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): November 16, 2021

UWHARRIE CAPITAL CORP

(Exact name of Registrant as Specified in Its Charter)

Registrant’s Telephone Number, Including Area Code: 704-983-6181

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 (see General Instructions A.2. below):

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. ☐

Item 2.02 Results of Operations and Financial Condition

On November 16, 2021, Uwharrie Capital Corp (the "Registrant") released a quarterly report to its shareholders that included a letter to the shareholders from President and CEO Roger L. Dick and unaudited financial information for the period ended September 30, 2021.

A copy of this report is attached hereto as Exhibit 99.1 and incorporated by reference herein.

This Current Report on Form 8-K (including information included or incorporated by reference herein) may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of the Registrant’s goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook” or similar expressions. These statements are based upon the current belief and expectations of the Registrant’s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond the Registrant’s control).

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

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.

uwhr-ex991_6.htm

Exhibit 99.1

November 16, 2021

Dear Shareholder:

We are pleased to report to you year-to-date results, a record year in the making.  By the end of the third quarter of 2021, we have surpassed the total earnings of 2020.  Net income for the first nine months of 2021 was $8.9 million, as compared to $3.5 million for the same nine month period in 2020.  This equates to $8.4 million in net income available to common shareholders, or $1.17 per share, compared to $3.1 million in net income available to common shareholders, or $0.42 per share, that we reported in 2020 for the same period.  This represents an earnings growth of 179% in income per share year-to-date compared to the first nine of months of 2020.  In addition, your Company has grown $129 million, or 16%, to total assets of $921 million.

These outstanding results come from your Company developing new relationships with businesses and families in our communities, creating new wealth and prosperity.  The reputation of Uwharrie Capital Corp and all of its financial service subsidiaries: Uwharrie Bank, Uwharrie Investment Advisors, and Uwharrie Bank Mortgage is becoming known in our region as a trusted financial services partner.  Our ability to adapt and fit our financial programs to individual needs is setting us apart.

Our purpose-driven mission, executed by a group of committed associates, is “Making a Difference.”  Our focus on Main Street America and families is to the heart of what builds sustainable communities.  The ability to bring to bear the resources so we might pursue our purpose would not be possible without your belief in our mission and investment of your capital.  Capitalism is at its best when it is also a public virtue.  By this we mean that satisfying a public need for local financial services, we are rewarded with a fair profit.  Profit is not our purpose, but rather the results of doing a good job in meeting the financial needs of the communities we serve.  As of 9/30/2021, our return on equity of 20% was reflected in the stock price of $9.65, as quoted on the OTCQX system.

As a result of these record earnings, the Board of Directors has declared a stock dividend of 3%, up from the recent 2% dividend that has been paid the last several years.  All shareholders of record on November 9, 2021, will receive the dividend on November 23, 2021.  The stock dividend will be paid electronically via book-entry (no stock certificates will be issued).  Consistent with prior years, we choose to pay a stock dividend as opposed to cash to provide our shareholders with options to suit their specific financial needs.  Shareholders still in peak earning years may choose to hold the dividend shares, which defers income, and paying taxes in later years could be at a lower capital gains rate.  For our shareholders desiring current income, these new shares can be sold for cash.  The stock dividend gives you the flexibility of when to recognize the income and address the tax considerations based on your individual needs.

As we approach the holiday season we express our gratitude to you, our shareholders, for your continued support.  We also give thanks for the blessings we have received by working together to make our communities better places to live and we pray for your health and safety through the holidays!

Sincerely,

UWHARRIE CAPITAL CORP

This Report may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of the Company's goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook,” or similar expressions. These statements are based upon the current belief and expectations of the Company‘s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company’s control).

All values are in US Dollars.