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): November 4, 2021

(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 November 4, 2021, Union Bankshares, Inc (the "Company") distributed its Third Quarter 2021 unaudited Report to Shareholders (the "Quarterly Report") presenting information concerning the Company's results of operations and financial condition for the three and nine months ended September 30, 2021 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. Third Quarter 2021 Report to Shareholders distributed November 4, 2021 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.
November 4, 2021	/s/ David S. Silverman
	David S. Silverman
	President/Chief Executive Officer
November 4, 2021	/s/ Karyn J. Hale
	Karyn J. Hale
	Chief Financial Officer

EXHIBIT INDEX

Exhibit 99.1	Union Bankshares, Inc. Third Quarter 2021 Report to Shareholders distributed November 4, 2021.

Document

Exhibit 99.1

November 4, 2021
We are pleased to report our financial results for the three and nine months ended September 30, 2021. Consolidated net income for the three months ended September 30, 2021 was 3.9 million, compared to 4.1 million for the same period in 2020 and 9.8 million for the nine months ended September 30, 2021, compared to 9.0 million, for the same period in 2020, an 8.7% year over year improvement.Consolidated net income was 9.8 million, or 2.18 per share, compared to 9.0 million, or 2.01 per share, for the nine months ended September 30, 2021 and 2020, respectively. The increase in earnings was due to an increase of 3.0 million in net interest income and a decrease of 1.4 million in the provision for loan losses, partially offset by a decrease in noninterest income of 1.1 million and increases in noninterest expenses of 2.1 million and income tax expense of 424 thousand.Deposit growth during 2021 has continued to outpaceexpectations, fueled by various Federal and State stimulus programs related to the ongoing pandemic. As a result, total assets increased to 1.16 billion as of September 30, 2021 from 1.01 billion as of September 30, 2020. Total loans were 790.0 million as of September 30, 2021 compared to 798.3 million as of September 30, 2020, a decrease of 8.3 million primarily due to sales of residential loans and PPP loanforgiveness.Since the beginning of the pandemic we have been closely monitoring our loan portfolio, particularly within the hard-hit hospitality industry. We are pleased to report that the vast majority of our commercial loan relationships have completed payment modification and forbearance arrangements and are now back to their scheduled payments. Because of this and other positive factors, no provision for loan losses was recorded for the three months ended September 30, 2021 compared to 800 thousand for the same period in 2020.				On August 26, 2021 we announced that we had completed a private placement of $16.5 million in aggregate principal amount of fixed-to-floating rate subordinated notes due 2031 to certain qualified institutional buyers and accredited investors at a favorable coupon of 3.25%. Proceeds from the sale of the notes were used to provide additional capital support to the Company’s wholly-owned subsidiary, <br>Union Bank, primarily to support the significant growth in its balance sheet over the past two years.<br><br>We are pleased to announce the opening of our new<br>Shelburne, Vermont branch office on October 4, 2021. This coupled with the other two Chittenden County branches we opened in the summer of 2019 in Williston and Jericho represent a meaningful investment in Vermont’s most populous county. <br>New branches may not be immediately accretive to<br>earnings, but we believe they represent long investments in our future that will be accretive to earnings over the long run.<br><br>While we are writing this letter in late October, the beginning of our long, dark and dreary “stick season”, we cannot help but reflect on the fall foliage season just ended. It was one for the record books, with glorious colors, warm weather, and bustling highways, byways, villages and mountains. Good for local souls and pocket books.<br><br>The Board of Directors declared a cash dividend of $0.33 per share for the quarter payable November 4, 2021 to shareholders of record as of October 30, 2021. Please find your dividend check or advice of remittance enclosed. Please contact Kristy Adams Alfieri at 802.888.0982 to receive your dividend using direct deposit.<br><br>Sincerely,
	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 18 banking offices, three 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	SEPT 30, 2021					SEPT 30, 2020							SEPT 30, 2021					SEPT 30, 2020				SEPT 30, 2021					SEPT 30, 2020									Timothy W. Sargent-Vice Chair					David S. Silverman - President & CEO
					Joel S. Bourassa					Jeffrey G. Coslett- Vice President
																	(3 months ended)									(9 months ended)
																									Karyn J. Hale - Chief Financial Officer
Cash and Due from Banks			$	5,029									Interest Income		$	9,852					9,343					$	29,250					$	27,445
																													John M. Goodrich									John H. Steel - Secretary
																													Nancy C. Putnam									Kristy Adams Alfieri - Assistant Secretary
Federal Funds Sold & Overnight Deposits			115,052					59,377					Interest Expense		706					1,158				2,786						3,976						Gregory D. Sargent
													Net Interest Income		9,146					8,185				26,464						23,469						David S. Silverman
Interest Bearing Deposits in Banks			12,201					8,964																				John H. Steel
												—					800				225					1,600
Investment Securities			185,387					88,994					Net Interest Income After<br>Provision for Loan Losses		9,146					7,385				26,239						21,869						Union Bank					REGIONAL<br>ADVISORY BOARD<br>MEMBERS
Loans Held for Sale			17,821					32,803
												216					173				599					524						DIRECTORS
Loans, net			772,222					765,514					Noninterest Income		3,985					5,335				9,362						10,490						Neil J. Van Dyke -Chair					Michael R. Barrett - St. Johnsbury
																												Timothy W. Sargent -Vice Chair								Steven J. Bourgeois - St. Albans
Reserve for Loan Losses			(8,561)					(7,691)					Noninterest Expenses:																							Joel S. Bourassa					Andrew A. Dean - Northern NH
													Salaries & Wages		3,918					3,718				10,554						9,668						Dawn D. Bugbee					Stanley T. Fillion - Northern NH
Premises and Equipment, net			21,808					20,452																												John M. Goodrich					Rosemary H. Gingue - St. Johnsbury
													Employee Benefits		1,192					1,204				3,564						3,417						Nancy C. Putnam					John M. Goodrich - St. Johnsbury
Accrued Interest & other Assets			37,327					35,622																				Gregory D. Sargent								Christopher M. Knapp - Northern NH
																																				David S. Silverman					Coleen K. Kohaut - St. Albans
Total Assets			$	1,158,286									Occupancy Expense, net		425					420				1,429						1,411						Janet P. Spitler					Justin P. Lavely - St. Johnsbury
																																				John H. Steel					Daniel J. Luneau - St. Albans
													Equipment Expense		872					770				2,542						2,266											Mary K. Parent - St. Johnsbury
																																				Samuel H. Ruggiano - St. Albans
																																									Christine A. Sheley - Northern NH
LIABILITIES & SHAREHOLDERS' EQUITY	SEPT 30, 2021					SEPT 30, 2020							Other Expenses		2,141					1,883				6,301						5,516											David S. Silverman - All
																								Union Bank Offices<br><br>(ATMs at all Branch Locations)
													Total		8,548					7,995					24,390						22,278
Noninterest Bearing Deposits			$	252,940
											Income Before Taxes			4,799					4,898				11,810					10,605						VERMONT
Interest Bearing Deposits			680,438					562,970
																																Berlin			1028 US Route 302					802.476.0061
Time Deposits			107,266					142,554					Income Tax Expense		874					751				2,018						1,594						Fairfax			Jct. Routes 104 & 128			802.849.2600
																																				Hardwick			103 VT Route 15 West			802.472.8100
Borrowed Funds			7,000					9,497					Net income		$	3,925								$	9,792					$	9,011					Jeffersonville			5062 VT Route 15			802.644.6600
																																				Jericho			368 VT Route 15			802.899.7500
Subordinated Debentures and Notes			16,164					—					Earnings per share		$	0.87								$	2.18					$	2.01					Johnson			198 Lower Main Street			802.635.6600
																																				Lyndonville			183 Depot Street			802.626.3100
Accrued Interest & Other Liabilities			10,730					11,135					Book Value Per Share											$	18.67					$	17.52					Morrisville			20 Lower Main Street			802.888.6600
																																							65 Northgate Plaza			802.888.6860
Common Stock			9,918					9,901																												Shelburne			5068 Shelburne Road			802.985.0250
																																				St. Albans			15 Mapleville Depot			802.524.9000
Additional Paid-in Capital			1,728					1,368																												St. Johnsbury			Operations and Loan Center
Retained Earnings																																							364 Railroad Street			802.748.3131
		76,452					68,735																														Branch
Accumulated OtherComprehensive Income			(188)					2,593																															325 Portland Street			802.748.3121
																																Stowe			47 Park Street					802.253.6600
													Williston		Branch
Treasury Stock at Cost			(4,162)					(4,173)											31 Market St				802.878.7900
																			Loan Center
Total Liabilities & Shareholders' Equity			$	1,158,286					1,009,135										31 Market St				802.865.1000
Standby letters of credit were 2,364,000 and 3,113,000 at September 30, 2021 and 2020, 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
		Commercial Loan Center
		2541 White Mountain Hwy					603.662.9408

All values are in US Dollars.