8-K - UNB - Equibles

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): February 1, 2024

(Exact name of registrant as specified in its charter)

UNION BANKSHARES, INC.

(State or other jurisdiction		(Commission	(IRS Employer
of incorporation)		File Number)	Identification Number)
VT		001-15985	03-0283552
(Address of principal executive offices)			(Zip Code)
20 Lower Main St., P.O. Box 667			05661-0667
Morrisville	,	VT

Registrant's telephone number, including area code: (802) 888-6600

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

Not applicable

Check the appropriate box below if the Form 8-K 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 materials 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:

Common Stock, $2.00 par value	UNB	Nasdaq Stock Market
(Title of class)	(Trading Symbol)	(Exchanges registered on)

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

As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item 2.02 and in Exhibits 99.1 hereto shall not be deemed filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing with the Securities and Exchange Commission, except as shall be expressly provided by specific reference in such filing.

On February 1, 2024, Union Bankshares, Inc (the "Company") distributed its Fourth Quarter 2023 unaudited Report to Shareholders (the "Quarterly Report") presenting information concerning the Company's results of operations and financial condition for the three and twelve months ended December 31, 2023 and declaration of a regular quarterly dividend. A copy of the Quarterly Report is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01: Financial Statements and Exhibits

d) Exhibits:

99.1	Union Bankshares, Inc. Fourth Quarter 2023 Report to Shareholders distributed February 1, 2024 referred to in Item 2.02 of the Report as furnished, not filed; herewith.

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.

	Union Bankshares, Inc.
February 1, 2024	/s/ David S. Silverman
	David S. Silverman
	President/Chief Executive Officer
February 1, 2024	/s/ Karyn J. Hale
	Karyn J. Hale
	Chief Financial Officer

EXHIBIT INDEX

Exhibit 99.1	Union Bankshares, Inc. Fourth Quarter 2023 Report to Shareholders distributed February 1, 2024.

Document

Exhibit 99.1

February 1, 2024
We are pleased to provide you with information about our 2023 earnings and financial position at year end, a quarterly dividend declaration, and related information about Union Bankshares, Inc. Consolidated net income for the three months ended December 31, 2023, was 3.0 million, or 0.68 per share, compared to 3.4 million, or 0.77 cents per share, for the same period in 2022, and 11.3 million, or 2.50 per share, for the year ended December 31, 2023, compared to 12.6 million, or 2.81 per share for the year ended December 31, 2022.Total assets were 1.5 billion as of December 31, 2023, compared to 1.3 billion as of December 31, 2022, an increase of 132.4 million, or 9.9%. Asset growth was driven by loan growth, with total loans outstanding as of December 31, 2023, at 1.0 billion, compared to 961.7 million as of December 31, 2022. Asset quality remains strong as total net charge-offs for the year ended December 31, 2023, were 4 thousand and past due loans remain very low.Union Bankshares, Inc. had total equity capital of 65.8 million and a book value per share of 14.56 as of December 31, 2023, compared to 55.2 million and a book value of 12.25 per share as of December 31, 2022. The increase in total capital was attributable to net income of 11.3 million for 2023 and a decrease in the accumulated other comprehensive loss of 5.5 million as it relates to unrealized losses in the investment portfolio, partially offset by 6.5 million in dividends paid to shareholders.Consolidated net income decreased 1.4 million, or 10.8%, to 11.3 million for the year ended December 31, 2023, compared 12.6 million for the year ended December 31, 2022, due to a decrease in net interest income of 1.6 million and an increase in noninterest expenses of 1.7 million.The banking industry has experienced volatility during 2023 with concerns related to liquidity, deposit outflows,unrealized securities losses, and				interest rates. Union Bank, like others, has experienced earnings pressure due to the prolonged and steep yield curve inversion. Decreases in net income were primarily driven by changes in interest rates between periods resulting in a significant impact on the Company’s funding costs due to customer expectation of higher rates on deposit accounts and increased utilization of wholesale funding. The Company continues to focus on optimization of the net interest margin, maintaining strong asset quality, and increasing market share within our footprint. The company’s financial position remains strong, supported by a diverse deposit base, a strong liquidity position, excellent asset quality, and regulatory capital considered to be “well capitalized”.<br><br>During 2023 we completed an important Information Technology initiative, converting our core computing from on-site hosting to cloud-based hosting. This will allow us to avoid future computer hardware investments and allow our IT staff to focus on customer-facing initiatives. In addition, we opened a long planned full-service branch in North Conway, New Hampshire to serve the Mount Washington Valley Region. Since opening a loan production office in North Conway in 2019 we have generated approximately $150 million in commercial loans in the region. We look forward to serving the loan and deposit needs of this active market. Both initiatives are important investments in Union Bankshares’ future.<br><br>The Board of Directors is pleased to inform you that a cash dividend of $0.36 per share has been declared for the quarter payable February 1, 2024, to shareholders of record as of January 27, 2024.
	If you need assistance with a change in registration of certificates, combining your certificates into one, reporting lost certificates, non-receipt or loss of dividend checks, assistance regarding direct deposit of dividends, information about the Company, or to receive copies of financial reports, please contact Kristy Adams Alfieri, Assistant Secretary at 802.888.0982 or contact our Transfer Agent at the address and phone number listed below:
TRANSFER AGENT:
Broadridge Corporate Issuer Solutions, Inc. P.O. Box 1342 Brentwood, NY 11717866.321.8022 or720.378.5956E-mail: shareholder@broadridge.com
NASDAQ STOCK MARKET
Ticker Symbol: UNBCorporate Name: Union Bankshares, Inc.Corporate Address:20 Lower Main StreetP.O. Box 667Morrisville, VT 05661-0667Investor Relations: UBLocal.com
		David S. Silverman<br><br>President & Chief Executive Officer
			About Union Bankshares
Union Bankshares, Inc. operates as the holding company for Union Bank, which provides commercial, retail and municipal banking services and asset management services throughout northern Vermont and New Hampshire. Union Bank was founded in 1891 in Morrisville, Vermont, where the Bank’s and its holding company’s headquarters are located. Union Bank operates 19 banking offices, 2 loan centers and several ATMs throughout its geographical footprint.Union Bank has been helping people buy homes and local businesses create jobs in area communities since opening its doors over 130 years ago. Union Bank has earned an exceptional reputation for residential lending programs and has been recognized by the US Department of Agriculture, Rural Development for the positive impact made in the lives of first time home buyers. Union Bank is consistently one of the top Vermont Housing Finance Agency mortgage originators. Additionally, Union Bank has also been designated as an SBA Preferred lender for its participation in small business lending. Union Bank has received an "Outstanding" rating for its compliance with the Community Reinvestment Act (CRA). An institution in this group has an excellent record of helping to meet the credit needs of its assessment area, particularly in low-and moderate income neighborhoods, in a manner consistent with its resources and capabilities.

All values are in US Dollars.

Consolidated Balance Sheets(unaudited, in thousands)													Consolidated Statements of Income<br><br>(unaudited, in thousands)																							Union Bankshares, Inc.
				DIRECTORS
				Neil J. Van Dyke - Chair
ASSETS	DEC 31, 2023					DEC 31, 2022							DEC 31, 2023					DEC 31, 2022				DEC 31, 2023					DEC 31, 2022									Timothy W. Sargent - Vice Chair					David S. Silverman - President & CEO
					Joel S. Bourassa					Karyn J. Hale - Chief Financial Officer
																	(3 months ended)									(12 months ended)
																									Timothy W. Sargent - Secretary
Cash and Due from Banks			$	4,429									Interest Income		$	15,416					12,355					$	57,110					$	43,948
																													Mary K. Parent									Kristy Adams Alfieri - Assistant Secretary
											Interest Expense			6,314					2,005				19,267					4,524						Nancy C. Putnam
Federal Funds Sold & Overnight Deposits			73,237					33,381																					Gregory D. Sargent
												9,102					10,350				37,843					39,424						David S. Silverman
Interest Bearing Deposits in Banks			14,690					16,428																						Janet P. Spitler
												(338)					—				(499)					—
Investment Securities			265,883					251,531					Net Interest Income After<br>Credit Loss Benefit		9,440					10,350				38,342						39,424						Union Bank					REGIONAL<br>ADVISORY BOARD<br>MEMBERS
Loans Held for Sale			3,070					1,178
												248					209				943					838						DIRECTORS
Loans, net			1,030,022					959,493					Noninterest Income		2,421					2,195				8,961						8,615						Neil J. Van Dyke - Chair					Michael R. Barrett - St. Johnsbury
																												Timothy W. Sargent - Vice Chair								Steven J. Bourgeois - St. Albans
Allowance for Credit Losses			(6,566)					(8,339)					Noninterest Expenses:																							Joel S. Bourassa					Andrew A. Dean - Northern NH
													Salaries & Wages		3,352					3,578				14,247						14,083						Dawn D. Bugbee					Stanley T. Fillion - Northern NH
Premises and Equipment, net			20,771					20,479																												Mary K. Parent					Rosemary H. Gingue - St. Johnsbury
													Employee Benefits		1,296					1,276				5,361						5,030						Nancy C. Putnam					John M. Goodrich - Northern NH
Accrued Interest & Other Assets			63,352					57,834																				Gregory D. Sargent								Christopher M. Knapp - Northern NH
																																				David S. Silverman					Coleen K. Kohaut - St. Albans
Total Assets			$	1,468,888									Occupancy Expense, net		516					476				2,035						1,913						Janet P. Spitler					Justin P. Lavely - St. Johnsbury
																																									Daniel J. Luneau - St. Albans
													Equipment Expense		1,008					894				3,722						3,692											Samuel H. Ruggiano - St. Albans
																																				Christine A. Sheley - Northern NH
																																									David S. Silverman - All
LIABILITIES & SHAREHOLDERS' EQUITY	DEC 31, 2023					DEC 31, 2022							Other Expenses		2,458					2,269				10,004						8,912
																								Union Bank Offices<br><br>(ATMs at all Branch Locations)
													Total		8,630					8,493					35,369						33,630
Noninterest Bearing Deposits			$	250,992
											Income Before Taxes			3,479					4,261				12,877					15,247						VERMONT
Interest Bearing Deposits			765,689					762,722
																																Berlin			1028 US Route 302					802.476.0061
Time Deposits			288,922					153,045					Income Tax Expense		430					817				1,620						2,632						Fairfax			Jct. Routes 104 & 128			802.849.2600
																																				Hardwick			103 VT Route 15 West			802.472.8100
Borrowed Funds			65,696					50,000					Net income		$	3,049								$	11,257					$	12,615					Jeffersonville			5062 VT Route 15			802.644.6600
																																				Jericho			368 VT Route 15			802.899.7500
Subordinated Notes			16,239					16,205					Earnings Per Share		$	0.68								$	2.50					$	2.81					Johnson			198 Lower Main Street			802.635.6600
																																				Lyndonville			183 Depot Street			802.626.3100
Accrued Interest & Other Liabilities			15,543					13,152					Book Value Per Share											$	14.56					$	12.25					Morrisville			20 Lower Main Street			802.888.6600
																																							65 Northgate Plaza			802.888.6860
Common Stock			9,991					9,965																												Shelburne			5068 Shelburne Road			802.985.0227
																																				St. Albans			15 Mapleville Depot			802.524.9000
Additional Paid-in Capital			2,621					2,225																												St. Johnsbury			Operations and Loan Center
Retained Earnings																																							364 Railroad Street			802.748.3131
		89,472					84,669																														Branch
Accumulated OtherComprehensive Loss			(31,955)					(37,419)																															325 Portland Street			802.748.3121
																																Stowe			47 Park Street					802.253.6600
													Williston		Branch
Treasury Stock at Cost			(4,322)					(4,220)											31 Market St				802.878.7900
																			Loan Center
Total Liabilities & Shareholders' Equity			$	1,468,888					1,336,489										31 Market St				802.865.1000
Standby letters of credit were 1,557,000 and 1,762,000 at December 31, 2023 and 2022, respectively.																NEW HAMPSHIRE
				Groveton			3 State Street					603.636.1611
																Littleton			263 Dells Road				603.444.7136
		76 Main Street					603.444.5321
		135 Main Street					603.745.4000
		120 North-South Road					603.356.4010

All values are in US Dollars.