,702 **** 226 **** 0.47 % 199,606 199 0.40 %
Time deposits **** 163,476 **** 1,452 **** 3.52 % 138,261 1,054 3.06 %
Borrowings **** 207 **** 3 **** 5.75 % 954 12 5.05 %
Total interest-bearing liabilities $ 1,156,157 $ 6,039 **** 2.07 % $ 1,186,807 $ 5,380 1.82 %
Net interest income and interest rate spread **** **** $ 8,869 **** 1.67 % $ 9,426 1.86 %
Net yield on average interest‑earning assets **** **** **** **** **** 2.23 % 2.34 %
($ in thousands) Three Months Ended September 30, 2022
--- --- --- --- --- --- --- ---
Average Balance Interest Average Yield/ Rate
Interest-earning assets:
Loans ^(1)(3)(6)^ $ 849,929 $ 8,900 4.15 %
Taxable securities ^(4)(5)^ 683,490 3,425 1.99 %
Nontaxable securities ^(1)(4)^ 74,670 556 2.95 %
Interest-bearing deposits 89,165 506 2.25 %
Total interest-earning assets $ 1,697,254 $ 13,387 3.13 %
Interest-bearing liabilities:
Interest-bearing demand deposits $ 936,368 $ 686 0.29 %
Savings deposits 217,637 36 0.07 %
Time deposits 78,198 31 0.16 %
Total interest-bearing liabilities $ 1,232,203 $ 753 0.24 %
Net interest income and interest rate spread $ 12,634 2.89 %
Net yield on average interest‑earning assets 2.95 %
^(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 $56 and $66 for the three months ended September 30, 2023 and June 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 $82 for the three months ended September 30, 2022.
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7


National Bankshares, Inc.

Net Interest Margin

(Unaudited)

($ in thousands) Nine Months Ended September 30, 2023 Nine Months Ended September 30, 2022
Average Balance Interest Average Yield/ Rate Average Balance Interest Average Yield/ Rate
Interest-earning assets:
Loans ^(1)(2)(3)^ $ 850,543 $ 29,068 **** 4.57 % $ 829,133 $ 25,484 4.11 %
Taxable securities ^(4)(5)^ **** 657,575 **** 12,268 **** 2.49 % 662,824 8,847 1.78 %
Nontaxable securities ^(1)(4)^ **** 65,649 **** 1,425 **** 2.90 % 75,806 1,728 3.05 %
Interest-bearing deposits **** 31,435 **** 1,207 **** 5.13 % 97,917 757 1.03 %
Total interest-earning assets $ 1,605,202 $ 43,968 **** 3.66 % $ 1,665,680 $ 36,816 2.96 %
Interest-bearing liabilities:
Interest-bearing demand deposits $ 834,575 $ 10,846 **** 1.74 % $ 911,926 $ 1,839 0.27 %
Savings deposits **** 200,170 **** 506 **** 0.34 % 216,691 111 0.07 %
Time deposits **** 131,398 **** 2,865 **** 2.92 % 79,981 105 0.18 %
Borrowings **** 8,287 **** 300 **** 4.84 % - - -
Total interest-bearing liabilities $ 1,174,430 $ 14,517 **** 1.65 % $ 1,208,598 $ 2,055 0.23 %
Net interest income and interest rate spread **** **** $ 29,451 **** 2.01 % $ 34,761 2.73 %
Net yield on average interest‑earning assets **** **** **** **** **** 2.45 % 2.79 %
^(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 $162 and $195 for the nine months ended September 30, 2023 and September 30, 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) September 30,<br><br> <br>2023 June 30,<br><br> <br>2023 September 30,<br><br> <br>2022
Average Balances **** **** **** **** **** **** **** **** ****
Cash and due from banks $ 11,929 $ 12,140 $ 11,275
Interest-bearing deposits **** 32,503 41,947 89,165
Securities available for sale, at fair value **** 609,404 629,616 686,303
Mortgage loans held for sale **** 88 338 194
Loans, gross **** 843,892 853,196 850,175
Loans, net of unearned income and deferred fees and costs **** 843,458 852,781 849,735
Loans, net of allowance for credit losses **** 832,861 842,147 841,619
Goodwill **** 5,848 5,848 5,848
Total assets **** 1,591,801 1,627,794 1,728,040
Noninterest bearing deposits **** 298,431 300,480 341,030
Interest-bearing and savings deposits **** 992,474 1,047,592 1,154,005
Time deposits **** 163,476 138,261 78,198
Total deposits **** 1,454,381 1,486,333 1,573,233
Stockholders' equity **** 126,612 129,738 138,787
Financial Ratios **** **** **** **** **** **** **** **** ****
Return on average assets^(1)^ **** 0.71 % 0.87 % 1.41 %
Return on average equity^(1)^ **** 8.89 % 10.94 % 17.61 %
Efficiency ratio^(2)^ **** 67.96 % 62.58 % 45.59 %
Average equity to average assets **** 7.95 % 7.97 % 8.03 %
Tangible common equity to tangible assets^(3)^ **** 6.95 % 7.57 % 6.28 %
Allowance for Credit Losses **** **** **** **** **** **** **** **** ****
Beginning balance $ 10,626 $ 10,650 $ 8,069
(Recovery) provision for credit losses **** (401 ) 10 252
Charge-offs **** (72 ) (68 ) (181 )
Recoveries **** 28 34 67
Ending balance $ 10,181 $ 10,626 $ 8,207
(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 Nine Months Ended
( in thousands) September 30,<br><br> <br>2023 September 30,<br><br> <br>2022
Average Balances
Cash and due from banks 11,829 $ 11,676
Interest-bearing deposits 31,435 97,917
Securities available for sale 627,908 693,303
Mortgage loans held for sale 161 184
Loans, gross 850,814 829,400
Loans, net of unearned income and deferred fees and costs 850,382 828,949
Loans, net of allowance for credit losses 839,764 821,082
Goodwill 5,848 5,848
Total assets 1,614,757 1,716,907
Noninterest bearing deposits 302,568 334,727
Interest-bearing and savings deposits 1,034,745 1,128,617
Time deposits 131,398 79,981
Total deposits 1,468,711 1,543,325
Stockholders' equity 126,792 157,540
Financial Ratios **** **** **** **** ****
Return on average assets(1) 0.94 % 1.29 %
Return on average equity(1) 11.97 % 14.04 %
Efficiency ratio(2) 61.09 % 48.03 %
Average equity to average assets 7.85 % 9.18 %
Tangible common equity to tangible assets(3) 6.95 % 6.28 %
Allowance for Credit Losses **** **** **** **** ****
Beginning balance 8,225 $ 7,674
(Recovery) provision for credit losses (389 ) 696
Charge-offs (232 ) (316 )
Recoveries 235 153
Adoption of ASU 2016-13 2,342 -
Ending balance 10,181 $ 8,207

All values are in US Dollars.

(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.
(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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10


National Bankshares, Inc.

Asset Quality Data

(Unaudited)

($ in thousands) September 30,<br><br> <br>2023 June 30,<br><br> <br>2023 September 30,<br><br> <br>2022
Nonperforming Assets **** **** **** **** **** **** **** **** ****
Nonaccrual loans $ 2,981 $ 3,075 $ 2,888
Other real estate owned **** 662 662 907
Total nonperforming assets $ 3,643 $ 3,737 $ 3,795
Loans 90 days or more past due and accruing $ 31 $ 21 $ 48
Asset Quality Ratios **** **** **** **** **** **** **** **** ****
Nonperforming assets to loans^(1)^ plus other real estate owned **** 0.43 % 0.44 % 0.44 %
Allowance for credit losses on loans to total loans^(1)^ **** 1.20 % 1.26 % 0.96 %
Allowance for credit losses on loans to nonperforming loans **** 341.53 % 345.56 % 284.18 %
Loans past due 90 days or more to loans^(1)^ **** 0.00 % 0.00 % 0.01 %
(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, the annualization of net income for the return on average assets and return on average equity, and the ratio of tangible common equity to tangible assets. The following tables present calculations underlying non-GAAP financial measures.

( in thousands) June 30,<br><br> <br>2023 September 30,<br><br> <br>2022
Net Interest Income, FTE **** **** **** **** **** **** ****
Interest income (GAAP) 14,679 $ 14,597 $ 13,155
FTE adjustment 229 209 232
Interest income, FTE (non-GAAP) 14,908 14,806 13,387
Interest expense (GAAP) 6,039 5,380 753
Net interest income, FTE (non-GAAP) 8,869 $ 9,426 $ 12,634
Noninterest Expense for Efficiency Ratio **** **** **** **** **** **** ****
Noninterest expense (GAAP) 7,465 $ 7,557 $ 6,736
Less: proxy contest-related expense - (327 ) -
Noninterest expense for efficiency ratio (non-GAAP) 7,465 $ 7,230 $ 6,736
Income for Efficiency Ratio **** **** **** **** **** **** ****
Noninterest income (GAAP) 2,115 $ 2,791 $ 2,140
Realized securities loss, net - 3,344 -
Gain on sale of investment - (2,971 ) -
BOLI benefit payout - (1,037 ) -
Noninterest income, adjusted (non-GAAP) 2,115 2,127 2,140
Net interest income, FTE (non-GAAP) 8,869 9,426 12,634
Total income for efficiency ratio (non-GAAP) 10,984 $ 11,553 $ 14,774
Annualized Net Income **** **** **** **** **** **** ****
Net income (GAAP) 3,074 $ 3,901 $ 6,162
Less: items deemed by management to be non-recurring:
Realized securities loss, net of tax of 702 - 2,642 -
Proxy contest-related expense, net of tax of 69 - 258 -
Gain on sale of investment, net of tax of (624) - (2,347 ) -
BOLI benefit payout - (1,037 ) -
Recovery of ACL on loans, net of tax of (84) (317 ) - -
Total non-recurring items (317 ) (484 ) -
Adjusted net income 2,757 $ 3,417 $ 6,162
Adjusted net income, annualized 10,938 $ 13,706 $ 24,447
Add: total non-recurring items 317 484 -
Annualized net income for ratio calculation (non-GAAP) 11,255 $ 14,190 $ 24,447

All values are in US Dollars.

12


National Bankshares, Inc.

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

( in thousands) September 30,<br><br> <br>2022
Net Interest Income, FTE **** **** **** **** ****
Interest income (GAAP) 43,320 $ 36,127
FTE adjustment 648 689
Interest income, FTE (non-GAAP) 43,968 36,816
Interest expense (GAAP) 14,517 2,055
Net interest income, FTE (non-GAAP) 29,451 $ 34,761
Noninterest Expense for Efficiency Ratio **** **** **** **** ****
Noninterest expense (GAAP) 22,686 $ 19,660
Less: proxy contest-related expense (768 ) -
Noninterest expense for efficiency ratio (non-GAAP) 21,918 $ 19,660
Income for Efficiency Ratio **** **** **** **** ****
Noninterest income (GAAP) 7,105 $ 6,543
Realized securities loss, net 3,332 -
Gain on sale of investment (2,971 ) -
BOLI benefit payout (1,037 ) -
Noninterest income, adjusted (non-GAAP) 6,429 6,543
Net interest income, FTE (non-GAAP) 29,451 34,761
Total income for efficiency ratio (non-GAAP) 35,880 $ 41,304
Annualized Net Income **** **** **** **** ****
Net income (GAAP) 11,506 $ 16,622
Less: items deemed by management to be non-recurring:
Partnership income net of tax of (44) and (77) for the periods ended September 30, 2023 and 2022, respectively (164 ) (290 )
Realized securities loss, net of tax of 700 2,632 -
Recovery for credit losses, net of tax of (82) (307 ) -
Proxy contest-related expense, net of tax of 161 607 -
Gain on sale of investment, net of tax of (624) (2,347 ) -
BOLI benefit payout (1,037 ) -
Total non-recurring items (616 ) (290 )
Adjusted net income 10,890 16,332
Adjusted net income, annualized 14,560 21,836
Add: total non-recurring items 616 290
Annualized net income for ratio calculation (non-GAAP) 15,176 $ 22,126

All values are in US Dollars.

As of
($ in thousands) September 30, 2023 June 30, 2023 September 30, 2022
Tangible Assets **** **** **** **** **** **** **** **** ****
Total assets (GAAP) $ 1,591,902 $ 1,625,541 $ 1,698,946
Less: Goodwill **** (5,848 ) (5,848 ) (5,848 )
Tangible assets (non-GAAP) $ 1,586,054 $ 1,619,693 $ 1,693,098
Tangible Common Equity **** **** **** **** **** **** **** **** ****
Total stockholders' equity (GAAP) $ 116,113 $ 128,444 $ 112,187
Less: Goodwill **** (5,848 ) (5,848 ) (5,848 )
Tangible common equity (non-GAAP) $ 110,265 $ 122,596 $ 106,339

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