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): March 31, 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 8.01 Other Events.

On March 31, 2021, Uwharrie Capital Corp (the “Company”), the bank holding company for Uwharrie Bank, announced that, effective that day, its Board of Directors approved a stock repurchase plan.  Under the plan, the Company is authorized to repurchase up to $1,000,000.00 of its outstanding common stock.  The Company may repurchase shares on the open market or through privately negotiated transactions.

The repurchase plan does not require the Company to repurchase any specified amount of shares and it may be suspended, discontinued, or restarted at any time in the Company’s discretion.  Any shares acquired will be cancelled and become authorized but unissued shares, available for future issuance.  The Company had 7,039,942 shares of common stock issued and outstanding as of March 30, 2021.

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 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).

Item 9.01 Financial Statements and Exhibits.

(d) 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 hereunto duly authorized.

uwhr-ex991_6.htm

Exhibit 99.1

UWHARRIE CAPITAL CORP ANNOUNCES STOCK REPURCHASE PLAN

ALBEMARLE, NC . . . Uwharrie Capital Corp (the “Company”) (OTCQX: UWHR), the holding company for Uwharrie Bank, announced today that its Board of Directors has approved a stock repurchase plan. Under the plan, the Company is authorized to repurchase up to $1 million of its common stock. The Company may repurchase shares on the open market or through privately negotiated transactions.

President and Chief Executive Officer Roger L. Dick stated, “Based on a recent independent valuation of our stock, trades do not reflect the value of our company.  At current trading prices, it is in the best interest of our shareholders for us to repurchase outstanding shares.”

The repurchase plan does not require the Company to repurchase any specified amount of shares and it may be suspended, discontinued, or restarted at any time in the Company’s discretion.  Any shares acquired will be cancelled and become authorized but unissued shares, available for future issuance. The Company had 7,039,942 shares of common stock issued and outstanding as of March 30, 2021.

About Uwharrie Capital Corp

Uwharrie Capital Corp is a bank holding company headquartered in Albemarle, North Carolina. The Company primarily conducts operations through its wholly owned subsidiary, Uwharrie Bank, a North Carolina-chartered commercial bank that provides a full suite of banking services.

Important Note Regarding Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of our goals and expectations and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook,” “potential,” or similar expressions. The actual results might differ materially from those projected in the forward-looking statements for various reasons, including, but not limited to: the ongoing COVID-19 pandemic and measures intended to prevent its spread, which include wide disruptions to business activity that may impact the financial strength of our borrowers; our ability to manage growth or achieve it at all; substantial changes in financial markets; regulatory changes; changes in interest rates, including the impact of such changes on our net interest margin; loss of deposits and loan demand to other savings and financial institutions; adverse economic conditions that impact our borrowers’ ability to pay their debts when due, including the elevated level of unemployment associated with the COVID-19 pandemic; and changes in real estate values and the real estate market. Additional information concerning factors that could cause actual results to materially differ from those in the forward-

Exhibit 99.1

looking statements is contained in the Company’s SEC filings, including its periodic reports under the Securities Exchange Act of 1934, as amended, copies of which are available upon request from the Company. Except as required by law, the Company assumes no obligation to update the forward-looking statements publicly or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future.

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