8-K

UNITED BANCORP INC /OH/ (UBCP)

8-K 2021-01-22 For: 2021-01-21
View Original
Added on April 11, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENTREPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 21, 2021

UNITED BANCORP, INC.

(Exact name of registrant as specified in its charter)

Ohio 0-16540 34-1405357
(State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.)
201 South 4th Street, Martins Ferry, Ohio 43935-0010
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (740) 633-0445

(Former name or former address, if changed since last report.)

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

Title of each class Trading Symbol(s) Name of each exchange on whichregistered
Common Stock, Par Value $1.00 UBCP NASDQ Capital Market

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<br>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))
--- ---

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 and Financial Condition.

On January 21, 2021, United Bancorp, Inc. issued a press release announcing its results of operations and financial condition for and as of, respectively, the fiscal periods ended December 31, 2020, unaudited. The press release is furnished as Exhibit No. 99.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
--- ---

The following exhibits are furnished herewith:

ExhibitNumber Exhibit Description
99 Registrant’s press release, dated January 21, 2021

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.

Dated: January 21, 2021 UNITED BANCORP, INC.
/s/ Randall M. Greenwood
Randall M. Greenwood
Senior Vice President and
Chief Financial Officer

EX-99

Exhibit 99

Press Release dated January 21, 2021

LOGO

PRESS RELEASE

United Bancorp, Inc. 201 South 4th at Hickory Street, Martins Ferry, OH 43935

Contacts: Scott A. Everson Randall M. Greenwood
President and CEO Senior Vice President, CFO and Treasurer
(740) 633-0445, ext. 6154 (740) 633-0445, ext. 6181
ceo@unitedbancorp.com cfo@unitedbancorp.com

FOR IMMEDIATE RELEASE: 11:00 a.m. January 21, 2021

United Bancorp, Inc. Reports Record Earnings for Both the Fourth Quarter and Year Ending December 31, 2020

MARTINS FERRY, OHIO ◆◆◆ United Bancorp, Inc. (NASDAQ: UBCP) reported diluted earnings per share of $1.39 and net income of $7,953,000 for the twelve months ended December 31, 2020, as compared to its previous record levels of $1.19 and $6,810,000, respectively, for the corresponding twelve-month period in 2019. The Company’s diluted earnings per share for the three months ended December 31, 2020 was $0.46, as compared to $0.31 for the same period in the previous year, an increase of 48.4%. Even though the Company achieved record earnings in 2020, overall earnings were negatively affected by a higher provision for loan losses and other expenses or revenue losses that it realized due to the impact of the COVID-19 pandemic that ravaged our national economy and country this past year.

Randall M. Greenwood, Senior Vice President, CFO and Treasurer remarked, “In light of the events that have had a significant impact on our Company and economy as a whole this past year, we are extremely pleased to report on our record earnings performance for both the most recently ended quarter and the twelve months ended December 31, 2020. For the fourth quarter of 2020, our Company achieved net income of $2,640,000 and diluted earnings per share of $0.46, which was a respective increase for each of $872,000 and $0.15, or 48.4%, over the previous year. For the twelve months ending December 31, 2020, our Company had net income of $7,953,000 and diluted earnings per share of $1.39 versus $6,810,000 and $1.19 respectively for the preceding year, an increase for both of 16.8% — even though we booked an additional $2,429,000 in loan loss provision during the current year, raising the level of our total allowance for loan losses to total loans from 0.51% to 1.15% as of year-end. Contributing to our achievement of a sound level of earnings this past year was the solid growth that our Company experienced in its earning assets. Year-over-year, average loans increased by $25.8 million, or 6.1%, and average securities and other required stock increased by $9.8 million or 6.2%. Even with the FOMC implementing its Zero Interest Rate Policy (ZIRP) early in 2020 due to the COVID-19 pandemic, our solid growth in our earning assets, along with our robust loan fee generation (which increased by $575,000, or 61%, year-over-year), led to an increase of $594,000 in our level of total interest income realized — an improvement of 2.2% over the previous year. As we have formerly disclosed, our Company prudently started to position its balance sheet to be more liability sensitive early in the second quarter of 2019 in response to the FOMC’s change in the direction of monetary policy at that time. This action put us in a more strategic position to fully benefit from the ZIRP implemented almost overnight by the FOMC in the first quarter of 2020 when the potential effects of the COVID-19 pandemic on our country and economy were more fully understood. Being in a very good position from a sensitivity perspective when this sudden and drastic change in monetary policy occurred, our Company saw its total interest expense decrease in 2020 from the previous year by $1,390,000 or 22.7% — a level which helped us lower our overall total interest expense on a year-over-year basis for the first time in several years as we had

properly and responsively prepared for the downward trending rate environment in which we presently operate and foresee operating within for an extended period. With our focus on both growing earning assets and aggressively managing our sensitivity, our Company saw a year-over-year increase in its net interest income of $1,984,000 or 9.5%. As of December 31, 2020, our Company’s net interest margin was 3.76%, which is an increase of nine basis points year-over-year and compares very favorably to our peer. Obviously, if rates stay lower for longer as the FOMC has communicated, this could challenge us to maintain our net interest margin at its present level.”

Greenwood continued, “Even though we fully realize that the continuing pandemic situation has the potential to change our qualitative metrics relating to credit, we have successfully maintained overall strength and stability within our loan portfolio throughout the course of this past year and at year-end. As of December 31, 2020, our Company continues to have very solid credit quality-related metrics supported by a relatively low level of nonaccrual loans and loans past due 30 plus days, which were $832,000, or 0.19% of total loans, versus $2,660,000 and 0.60%, respectively, the previous year. Further, net loans charged off, excluding overdrafts, was $378,000, or 0.08% annualized. With our increased provision for loan losses this past year, our total allowance for loan losses more than doubled year-over-year and our total allowance for loan losses to nonaccrual loans was 816.4% at year-end. We remain committed — as we were throughout the entire year of 2020 — to closely working with our valued loan customers to keep their loans current by following payment relief practices fully supported by both regulatory and accounting guidance. We are hopeful that these positive actions will allow our customers who are still being negatively impacted by the pandemic to weather the storm and our Company to maintain its present state of sound credit quality. Over the course of this most recently ended quarter, we were encouraged to see most of our loan customer base that had previously received some level of payment relief in 2020 make either contractual or interest only payments on their loans. We are hopeful that this current trend will continue; but, being realistic, we firmly recognize that our credit quality metrics could deteriorate if our economy does not normalize in the near term.” Greenwood further stated, “Our Company continues to have very sound levels of capital. As previously announced in the second quarter of 2019, we enhanced our capital levels by issuing $20.0 million in subordinated debt at very favorable terms. Even though this capital is only measured at the bank-level, it has provided some very welcome cushion during these very challenging times. Overall, our Company saw shareholders’ equity grow by $8.4 million, or 14.0%, and its book value increase by $1.21, or 11.8%, year-over-year.”

Scott A. Everson, President and CEO stated, “As our Company navigated through an unprecedented and highly uncertain operating environment in 2020, I am extremely proud to report that we responded well to the challenges with which we were confronted and produced record earnings. We are exceptionally grateful for the level of increased earnings that we achieved in the pandemic-challenged economy in which we operated this past year and continue to be both mindful and respectful of the continuing challenges that it will pose for our Company in the current year. Accordingly, we continue to posture our Company for a longer duration downturn due to the negative macroeconomic forces with which we continue to be confronted related to the impacts of the pandemic on both our domestic and world economies. But, with the recent development of a COVID-19 vaccine and our solid credit related metrics and loss coverage related thereto, our Company did not contribute an additional provision to our relatively robust loan loss reserve this past quarter. Giving consideration to our exceptionally strong coverage ratio at year-end, we may be able to continue this course in the coming year if our credit metrics remain solid and the economy continues to improve and get closer to pre-pandemic performance levels.” Everson continued, “We are comforted to know that our Company continues to be well capitalized under regulatory and industry guidelines, which should help us weather any storm that may confront us. In addition, our Company has always had a long-term view, predicated on sound underwriting practices, superior customer service and prudent liquidity and capital management, which has served us well through various operating environments. We are confident that this philosophy will again prove to be sound as we support our customers and work through this present crisis; therefore, protecting our shareholder value.”

Everson concluded, “This past year was extremely trying for our nation and our thoughts and prayers continue to go out to everyone as we all work through the challenges presented to us by this horrible COVID-19 pandemic. Our number one priority continues to be protecting the health and welfare of our team members and customer base, while delivering the highest quality service possible under the circumstances.

During this time of great uncertainty, we are blessed to have both systems and personnel capable of delivering quality service and support to our valued customers. From an operating perspective, our Company was back to full operations and availability for the entire second half of 2020. In addition, I am extremely happy to report that we opened our newest Banking Center in Moundsville, West Virginia during this timeframe. This new location, our Company’s twentieth full-service Banking Center, is our first one located in the State of West Virginia. Although we are open to the public, we are taking extreme precautions in our operations by following the strict and further evolving guidance provided by both governmental and health authorities. We are truly blessed to have an extremely caring and resilient team of employees that helped our Company perform at a record level during arguably the most demanding environment in which any of us have ever worked. It is only through the diligence of our team members that we have been able to execute at a high level and achieve the record level of earnings that we did in 2020. For this, our team is to be commended and, as always, I am exceptionally proud of their willingness to overcome extreme obstacles, their ability to produce stellar results under trying circumstances and, in general, their overall fortitude… our Company is truly blessed to have such a motivated and Unified Team!”

As of December 31, 2020, United Bancorp, Inc. has total assets of $693.4 million and total shareholders’ equity of $68.3 million. Through its single bank charter, Unified Bank, the Company currently has twenty banking centers that serve the Ohio Counties of Athens, Belmont, Carroll, Fairfield, Harrison, Jefferson and Tuscarawas and Marshall County in West Virginia. The Company also operates a Loan Production Office in Wheeling, WV (Ohio County). United Bancorp, Inc. trades on the NASDAQ Capital Market tier of the NASDAQ Stock Market under the symbol UBCP, Cusip #909911109.

Certain statements contained herein are not based on historical facts and are “forward-looking statements” within the meaning of Section 21A of the Securities Exchange Act of 1934. Forward-looking statements, which are based on various assumptions (some of which are beyond the Company’s control), may be identified by reference to a future period or periods, or by the use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “estimate,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of these terms. Actual results could differ materially from those set forth in forward-looking statements, due to a variety of factors, including, but not limited to, those related to the economic environment, particularly in the market areas in which the company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk management, asset/liability management, changes in the financial and securities markets, including changes with respect to the market value of our financial assets, and the availability of and costs associated with sources of liquidity. The Company undertakes no obligation to update or carry forward-looking statements, whether as a result of new information, future events or otherwise.

United Bancorp, Inc,

“UBCP”

For the Three Months Ended
December 31,2020 December 31,2019 %Change Change
Earnings
Interest income on loans $ 5,024,010 $ 5,287,127 -4.98 % )
Loan fees 428,939 361,019 18.81 %
Interest income on securities 1,215,225 1,501,386 -19.06 % )
Total interest income 6,668,174 7,149,532 -6.73 % )
Total interest expense 673,920 1,720,946 -60.84 % )
Net interest income 5,994,254 5,428,586 10.42 %
Provision for loan losses 33,000 578,000 -94.29 % )
Net interest income after provision for loan losses 5,961,254 4,850,586 22.90 %
Service charges on deposit accounts 605,161 705,799 -14.26 % )
Net realized gains on sale of loans 86,965 16,285 434.02 %
Other noninterest income 683,782 271,590 151.77 %
Total noninterest income 1,375,908 993,674 38.47 %
Total noninterest expense 4,410,309 3,986,369 10.63 %
Income before income taxes 2,926,853 1,857,891 57.54 %
Income taxexpense 286,461 89,482 220.13 %
Net income $ 2,640,392 $ 1,768,409 49.31 %
Per share
Earnings per common share—Basic $ 0.46 $ 0.31 48.39 %
Earnings per common share—Diluted 0.46 0.31 48.39 %
Cash Dividends paid 0.1425 0.14 1.79 %
Shares Outstanding
Average—Basic 5,458,365 5,550,469
Average—Diluted 5,458,365 5,550,469
For the Year Ended December 31, %
2020 2019 Change Change
Earnings ****
Interest income on loans $ 20,581,592 $ 20,847,902 -1.28 % )
Loan fees 1,516,804 942,181 60.99 %
Interest income on securities 5,529,290 5,243,676 5.45 %
Total interest income 27,627,686 27,033,759 2.20 %
Total interest expense 4,733,501 6,123,077 -22.69 % )
Net interest income 22,894,185 20,910,682 9.49 %
Provision for loan losses 3,337,000 908,000 267.51 %
Net interest income after provision for loan losses 19,557,185 20,002,682 -2.23 % )
Service charges on deposit accounts 2,580,044 2,843,646 -9.27 % )
Gains on sale of<br>available-for-sale securities 2,593,613 N/A
Net realized gains on sale of loans 179,980 54,226 231.91 %
Other noninterest income 1,561,945 990,444 57.70 %
Total noninterest income 6,915,582 3,888,316 77.86 %
Total noninterest expense 17,890,434 16,482,370 8.54 %
Income before income taxes 8,582,333 7,408,628 15.84 %
Income taxexpense 628,850 599,038 4.98 %
Net income $ 7,953,483 $ 6,809,590 16.80 %
Per share
Earnings per common share—Basic $ 1.39 $ 1.19 16.81 %
Earnings per common share—Diluted 1.39 1.19 16.81 %
Cash Dividends paid 0.570 0.545 4.59 %
Book value (end of period) 11.45 10.24 11.82 %
Shares Outstanding
Average—Basic 5,468,658 5,525,965
Average—Diluted 5,468,658 5,525,965
Common stock, shares issued 6,046,351 5,959,351
Shares held as Treasury Stock 79,593 42,400
At year end
Total assets $ 693,401,559 $ 685,705,764 1.12 %
Total assets (average) 689,288,000 648,930,000 6.22 %
Cash and due from Federal Reserve Bank 51,591,508 14,984,518 244.30 %
Average cash and due from Federal Reserve Bank 25,522,000 5,405,000 372.19 %
Securities and other restricted stock 162,243,989 192,797,436 -15.85 % )
Average Securities and other restricted stock 167,420,000 157,659,000 6.19 %
Other real estate and repossessions (“OREO”) 720,850 818,450 -11.92 % )
Gross loans 443,490,525 441,548,353 0.44 %
Average loans 446,256,000 420,487,000 6.13 %
Allowance for loan losses 5,112,796 2,231,118 129.16 %
Net loans 438,377,729 439,317,235 -0.21 % )
Net loans charged off 378,297 601,007 -37.06 % )
Net overdrafts charged off 77,024 118,763 -35.14 % )
Total net charge offs 455,321 719,770 -36.74 % )
Non-accrual loans 626,240 1,452,050 -56.87 % )
Loans past due 30+ days (excludes non accrual loans) 205,922 1,208,227 -82.96 % )
Average total deposits 572,384,000 541,176,000 5.77 %
Total Deposits 579,534,113 548,068,392 5.74 %
Non interest bearing deposits 122,736,625 101,334,810 21.12 %
Interest bearing demand 253,550,084 233,044,782 8.80 %
Savings 122,548,757 108,218,061 13.24 %
Time 80,698,647 105,470,739 -23.49 % )
Repurchase Agreements 12,705,419 6,915,603 83.72 %
Advances from the Federal Home Loan Bank 39,800,000 N/A )
Overnight advances 39,800,000 N/A )
Shareholders’ equity 68,327,896 59,921,955 14.03 %
Shareholders’ equity (average) 69,455,000 60,368,000 15.05 %
Stock data
Market value—last close (end of period) $ 13.18 $ 14.30 -7.83 %
Dividend payout ratio 41.01 % 45.80 % -10.46 %
Price earnings ratio 9.48x 12.02x -21.09 %
Market Price to Book Value 115 % 140 % -27.00 %
Annualized yield based on year end close 4.32 % 3.92 % -0.63 %
Key performance ratios
Return on average assets (ROA) 1.15 % 1.05 % 0.10 %
Return on average equity (ROE) 11.45 % 11.28 % 0.17 %
Net interest margin (Federal taxequivalent) 3.76 % 3.67 % 0.09 %
Interest expense to average assets 0.69 % 0.94 % -0.25 %
Total allowance for loan losses to nonperforming loans 816.43 % 153.65 % 662.78 %
Total allowance for loan losses to total loans 1.15 % 0.51 % 0.64 %
Nonaccrual loans to total loans 0.14 % 0.33 % -0.19 %
Non accrual loans and OREO to total assets 0.19 % 0.33 % -0.14 %
Net loan charge-offs to average loans (excludes overdraft charge-offs) 0.08 % 0.14 % -0.05 %
Equity to assets at period end 9.85 % 8.74 % 1.27 %

All values are in US Dollars.