8-K

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): May 1,2023

N/A

(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:

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

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. [ ]

Item2.02.    Results of Operations and Financial Condition

On May 1, 2023, New Peoples Bankshares, Inc. (the “Company”) issued a press release announcing its earnings for the quarter and year ending March 31, 2023. A copy of the press release is attached as Exhibit 99.1.

Item 9.01.    Financial Statements and Exhibits.

(d)       Exhibits

Exhibit No. Description

99.1       Press release dated May 1, 2023 announcing earnings for the first quarter 2023

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.

Exhibit99.1

NEWSRELEASE | FOR<br> IMMEDIATE RELEASE: | FOR MORE INFORMATION,<br> CONTACT: || --- | --- || May 1, 2023 | C. Todd Asbury || | (276) 873-7000 |NEWPEOPLES BANKSHARES ANNOUNCES FIRST QUARTER RESULTSHonaker,Virginia – May 1, 2023Highlights| · | Net<br> income for the first quarter of 2023 was $2.0 million, or $0.08 per diluted share; || --- | --- || · | Net<br> interest margin remained stable at 3.83% for the first quarter of 2023 compared to 3.88%<br> for the fourth quarter of 2022 and 3.54% for the comparable period of 2022; || --- | --- || · | Total<br> gross loans increased $5.9 million, or 1.0%, during the first quarter of 2023; || --- | --- || · | Total<br> deposits increased $16.1 million, or 2.3%, during the first quarter of 2023; || --- | --- || · | New<br> Peoples Bank remains well-capitalized. Leverage ratio improved to 10.98%. || --- | --- |Today,New Peoples Bankshares, Inc. (the “Company”) (OTCBB: NWPP), the holding company for New Peoples Bank, Inc. (the “Bank”),announced first quarter 2023 net income of $2.0 million, or $0.08 per share, as compared to $1.9 million, or $0.08 per share, for thefirst quarter of 2022, an improvement of $100,000, or 5.2%.C.Todd Asbury, President and CEO of the Company, stated, “We are pleased to report another solid quarter for the Company. Creditquality has remained strong and loan growth is in line with our strategic goals. As we look further into 2023, deposit competition isexpected to continue to pressure some of the improvements made in the net interest margin during the last half of 2022. Our focus remainson improving operational efficiencies and providing exceptional products and services in order to drive value for our shareholders whilecontinuously improving our risk management framework.”RevenueNetInterest Income/Net Interest MarginNetinterest income for the quarter ended March 31, 2023 was $7.1 million compared to $6.6 million for the quarter ended March 31, 2022.The increase was primarily due to improvement in the net interest margin to 3.83% for the first quarter of 2023 compared to 3.54% forthe first quarter of 2022 due to the increase in asset yields outpacing increases in funding costs in the rising interest rate environmentthroughout 2022 and 2023.Non-interestIncomeNon-interestincome increased $30,000 to $2.4 million for the quarter ended March 31, 2023 from $2.4 million for the comparable quarter in 2022. Theprimary driver of the increase was the sale of the former call center building in Bristol, Virginia, and a former branch office in BigStone Gap, Virginia, which resulted in a combined gain of $130,000. This was offset by decreases in service charge income and card processingfees totaling a combined $107,000 during the period. Service charge income decreased due to changes made in 2022 in assessing certaincharges, that reduced the number of transactions subject to such fees. Fees from debit card activity declined, as stimulus funds paymentsresulting from tax credits and direct payments have been curtailed. Non-InterestExpenseNon-interestexpense was $6.9 million for the quarter ended March 31, 2023 compared to $6.4 million for the quarter ended March 31, 2022. The $430,000increase was impacted by increases in salaries and employee benefits as well as data processing and telecommunications expenses. Theincrease in salaries and employee benefits related to bonus accruals and performance raises, and benefits enhancements made in the firstquarter of 2023.Aspreviously reported, the Company approved a Long-Term Cash Incentive Plan, effective February 27, 2023, for cash incentive awards toPlan participants based on quarterly earnings per share of common stock.BalanceSheetTotalassets as of March 31, 2023 were $793.6 million, an increase of $18.3 million, or 2.4%, from $775.4 million as of December 31, 2022.Gross loans increased $5.9 million, or 1.0%, during 2023, due to a moderate increase in loan demand. Investment securities increased$646,000 during 2023 primarily due to a decrease of $2.7 million in the unrealized loss position, offset by principal repayments of amortizinginvestments in mortgage backed securities, agencies, and collateralized mortgage obligations of $2.1 million. All of the Company’sinvestments are designated as available-for-sale.Depositswere $708.8 million as of March 31, 2023 compared to $692.7 million as of December 31, 2022. The increase of the $16.1 million, or 2.3%,was due to efforts to attract and retain time deposits, combined with cyclical funds inflows primarily attributed to tax refunds receivedby customers.CapitalDuringthe first three months of 2023 total capital increased $2.5 million to $59.7 million as of March 31, 2023, as the net unrealized losson available-for-sale investment securities decreased $2.1 million, which when combined with quarter-to-date earnings of $2.0 million,more than offset a cash dividend payment of $1.6 million and the repurchase of common stock totaling $46,000. Additionally, the implementationof the current expected credit loss (“CECL”) methodology, resulted in a onetime net of tax, direct charge to retained earningsof $212,000. Consequently, book value per share has increased to $2.50 as of March 31, 2023 compared to $2.40 at December 31, 2022. TheBank remains well capitalized per regulatory guidance.Aspreviously reported, the Board extended the repurchase of up to 500,000 shares of the Company’s common stock through March 31,2024. As of March 31, 2023, the Company had repurchased 93,527 shares at an average price of $2.32 per share. During the quarter endedMarch 31, 2023, 19,932 shares were repurchased at an average price of $2.28 per share.AssetQualityOnJanuary 1, 2023, the Company adopted ASU 2016-13, which replaced the incurred loss methodology with the CECL expected loss methodology.The transition adjustment of the adoption of CECL included a decrease of $80,000 to the allowance for credit losses and an increase forthe allowance for credit losses on unfunded loan commitments of $348,000. Based on the new methodology, the allowance for credit lossesas a percentage of total loans was 1.13% at March 31, 2023 and 1.15% as of December 31, 2022, which was based on the incurred loss model.Annualizednet charge-offs, as a percentage of average loans, was 0.01% during the first quarter of 2023, compared to 0.06% in the fourth quarterof 2022.Theprovision for credit losses charged to the income statement for the quarter ended March 31, 2023 was zero compared to $100,000 for thethree months ended March 31, 2022. For the three-months ended March 31, 2023, the net provision of zero, was comprised of a provisionof $23,000 to the allowance for loan losses and reversal of $23,000 from the allowance for unfunded loan commitments.Nonperformingassets, which include nonaccrual loans and other real estate owned, totaled $3.1 million at March 31, 2023, a decline of $586,000, or15.9%, since year-end 2022. Nonperforming assets as a percentage of total assets were 0.39% at March 31, 2023, and 0.47% at December31, 2022. Otherreal estate owned of $261,000 as of March 31, 2023 is unchanged from December 31, 2022. Expenses associated with other real estate ownedwere $6,000 for the quarter ended March 31, 2023, compared to $130,000 during the quarter ended March 31, 2022, due to costs associatedwith sale of other real estate owned during the first three months of 2022. Nonaccrual loans decreased $586,000 to $2.8 million at March31, 2023 from $3.7 million at December 31, 2022, as we continue to work to reduce nonperforming and under-performing assets.AboutNew Peoples Bankshares, Inc.NewPeoples Bankshares, Inc. is a one-bank financial holding company headquartered in Honaker, Virginia. Its wholly-owned subsidiary providesbanking products and services through its 18 locations throughout southwest Virginia, eastern Tennessee, western North Carolina and southernWest Virginia. The Company’s common stock is traded over the counter under the trading symbol “NWPP”. Additional investorinformation can be found on the Company’s website at www.npbankshares.com.*Thisnews release contains statements concerning the Company’s expectations, plans, objectives, future financial performance and otherstatements that are not historical facts. These statements may constitute “forward-looking statements” as defined by federalsecurities laws. These statements may address issues that involve estimates and assumptions made by management, risks and uncertainties,and actual results could differ materially from historical results or those anticipated by such statements. Important factors that maycause actual results to differ from projections include:(i)the success or failure of efforts to implement the Company’s business plan; (ii) any required increase in the Company’ regulatorycapital ratios; (iii) satisfying other regulatory requirements that may arise from examinations, changes in the law and other similarfactors; (iv) deterioration of asset quality; (v) changes in the level of the Company’s nonperforming assets and charge-offs; (vi)fluctuations of real estate values in the Company’s markets; (vii) the Company’s ability to attract and retain talent; (viii)demographical changes in the Company’s markets which negatively impact the local economy; (ix) the uncertain outcome of enactedlegislation to stabilize the United States financial system; (x) the successful management of interest rate risk; (xi) the successfulmanagement of liquidity; (xii) changes in general economic and business conditions in the Company’s market area and the UnitedStates in general; (xiii) credit risks inherent in making loans such as changes in a borrower’s ability to repay and the Company’smanagement of such risks; (xiv) competition with other banks and financial institutions, and companies outside of the banking industry,including online lenders and those companies that have substantially greater access to capital and other resources; (xv) demand, developmentand acceptance of new products and services the Company has offered or may offer; (xvi) the effects of, and changes in, trade, monetaryand fiscal policies and laws, including interest rate policies of the Board of Governors of the Federal Reserve System, inflation, interestrate, market and monetary fluctuations; (xvii) the occurrence of significant natural disasters, including severe weather conditions,floods, health related issues and other catastrophic events; (xviii) technology utilized by the Company; (xix) the Company’s abilityto successfully manage cyber security; (xx) the Company’s reliance on third-party vendors and correspondent banks; (xxi) changesin generally accepted accounting principles; (xxii) changes in governmental regulations, tax rates and similar matters; (xxiii) disruptionsin the financial services industry or individual financial institutions and the subsequent media attention that could impact our customers’behavior; and (xxiv) other risks which may be described in future filings the Company makes with the Securities and Exchange Commission.The Company expressly disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information,future events or otherwise, except as required by law.* NEWPEOPLES BANKSHARES, INC.CONSOLIDATEDBALANCE SHEET HIGHLIGHTSQUARTERSENDED MARCH 31, 2023 THROUGH MARCH 31, 2022(INTHOUSANDS)(UNAUDITED)| Dollars in thousands | March 31,<br> <br>2023 | | December 31,<br> <br>2022 | | September 30,<br> <br>2022 | | June 30,<br> <br>2022 | | March 31,<br> <br>2022 | || --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- || Total cash and cash equivalents | $ | 74,333 | $ | 61,686 | $ | 114,918 | $ | 124,051 | $ | 78,864 || Investment securities available-for-sale | | 96,722 | | 96,076 | | 98,845 | | 100,616 | | 106,820 || Loans receivable, net of allowance for credit losses | | 583,829 | | 577,886 | | 573,281 | | 578,815 | | 588,313 || Total assets | | 793,635 | | 775,358 | | 828,565 | | 847,028 | | 813,536 || Total deposits | | 708,817 | | 692,707 | | 723,914 | | 707,064 | | 730,968 || Total liabilities | | 733,947 | | 718,139 | | 773,335 | | 790,864 | | 754,624 || Total shareholders’ equity | | 59,688 | | 57,219 | | 55,230 | | 56,164 | | 58,912 | NEWPEOPLES BANKSHARES, INC.CONSOLIDATEDSTATEMENTS OF INCOME HIGHLIGHTSFORTHE THREE MONTHS ENDED MARCH 31, 2023 THROUGH MARCH 31, 2022(INTHOUSANDS EXCEPT SHARE AND PER SHARE DATA)(UNAUDITED)| Dollars in thousands, except per share | March 31,<br> <br>2023 | | December 31,<br> <br>2022 | | September 30,<br> <br>2022 | | June 30,<br> <br>2022 | | March 31,<br> <br>2022 | || --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- || Interest income on loans, including fees | $ | 7,382 | $ | 7,263 | $ | 7,010 | $ | 6,792 | $ | 6,674 || Interest income on investment securities<br> <br><br> <br>Interest income and dividends on all other | | 560<br> <br><br> <br>580 | | 561<br> <br><br> <br>839 | | 505<br> <br><br> <br>595 | | 482<br> <br><br> <br>186 | | 435<br> <br><br> <br>48 || Total interest and dividend income | | 8,522 | | 8,663 | | 8,110 | | 7,460 | | 7,157 || Interest expense on deposits | | 1,146 | | 623 | | 418 | | 404 | | 430 || Total interest expense | | 1,454 | | 1,042 | | 910 | | 616 | | 536 || Net interest income | | 7,068 | | 7,621 | | 7,200 | | 6,844 | | 6,621 || Provision for credit losses | | — | | 225 | | 225 | | 75 | | 100 || Net interest income after provision for credit losses | | 7,068 | | 7,396 | | 6,975 | | 6,769 | | 6,521 || Total non-interest income | | 2,399 | | 2,333 | | 2,189 | | 2,348 | | 2,369 || Total non-interest expenses | | 6,870 | | 6,823 | | 6,599 | | 6,658 | | 6,439 || Income tax expense | | 576 | | 654 | | 579 | | 536 | | 530 || Net income | $ | 2,021 | $ | 2,252 | $ | 1,986 | $ | 1,923 | $ | 1,921 || Basic and diluted income per share | $ | 0.08 | $ | 0.09 | $ | 0.08 | $ | 0.08 | $ | 0.08 | | NEW PEOPLES BANKSHARES, INC. | | | | | | | | | | | | | | | || --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- || KEY PERFORMANCE AND CAPITAL RATIOS<br> <br>(UNAUDITED) | | | | | | | | | | | | | | | || | For the three-months ended | | | | | | | | | | | | | | || | March 31, 2023 | | | December 31, 2022 | | | September 30,<br> <br>2022 | | | June 30,<br> <br>2022 | | | March 31,<br> <br>2022 | | || Key Performance Ratios | | | | | | | | | | | | | | | || Earning assets yield | | 4.62 | % | | 4.39 | % | | 3.99 | % | | 3.82 | % | | 3.82 | % || Cost of interest-bearing liabilities | | 1.27 | % | | 0.84 | % | | 0.70 | % | | 0.51 | % | | 0.46 | % || Cost of funds | | 0.83 | % | | 0.55 | % | | 0.46 | % | | 0.33 | % | | 0.30 | % || Net interest margin | | 3.83 | % | | 3.86 | % | | 3.55 | % | | 3.50 | % | | 3.53 | % || Return on average shareholder’s equity | | 13.90 | % | | 16.25 | % | | 13.70 | % | | 13.45 | % | | 12.35 | % || Return on average assets | | 1.05 | % | | 1.10 | % | | 0.94 | % | | 0.94 | % | | 0.97 | % || Efficiency ratio* | | 72.56 | % | | 68.51 | % | | 70.25 | % | | 72.40 | % | | 71.59 | % || Loan to deposit ratio | | 83.31 | % | | 84.40 | % | | 80.10 | % | | 82.83 | % | | 81.42 | % || Asset Quality | | | | | | | | | | | | | | | || Allowance for credit loss to total loans | | 1.13 | % | | 1.15 | % | | 1.14 | % | | 1.16 | % | | 1.14 | % || Net charge-offs to average loans, annualized | | 0.01 | % | | 0.06 | % | | 0.30 | % | | 0.01 | % | | 0.05 | % || Nonaccrual loans to total loans | | 0.48 | % | | 0.58 | % | | 0.64 | % | | 0.62 | % | | 0.44 | % || Nonperforming assets to total assets | | 0.39 | % | | 0.47 | % | | 0.49 | % | | 0.47 | % | | 0.42 | % || Capital Ratios (Bank Only) | | | | | | | | | | | | | | | || Tier 1 leverage | | 10.98 | % | | 10.40 | % | | 9.86 | % | | 9.88 | % | | 9.95 | % || Tier 1 risk-based capital | | 15.35 | % | | 15.31 | % | | 15.16 | % | | 14.97 | % | | 14.66 | % || Total risk-based capital | | 16.58 | % | | 16.50 | % | | 16.35 | % | | 16.21 | % | | 15.90 | % || Total common equity tier 1 capital | | 15.35 | % | | 15.31 | % | | 15.16 | % | | 14.97 | % | | 14.66 | % |*Theefficiency ratio is computed as a percentage of noninterest expense divided by the sum of net interest income and noninterest income.This is a non-GAAP financial measure that management believes provides investors with important information regarding operational efficiency.Management believes such financial information is meaningful to the reader in understanding operating performance, but cautions thatsuch information should not be viewed as a substitute for GAAP. Comparison of our efficiency ratio with those of other companies maynot be possible because other companies may calculate it differently.**