OVBC 8-K
Ohio Valley Banc Corp (OVBC)
8-K
2025-01-28
For: 2025-01-28
View Original
Added on
April 09, 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 28, 2025
(Exact Name of Registrant as Specified in Its Charter)
(Commission File Number)
|
|
|
|
(State or Other Jurisdiction of Incorporation)
|
(I.R.S. Employer Identification No.)
|
(Address of principal executive offices, including zip code)
(740 ) 446-2631
(Registrant’s telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities registered pursuant to Section 12(b) of the Act:
|
Title of each class
|
Trading
Symbol(s)
|
Name of each exchange on which registered
|
||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act
of 1934 (§240.12b-2 of this chapter):
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
|
Section 2 – Financial Information
|
|
Item 2.02. Results of Operations and Financial Condition
|
GALLIPOLIS, Ohio - Ohio Valley Banc Corp. [Nasdaq: OVBC] (the “Company”) reported consolidated net income for the quarter ended December 31, 2024, of
$2,515,000, a decrease of $708,000 from the same period the prior year. Earnings per share for the fourth quarter of 2024 were $.53 compared to $.68 for the prior year fourth quarter. For the year ended December 31, 2024, net income totaled
$10,999,000, a decrease of $1,632,000, or 12.9%, from the same period the prior year. Earnings per share were $2.32 for 2024 versus $2.65 for 2023. Return on average assets and return on average equity were .77% and 7.50%, respectively, for the
year ended December 31, 2024, compared to .99% and 9.24%, respectively, for the same period in the prior year.
Ohio Valley Banc Corp. President and CEO, Larry Miller stated, “While it is never enjoyable to report lower net income, given all that
was accomplished in 2024, I am quite pleased with how the company is positioned for future success. Net income was down primarily due to two one-time expenses that management knowingly accepted to put the company in a more favorable position as
we look to the future. The largest of the two expenses was the $3.3 million associated with the voluntary early retirement program. The other one-time expense was the $496,000 in account bonuses paid to new Sweet Home Ohio depositors. Both of
these expenses are part of a broader strategy to improve shareholder value and further our Community First Mission.”
For the three months ended December 31, 2024, net interest income increased $1,755,000, and for the year ended December 31, 2024, net
interest income increased $2,777,000 from the same respective periods last year. Contributing to the increase in quarterly net interest income was the $187 million increase in average earning assets. For the year ended December 31, 2024, the
increase in net interest income was attributable to the $149 million increase in average earning assets, which was partially offset by the 23 basis point decrease in the net interest margin. In general, the growth in earning assets was primarily
driven by loan growth followed by an increase in average securities and higher average balances being maintained at the Federal Reserve. For 2024, average loans increased $86 million from the prior year. The loan growth experienced during 2024
exceeded expectations and occurred primarily within the commercial lending and residential real estate lending segments. A portion of the growth in the residential real estate segment was associated with the higher utilization of a warehouse line
of credit extended to another mortgage lender. For 2024, average securities increased $36 million and average balances maintained at the Federal Reserve increased $28 million from the prior year. These increases were related to investing deposit
growth that exceeded loan growth. The decrease in the net interest margin for the respective periods was related to the cost of funding sources increasing more than the yield on earning assets. This increase in the cost of funding was partially
linked to the Company’s decision to increase rates on deposit accounts to attract deposits amidst heightened market competition for such funds. In addition, the composition of funding sources trended toward certificates of deposit and wholesale
funding sources, which generally cost more than other funding sources, such as checking, NOW, savings and money market deposit products.
For the three months ended December 31, 2024, the provision for credit losses was $617,000, a decrease of $72,000 from the same period
last year. The provision for credit loss expense for the fourth quarter of 2024 was primarily related to additional reserves for certain qualitative risk factors, quarter-to-date net charge-offs of $433,000 and a $13 million quarterly increase in
loan balances. These increases were partially offset by the release of a $427,000 specific reserve on a collateral dependent individually evaluated loan due to obtaining additional collateral to cover the deficiency. In addition, the improvement
in the unemployment and gross domestic product forecast contributed to lower expected loss rates. For the year ended December 31, 2024, the provision for credit losses was $2,469,000, an increase of $379,000 from the same period last year. The
year-to-date provision for credit loss expense was primarily associated with net charge-offs of $1,260,000, loan growth of $90 million and additional reserves associated with certain qualitative risk factors. The allowance for credit losses was
.95% of total loans at December 31, 2024, compared to .90% at December 31, 2023. The ratio of nonperforming loans to total loans increased to .46% at December 31, 2024, compared to .26% at December 31, 2023.
For the three months ended December 31, 2024, noninterest income totaled $3,920,000, an increase of $339,000 from the same period last
year. For the year ended December 31, 2024, noninterest income totaled $13,171,000, an increase of $542,000 from the same period last year. The increases were largely due to service charges on deposit accounts and interchange income earned on
debit and credit card transactions. For 2024, service charges on deposit accounts increased $339,000 from the prior year. The increase was primarily related to an increase in the volume of overdraft transactions during 2024. Debit and credit card
interchange income for 2024 increased $108,000 from the prior year due to an increase in the number of transactions.
For the three months ended December 31, 2024, noninterest expense totaled $13,306,000, an increase of $3,004,000 from the same period
last year. For the year ended December 31, 2024, noninterest expense totaled $46,130,000, an increase of $4,762,000 from the same period last year. The Company’s largest noninterest expense, salaries and employee benefits, increased $3,076,000 as
compared to the fourth quarter of 2023, and $4,391,000 as compared to the year ended December 31, 2023. The increase was primarily related to annual merit increases, higher health insurance premiums, and the severance expense associated with a
voluntary early retirement program. During the third quarter of 2024, the Company established a voluntary early retirement program for select employees meeting certain criteria. Based on the number of employees that accepted the severance
package, the Company incurred an expense of $3,338,000. The early retirement program is expected to reduce salary and employee benefit expense on a go-forward basis. The growth in salaries and employee benefit expense was partially offset by the
elimination of staffing for Race Day Mortgage by April 2023, which resulted in a savings of $200,000 for 2024, when compared to the same period last year.
Further contributing to higher noninterest expense were customer rewards for new accounts, data processing and professional fees.
During the third quarter, the Company began participating in a program offered by the Ohio Treasurer called Ohio Homebuyer Plus. The program is designed to encourage Ohio residents to save for the purchase of a home. As a participant in the
program, the Company developed the Sweet Home Ohio deposit account to offer participants an above-market interest rate along with a deposit bonus to assist customers in achieving their home savings goal. During the fourth quarter of 2024, the
Company paid account bonuses totaling $496,000 to new Sweet Home Ohio deposit customers. For the three months and year ended December 31, 2024, data processing increased $53,000 and $285,000, respectively, from the same periods last year. The
increase was primarily related to debit card processing due to higher transaction volume and to higher costs associated with enhancements to the Company’s digital banking platform. Professional fees increased $10,000 for the fourth quarter of
2024 and increased $217,000 for year ended 2024, as compared to the same periods in 2023. The increase was related to higher director fees and a general increase in legal and accounting fees. These increases were partially offset by a decrease in
software expense and marketing expense. For 2024, software expense decreased $389,000 from the prior year due to the closure of Race Day Mortgage, which eliminated certain processing platforms. Marketing expense for 2024 decreased $190,000 from
the prior year due to a reduction in select marketing campaigns.
The Company’s total assets at December 31, 2024 were $1.503 billion, an increase of $151 million from December 31, 2023. As previously
discussed, the Company began participating in the Ohio Treasurer’s Ohio Homebuyer Plus program. For each Sweet Home Ohio account that was opened, the Company received a deposit from the Treasurer at a subsidized interest rate. At December 31,
2024, the balance of Sweet Home Ohio accounts totaled $6.8 million and the amount deposited by the Treasurer totaled $97 million. These deposit balances were the key contributor to the $148 million increase in total deposits. Since the Treasurer
deposits are classified as public funds, which are required to be collateralized, the Company invested the funds in securities to be pledged as collateral to the Treasurer. The investment of these funds contributed to the $105 million increase in
securities from December 31, 2023. As of December 31, 2024, total loans have increased $90 million. The increase was largely in the commercial and residential real estate segments. The growth in these segments was partially offset by a decrease
in consumer loans, as this segment was deemphasized by the Company in 2024 as other loan portfolio segments are more profitable. In line with its decision to deemphasize consumer loans, the Company exited the indirect lending business for autos
and recreational vehicles effective October 11, 2024. To assist with funding the growth in loans, the balance of funds maintained at the Federal Reserve decreased $47 million from year end 2023, which provided a higher rate of return. At December
31, 2024, shareholders’ equity increased $6.3 million from year end 2023. This was primarily from year-to-date net income of $11 million and an increase in accumulated other comprehensive income of $.9 million, partially offset by cash dividends
paid of $4.2 million and the purchase of 82,673 treasury shares for $1.9 million under the Company’s treasury repurchase program.
Ohio Valley Banc Corp. common stock is traded on the NASDAQ Global Market under the symbol OVBC. The holding company owns The Ohio
Valley Bank Company with 17 offices in Ohio and West Virginia, and Loan Central, Inc. with six consumer finance offices in Ohio. Learn more about Ohio Valley Banc Corp. at www.ovbc.com.
Caution Regarding Forward-Looking Information
Certain statements contained in this earnings release that are not statements of historical fact constitute forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Words such as “believes,” “anticipates,” “expects,” “appears,” “intends,” “targeted” and similar expressions are intended to identify forward-looking statements but are not the exclusive
means of identifying those statements. Forward-looking statements involve risks and uncertainties. Actual results may differ materially from those predicted by the forward-looking statements because of various factors and possible events,
including: (i) changes in political, economic or other factors, such as inflation rates, recessionary or expansive trends, taxes, the effects of implementation of federal legislation with respect to taxes and government spending and the
continuing economic uncertainty in various parts of the world; (ii) competitive pressures; (iii) fluctuations in interest rates; (iv) the level of defaults and prepayment on loans made by the Company; (v) unanticipated litigation, claims, or
assessments; (vi) fluctuations in the cost of obtaining funds to make loans; (vii) regulatory changes; and (viii) other factors that may be described in the Company’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q as filed with
the Securities and Exchange Commission from time to time. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update any forward-looking statement to reflect events or
circumstances after the date on which the statement is made to reflect unanticipated events.
|
OHIO VALLEY BANC CORP - Financial Highlights (Unaudited)
|
||||||||||||||||
|
Three months ended
|
Twelve months ended
|
|||||||||||||||
|
December 31,
|
December 31,
|
|||||||||||||||
|
2024
|
2023
|
2024
|
2023
|
|||||||||||||
|
PER SHARE DATA
|
||||||||||||||||
|
Earnings per share
|
$
|
0.53
|
$
|
0.68
|
$
|
2.32
|
$
|
2.65
|
||||||||
|
Dividends per share
|
$
|
0.22
|
$
|
0.22
|
$
|
0.88
|
$
|
1.02
|
||||||||
|
Book value per share
|
$
|
31.91
|
$
|
30.17
|
$
|
31.91
|
$
|
30.17
|
||||||||
|
Dividend payout ratio (a)
|
41.21
|
%
|
32.59
|
%
|
37.98
|
%
|
38.56
|
%
|
||||||||
|
Weighted average shares outstanding
|
4,711,001
|
4,773,132
|
4,736,820
|
4,774,607
|
||||||||||||
|
DIVIDEND REINVESTMENT (in 000's)
|
||||||||||||||||
|
Dividends reinvested under
|
||||||||||||||||
|
employee stock ownership plan (b)
|
$
|
-
|
$
|
-
|
$
|
202
|
$
|
193
|
||||||||
|
Dividends reinvested under
|
||||||||||||||||
|
dividend reinvestment plan (c)
|
$
|
368
|
$
|
405
|
$
|
1,524
|
$
|
1,949
|
||||||||
|
PERFORMANCE RATIOS
|
||||||||||||||||
|
Return on average equity
|
6.62
|
%
|
9.32
|
%
|
7.50
|
%
|
9.24
|
%
|
||||||||
|
Return on average assets
|
0.66
|
%
|
0.97
|
%
|
0.77
|
%
|
0.99
|
%
|
||||||||
|
Net interest margin (d)
|
3.70
|
%
|
3.71
|
%
|
3.71
|
%
|
3.94
|
%
|
||||||||
|
Efficiency ratio (e)
|
77.83
|
%
|
68.47
|
%
|
73.79
|
%
|
69.82
|
%
|
||||||||
|
Average earning assets (in 000's)
|
$
|
1,414,863
|
$
|
1,227,454
|
$
|
1,330,841
|
$
|
1,182,155
|
||||||||
|
(a) Total dividends paid as a percentage of net income.
|
||||||||||||||||
|
(b) Shares may be purchased from OVBC and on secondary market.
|
||||||||||||||||
|
(c) Shares may be purchased from OVBC and on secondary market.
|
||||||||||||||||
|
(d) Fully tax-equivalent net interest income as a percentage of average earning assets.
|
||||||||||||||||
|
(e) Noninterest expense as a percentage of fully tax-equivalent net interest income plus noninterest income.
|
||||||||||||||||
|
OHIO VALLEY BANC CORP - Consolidated Statements of Income (Unaudited)
|
||||||||||||||||
|
Three months ended
|
Twelve months ended
|
|||||||||||||||
|
(in $000's)
|
December 31,
|
December 31,
|
||||||||||||||
|
2024
|
2023
|
2024
|
2023
|
|||||||||||||
|
Interest income:
|
||||||||||||||||
|
Interest and fees on loans
|
$
|
16,864
|
$
|
14,953
|
$
|
64,938
|
$
|
54,821
|
||||||||
|
Interest and dividends on securities
|
2,364
|
997
|
6,378
|
4,174
|
||||||||||||
|
Interest on interest-bearing deposits with banks
|
794
|
1,172
|
4,447
|
2,870
|
||||||||||||
|
Total interest income
|
20,022
|
17,122
|
75,763
|
61,865
|
||||||||||||
|
Interest expense:
|
||||||||||||||||
|
Deposits
|
6,393
|
5,193
|
24,639
|
14,174
|
||||||||||||
|
Borrowings
|
559
|
614
|
2,320
|
1,664
|
||||||||||||
|
Total interest expense
|
6,952
|
5,807
|
26,959
|
15,838
|
||||||||||||
|
Net interest income
|
13,070
|
11,315
|
48,804
|
46,027
|
||||||||||||
|
Provision for (recovery of) credit losses
|
617
|
689
|
2,469
|
2,090
|
||||||||||||
|
Noninterest income:
|
||||||||||||||||
|
Service charges on deposit accounts
|
773
|
722
|
3,039
|
2,700
|
||||||||||||
|
Trust fees
|
100
|
79
|
404
|
326
|
||||||||||||
|
Income from bank owned life insurance and
|
||||||||||||||||
|
annuity assets
|
241
|
223
|
929
|
860
|
||||||||||||
|
Mortgage banking income
|
45
|
42
|
163
|
175
|
||||||||||||
|
Electronic refund check/deposit fees
|
0
|
0
|
675
|
675
|
||||||||||||
|
Debit / credit card interchange income
|
1,274
|
1,187
|
4,968
|
4,860
|
||||||||||||
|
Tax preparation fees
|
4
|
2
|
644
|
669
|
||||||||||||
|
Other
|
1,483
|
1,326
|
2,349
|
2,364
|
||||||||||||
|
Total noninterest income
|
3,920
|
3,581
|
13,171
|
12,629
|
||||||||||||
|
Noninterest expense:
|
||||||||||||||||
|
Salaries and employee benefits
|
8,833
|
5,757
|
27,782
|
23,391
|
||||||||||||
|
Occupancy
|
447
|
463
|
1,938
|
1,903
|
||||||||||||
|
Furniture and equipment
|
313
|
342
|
1,300
|
1,321
|
||||||||||||
|
Professional fees
|
370
|
360
|
1,873
|
1,656
|
||||||||||||
|
Marketing expense
|
146
|
287
|
820
|
1,010
|
||||||||||||
|
FDIC insurance
|
179
|
148
|
648
|
569
|
||||||||||||
|
Data processing
|
679
|
626
|
3,094
|
2,809
|
||||||||||||
|
Software
|
556
|
878
|
2,260
|
2,649
|
||||||||||||
|
Foreclosed assets
|
6
|
0
|
4
|
15
|
||||||||||||
|
Amortization of intangibles
|
0
|
3
|
8
|
21
|
||||||||||||
|
Other
|
1,777
|
1,438
|
6,403
|
6,024
|
||||||||||||
|
Total noninterest expense
|
13,306
|
10,302
|
46,130
|
41,368
|
||||||||||||
|
Income before income taxes
|
3,067
|
3,905
|
13,376
|
15,198
|
||||||||||||
|
Income taxes
|
552
|
682
|
2,377
|
2,567
|
||||||||||||
|
NET INCOME
|
$
|
2,515
|
$
|
3,223
|
$
|
10,999
|
$
|
12,631
|
|
|||||||
|
OHIO VALLEY BANC CORP - Consolidated Balance Sheets (Unaudited)
|
||||||||
|
(in $000's, except share data)
|
December 31,
|
December 31,
|
||||||
|
2024
|
2023
|
|||||||
|
ASSETS
|
||||||||
|
Cash and noninterest-bearing deposits with banks
|
$
|
15,704
|
$
|
14,252
|
||||
|
Interest-bearing deposits with banks
|
67,403
|
113,874
|
||||||
|
Total cash and cash equivalents
|
83,107
|
128,126
|
||||||
|
Securities available for sale
|
268,120
|
162,258
|
||||||
|
Securities held to maturity, net of allowance for credit losses of $1 in 2024 and $2 in 2023
|
7,049
|
7,986
|
||||||
|
Restricted investments in bank stocks
|
5,007
|
5,037
|
||||||
|
Total loans
|
1,061,825
|
971,900
|
||||||
|
Less: Allowance for credit losses
|
(10,088
|
)
|
(8,767
|
)
|
||||
|
Net loans
|
1,051,737
|
963,133
|
||||||
|
Premises and equipment, net
|
21,229
|
21,450
|
||||||
|
Premises and equipment held for sale, net
|
507
|
573
|
||||||
|
Accrued interest receivable
|
4,805
|
3,606
|
||||||
|
Goodwill
|
7,319
|
7,319
|
||||||
|
Other intangible assets, net
|
0
|
8
|
||||||
|
Bank owned life insurance and annuity assets
|
42,048
|
40,593
|
||||||
|
Operating lease right-of-use asset, net
|
1,024
|
1,205
|
||||||
|
Deferred tax assets
|
7,218
|
6,306
|
||||||
|
Other assets
|
4,242
|
4,535
|
||||||
|
Total assets
|
$
|
1,503,412
|
$
|
1,352,135
|
||||
|
LIABILITIES
|
||||||||
|
Noninterest-bearing deposits
|
$
|
322,383
|
$
|
322,222
|
||||
|
Interest-bearing deposits
|
952,795
|
804,914
|
||||||
|
Total deposits
|
1,275,178
|
1,127,136
|
||||||
|
Other borrowed funds
|
39,740
|
44,593
|
||||||
|
Subordinated debentures
|
8,500
|
8,500
|
||||||
|
Operating lease liability
|
1,024
|
1,205
|
||||||
|
Allowance for credit losses on off-balance sheet commitments
|
582
|
692
|
||||||
|
Other liabilities
|
28,060
|
26,002
|
||||||
|
Total liabilities
|
1,353,084
|
1,208,128
|
||||||
|
SHAREHOLDERS' EQUITY
|
||||||||
|
Common stock ($1.00 stated value per share, 10,000,000 shares authorized;
|
||||||||
|
2024 - 5,490,995 shares issued; 2023 - 5,470,453 shares issued)
|
5,491
|
5,470
|
||||||
|
Additional paid-in capital
|
52,321
|
51,842
|
||||||
|
Retained earnings
|
121,693
|
114,871
|
||||||
|
Accumulated other comprehensive income (loss)
|
(10,484
|
)
|
(11,428
|
)
|
||||
|
Treasury stock, at cost (2024 - 779,994 shares; 2023 - 697,321 shares)
|
(18,693
|
)
|
(16,748
|
)
|
||||
|
Total shareholders' equity
|
150,328
|
144,007
|
||||||
|
Total liabilities and shareholders' equity
|
$
|
1,503,412
|
$
|
1,352,135
|
||||
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 thereunto duly authorized.
|
OHIO VALLEY BANC CORP.
|
|||
|
Date:
|
January 28, 2025
|
By:
|
/s/Larry E. Miller, II |
|
Larry E. Miller, II
President and Chief Executive Officer
|