8-K

UWHARRIE CAPITAL CORP (UWHR)

8-K 2025-08-22 For: 2025-08-22
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Added on April 06, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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): August 22, 2025

Uwharrie Capital Corp

(Exact name of Registrant as Specified in Its Charter)

North Carolina 000-22062 56-1814206
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
132 North First Street
Albemarle, North Carolina 28001
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 704 983-6181
---

(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:

☐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 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:

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
None N/A N/A

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 August 22, 2025, 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 June 30, 2025.

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.

(d) Exhibits

Exhibit<br><br>Number Description
99.1 Quarterly report to shareholders for the period ended June 30, 2025
104 Cover page interactive data file (embedded within the Inline XBRL document)

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.

UWHARRIE CAPITAL CORP
Date: August 22, 2025 By: /s/ Heather H. Almond
Heather H. Almond
Principal Financial Officer

EX-99.1

Exhibit 99.1

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August 22, 2025

Dear Shareholder:

At the midpoint of 2025, we find ourselves in an economic environment that continues to present challenges. This quarter brought meaningful opportunities to advance our priorities and further strengthen Uwharrie Capital Corp.

We are proud to share that the American Bankers Association reported that Uwharrie Capital Corp ranked #14 nationally in the top 20 publicly traded banks under $2 billion in assets during 2024.

Our financial performance through the first six months of 2025 continues to excel.

  • Total assets increased to $1.17B, up $46.5B, or 4.1%, from June 30, 2024.
  • Total loans reached $687M, rising from $640M at June 30, 2024, a 7.2% increase.
  • Deposits increased by $38.3M, or 3.7%, from Q2 2024.
  • Net income rose $271K, or 10.6%, from Q1 2025 and $781K, or 17%, year-over-year.
  • Net interest margin stood at 3.56%, compared to 3.42% in Q2 2024.
  • Maintained a healthy total annualized return on equity of 17.3%.

In April, our team embraced Community Banking Month with purpose. Over 130 employees participated in nearly 20 community projects across our footprint. While we engage in local initiatives throughout the year, this concentrated effort reaffirmed our deep commitment to service and civic engagement.

As we look ahead to the second half of the year, we remain grounded in our mission and guided by our core values. We are growing with purpose, listening closely, and leading with service — ever mindful of the people and communities who make this journey meaningful.

Thank you for your support. Your investment is helping shape a stronger future for our Company and for the communities we all call home.

Sincerely,

UWHARRIE CAPITAL CORP

/s/ Roger L. Dick

President and Chief Executive Officer

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).

Uwharrie Capital Corp and Subsidiaries
Consolidated Balance Sheets (Unaudited)
June 30,
(Amounts in thousands except share and per share data) 2024
Assets
Cash and due from banks 10,676 $ 11,195
Interest-earning deposits with banks 62,598 46,276
Securities available for sale 340,985 350,764
Securities held to maturity (fair value 21,047 and 24,656, respectively) 23,753 27,252
Less: allowance for credit losses on securities held to maturity (54 ) (66 )
Net securities held to maturity 23,699 27,186
Equity securities, at fair value 325 324
Loans held for sale 9,147 3,611
Loans held for investment 677,556 636,738
Less: allowance for credit losses on loans (6,231 ) (5,908 )
Net loans held for investment 671,325 630,830
Premises and equipment, net 14,054 14,552
Interest receivable 4,300 4,688
Restricted stock 1,749 1,709
Bank-owned life insurance 8,008 7,864
Deferred income tax benefit 8,036 9,056
Loan servicing assets 3,828 4,089
Other assets 11,024 11,116
Total assets 1,169,754 $ 1,123,260
Liabilities
Deposits:
Demand, noninterest-bearing 291,431 $ 286,517
Interest checking and money market accounts 394,855 391,245
Savings accounts 102,666 95,208
Time deposits, 250,000 and over 127,984 128,162
Other time deposits 145,428 122,943
Total deposits 1,062,364 1,024,075
Short-term borrowed funds 1,132 6,400
Long-term debt 29,200 29,123
Other liabilities 11,654 11,530
Total liabilities 1,104,350 1,071,128
Shareholders' Equity
Common stock, 1.25 par value: 20,000,000 shares authorized;
issued and outstanding or in process of issuance
7,013,052 and 7,068,577, respectively.
Book value per share 7.81 in 2025 and 5.75 in 2024 (1) 8,766 8,836
Additional paid-in capital 12,038 12,510
Undivided profits 55,448 46,419
Accumulated other comprehensive loss (21,503 ) (26,288 )
Total Uwharrie Capital Corp shareholders' equity 54,749 41,477
Noncontrolling interest 10,655 10,655
Total shareholders' equity 65,404 52,132
Total liabilities and shareholders' equity 1,169,754 $ 1,123,260
(1) Net income per share, book value per share and weighted average shares outstanding have been adjusted to reflect the 2.0% stock dividend in 2024.

All values are in US Dollars.

Uwharrie Capital Corp and Subsidiaries
Consolidated Statements of Income (Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
(Amounts in thousands except share and per share data) 2025 2024 2025 2024
Interest Income
Interest and fees on loans $ 10,479 $ 9,285 $ 20,704 $ 18,079
Interest on investment securities 3,195 3,326 6,282 6,564
Interest-earning deposits with banks and federal funds sold 662 710 1,152 1,336
Total interest income 14,336 13,321 28,138 25,979
Interest Expense
Interest paid on deposits 4,270 4,097 8,625 7,826
Interest paid on borrowed funds 335 408 678 799
Total interest expense 4,605 4,505 9,303 8,625
Net Interest Income 9,731 8,816 18,835 17,354
Provision for credit losses 254 431 535 401
Net interest income after provision for credit losses 9,477 8,385 18,300 16,953
Noninterest Income
Service charges on deposit accounts 263 267 522 535
Interchange and card transaction fees 308 322 557 610
Other service fees and commissions 989 897 1,970 1,828
Loss on sale/call of securities - - - (148 )
Realized/unrealized gain (loss) on equity securities 14 (19 ) (9 ) 22
Income from mortgage banking 1,027 606 2,078 1,440
Other income 483 153 347 268
Total noninterest income 3,084 2,226 5,465 4,555
Noninterest Expense
Salaries and employee benefits 5,711 5,145 11,131 10,359
Occupancy expense 433 429 897 854
Equipment expense 207 218 411 425
Data processing 228 203 441 433
Loan costs 69 51 158 84
Professional fees and services 267 262 537 526
Marketing and donations 359 339 718 705
Software amortization and maintenance 356 329 720 659
Other operating expenses 1,350 856 1,895 1,669
Total noninterest expense 8,980 7,832 16,908 15,714
Income before income taxes 3,581 2,779 6,857 5,794
Provision for income taxes 757 566 1,480 1,198
Net Income $ 2,824 $ 2,213 $ 5,377 $ 4,596
Consolidated net income $ 2,824 $ 2,213 $ 5,377 $ 4,596
Less: net income attributable to noncontrolling interest (141 ) (141 ) (280 ) (282 )
Net income attributable to Uwharrie Capital Corp and common shareholders $ 2,683 $ 2,072 $ 5,097 $ 4,314
Net Income Per Common Share (1)
Basic $ 0.38 $ 0.29 $ 0.72 $ 0.60
Assuming dilution $ 0.38 $ 0.29 $ 0.72 $ 0.60
Weighted Average Common Shares Outstanding (1)
Basic 7,047,162 7,235,539 7,061,434 7,250,231
Assuming dilution 7,047,162 7,235,539 7,061,434 7,250,231