Form 8-K - Current report
November 07 2024 - 4:39PM
Edgar (US Regulatory)
FALSE000070686300007068632024-11-072024-11-07
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 7, 2024
(Exact name of registrant as specified in its charter)
UNION BANKSHARES, INC.
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(State or other jurisdiction | | (Commission | (IRS Employer |
of incorporation) | | File Number) | Identification Number) |
VT | | 001-15985 | 03-0283552 |
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(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:
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| 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 7, 2024, Union Bankshares, Inc (the "Company") distributed its Third Quarter 2024 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, 2024 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:
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| 99.1 | Union Bankshares, Inc. Third Quarter 2024 Report to Shareholders distributed November 7, 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.
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| Union Bankshares, Inc. |
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November 7, 2024 | /s/ David S. Silverman |
| David S. Silverman |
| President/Chief Executive Officer |
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November 7, 2024 | /s/ Karyn J. Hale |
| Karyn J. Hale |
| Chief Financial Officer |
EXHIBIT INDEX
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| Union Bankshares, Inc. Third Quarter 2024 Report to Shareholders distributed November 7, 2024. |
Exhibit 99.1
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November 7, 2024 |
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We are pleased to report a summary of the financial results for Union Bankshares, Inc., for the three months ended September 30, 2024. Consolidated net income was $1.3 million, compared to $2.5 million, for the same period in 2023, and $5.8 million, for the nine months ended September 30, 2024, compared to $8.2 million, for the same period in 2023. The decrease in earnings for the comparison periods was primarily due to the impact of a strategic balance sheet repositioning executed during the third quarter. The Company’s wholly owned subsidiary, Union Bank, executed the sale of $38.8 million in book value of its lower-yielding available-for-sale debt securities for a pre-tax realized loss of $1.3 million, which was recorded in the third quarter of 2024. The proceeds of the securities sale were invested in higher yielding securities and loans. The loss is projected to be earned back in approximately 12 months from the newly acquired higher yielding assets. Total assets were $1.52 billion as of September 30, 2024, compared to $1.40 billion as of September 30, 2023. Loan growth was the primary driver of the increase in total assets with total loans reaching $1.13 billion as of September 30, 2024, compared to $1.03 billion as of September 30, 2023. Asset quality remains strong with minimal past due loans and net recoveries of $15 thousand thus far this year. Loan demand has remained strong during the third quarter of 2024 with growth in the residential, commercial, and municipal portfolios, despite higher interest rates a low residential inventory. Qualifying residential loans of $76.1 million were sold during the first nine months of 2024 compared to sales of $54.2 million for the first nine months of 2023. Total deposits were $1.17 billion as of September 30, 2024 and include $80.0 million of purchased brokered deposits compared to deposits of $1.22 billion as of September 30, 2023, with $153.0 million of purchased deposits. Federal Home | Loan Bank advances of $230.7 million were outstanding as of September 30, 2024, compared to $90.7 million outstanding as of September 30, 2023. In addition to borrowings from the Federal Home Loan Bank, $10.0 million in advances from the Federal Reserve’s Bank Term Funding Program were outstanding as of September 30, 2024.. The Company had total equity capital of $72.3 million and a book value per share of $15.98 as of September 30, 2024, compared to $49.2 million and a book value of $10.92 per share as of September 30, 2023. Total equity capital is reduced by accumulated other comprehensive loss as it relates to the fair market value adjustment for investment securities. Accumulated other comprehensive loss as of September 30, 2024, was $26.8 million compared to $47.1 million as of September 30, 2023. The reduction in other comprehensive loss is mainly attributable to the decrease in market interest rates between 2023 and 2024, causing the market value of our remaining securities portfolio to increase. We are nearing the end of a successful Fall Foliage tourism season. We have anecdotal evidence that the season was a tourism standout throughout our market area, though foliage may have been a bit muted compared to other years. The economy in the markets we serve continues to be strong with the unemployment rate remaining low and the housing market remaining tight. Our region remains a great place to live and do business. The Board of Directors is pleased to declare a cash dividend of $0.36 per share for the quarter payable November 7, 2024, to shareholders of record as of October 26, 2024. |
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| 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: | |
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TRANSFER AGENT: |
Broadridge Corporate Issuer Solutions, Inc. P.O. Box 1342 Brentwood, NY 11717 866.321.8022 or 720.378.5956 E-mail: shareholder@broadridge.com |
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NASDAQ STOCK MARKET |
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Ticker Symbol: UNB Corporate Name: Union Bankshares, Inc. Corporate Address: 20 Lower Main Street P.O. Box 667 Morrisville, VT 05661-0667 Investor Relations: UBLocal.com |
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Neil J. Van Dyke Chair | David S. Silverman President & Chief Executive Officer |
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| 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. |
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| Consolidated Balance Sheets (unaudited, in thousands) | | Consolidated Statements of Income (unaudited, in thousands) | | Union Bankshares, Inc. | |
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| | | DIRECTORS | OFFICERS |
| | | Neil J. Van Dyke - Chair | Neil J. Van Dyke - Chair |
| ASSETS | Sept 30, 2024 | Sept 30, 2023 | | Sept 30, 2024 | Sept 30, 2023 | Sept 30, 2024 | Sept 30, 2023 | | Timothy W. Sargent - Vice Chair | David S. Silverman - President & CEO |
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| | | Joel S. Bourassa | | Karyn J. Hale - Chief Financial Officer |
| | | | | | (3 months ended) | | (9 months ended) | | |
| | | | | | | | | | Dawn D. Bugbee | | Timothy W. Sargent - Secretary |
| Cash and Due from Banks | | $ | 4,468 | | | $ | 4,187 | | | Interest Income | $ | 17,191 | | | $ | 14,847 | | | $ | 49,364 | | | $ | 41,694 | | | |
| | | | | | | | Mary K. Parent | | Kristy Adams Alfieri - Assistant Secretary |
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| | | | Interest Expense | 7,761 | | | 5,699 | | | 21,442 | | | 12,953 | | | Nancy C. Putnam | | |
| Federal Funds Sold & Overnight Deposits | | 42,793 | | | 17,143 | | | | | | | Gregory D. Sargent | | |
| | | | Net Interest Income | 9,430 | | | 9,148 | | | 27,922 | | | 28,741 | | | David S. Silverman | | | |
| Interest Bearing Deposits in Banks | | 13,445 | | | 14,436 | | | | | | | Janet P. Spitler | | | |
| | | | Credit Loss Expense (Benefit) | 425 | | | (139) | | | 583 | | | (161) | | | | | | |
| Investment Securities | | 246,658 | | | 250,337 | | | Net Interest Income After Credit Loss Expense (Benefit) | 9,005 | | | 9,287 | | | 27,339 | | | 28,902 | | | Union Bank | REGIONAL ADVISORY BOARD MEMBERS |
| Loans Held for Sale | | 8,449 | | | 6,452 | | | | | | |
| | | | | | | | | | | | | DIRECTORS | |
| Loans, net | | 1,119,480 | | | 1,023,283 | | | Wealth Management Income | 265 | | | 244 | | | 793 | | | 695 | | | Neil J. Van Dyke - Chair | Michael R. Barrett - St. Johnsbury |
| | | | | | | | Timothy W. Sargent - Vice Chair | Steven J. Bourgeois - St. Albans |
| Allowance for Credit Losses | | (7,366) | | | (6,895) | | | Net losses on sales of investment securities | (1,293) | | | — | | | (1,293) | | | — | | | Joel S. Bourassa | | Andrew A. Dean - Northern NH |
| | | | | | | | | | | Dawn D. Bugbee | | Stanley T. Fillion - Northern NH |
| Premises and Equipment, net | | 20,460 | | | 20,365 | | | Noninterest Income | 2,633 | | | 2,223 | | | 7,437 | | | 6,540 | | | Mary K. Parent | | Rosemary H. Gingue - St. Johnsbury |
| | | | | | | | | | | Nancy C. Putnam | | John M. Goodrich - Northern NH |
| Accrued Interest & Other Assets | | 71,107 | | | 66,320 | | | Noninterest Expenses: | | | | | | | | | Gregory D. Sargent | | Christopher M. Knapp - Northern NH |
| | | | | | | | | | | | | | | David S. Silverman | | Coleen K. Kohaut - St. Albans |
| Total Assets | | $ | 1,519,494 | | | $ | 1,395,628 | | | Salaries & Wages | 4,015 | | | 3,720 | | | 11,342 | | | 10,895 | | | Janet P. Spitler | | Justin P. Lavely - St. Johnsbury |
| | | | | | | | | | Daniel J. Luneau - St. Albans |
| | | | | | | Employee Benefits | 1,522 | | | 1,217 | | | 4,642 | | | 4,065 | | | | | Samuel H. Ruggiano - St. Albans |
| | | | | | | | | | | | | Christine A. Sheley - Northern NH |
| LIABILITIES & SHAREHOLDERS' EQUITY | Sept 30, 2024 | Sept 30, 2023 | | Occupancy Expense, net | 505 | | | 459 | | | 1,618 | | | 1,519 | | | | | David S. Silverman - All |
| | | | | | Union Bank Offices (ATMs at all Branch Locations) | |
| | | | | | | Equipment Expense | 1,006 | | | 935 | | | 2,966 | | | 2,714 | | | |
| Noninterest Bearing Deposits | | $ | 233,770 | | | $ | 229,101 | | | | | | | |
| | | | Other Expenses | 2,361 | | | 2,595 | | | 7,845 | | | 7,546 | | | VERMONT | | | |
| Interest Bearing Deposits | | 643,593 | | | 707,872 | | | | | | | | | | | | | | |
| | | | Total | 9,409 | | | 8,926 | | | 28,413 | | | 26,739 | | | Berlin | 1028 US Route 302 | 802.476.0061 |
| Time Deposits | | 295,900 | | | 285,315 | | | Income Before Taxes | 1,201 | | | 2,828 | | | 5,863 | | | 9,398 | | | Fairfax | Jct. Routes 104 & 128 | 802.849.2600 |
| | | | | | | | | | | | | | | | Hardwick | 103 VT Route 15 West | 802.472.8100 |
| Borrowed Funds | | 240,696 | | | 90,696 | | | Income Tax (Benefit) Expense | (123) | | | 296 | | | 103 | | | 1,190 | | | Jeffersonville | 5062 VT Route 15 | 802.644.6600 |
| | | | | | | | | | | | | | | | Jericho | 368 VT Route 15 | 802.899.7500 |
| Subordinated Notes | | 16,264 | | | 16,230 | | | Net income | $ | 1,324 | | | $ | 2,532 | | | $ | 5,760 | | | $ | 8,208 | | | Johnson | 198 Lower Main Street | 802.635.6600 |
| | | | | | | | | | | | | | | | Lyndonville | 183 Depot Street | 802.626.3100 |
| Accrued Interest & Other Liabilities | | 16,970 | | | 17,168 | | | Earnings Per Share | $ | 0.29 | | | $ | 0.56 | | | $ | 1.27 | | | $ | 1.82 | | | Morrisville | 20 Lower Main Street | 802.888.6600 |
| | | | | | | | | | | | | | | | | 65 Northgate Plaza | 802.888.6860 |
| Common Stock | | 9,999 | | | 9,969 | | | Book Value Per Share | | | | | $ | 15.98 | | | $ | 10.92 | | | Shelburne | 5068 Shelburne Road | 802.985.0227 |
| | | | | | | | | | | | | | | | St. Albans | 15 Mapleville Depot | 802.524.9000 |
| Additional Paid-in Capital | | 3,089 | | | 2,607 | | | | | | | | | | | | St. Johnsbury | Operations and Loan Center | |
| Retained Earnings | | | | | | | | | | | | | | | | 364 Railroad Street | 802.748.3131 |
| | 90,350 | | | 88,045 | | | | | | | | | | | | | Branch | |
| Accumulated Other Comprehensive Loss | | (26,831) | | | (47,063) | | | | | | | | | | | | | 325 Portland Street | 802.748.3121 |
| | | | | | Stowe | 47 Park Street | 802.253.6600 |
| | | | | Williston | Branch | |
| Treasury Stock at Cost | | (4,306) | | | (4,312) | | | | | 31 Market St | 802.878.7900 |
| | | | | | | | | Loan Center | |
| Total Liabilities & Shareholders' Equity | $ | 1,519,494 | | | $ | 1,395,628 | | | | | 31 Market St | 802.865.1000 |
| Standby letters of credit were $1,509,000 and $1,532,000 at September 30, 2024 and 2023, respectively. | | | NEW HAMPSHIRE | |
| | | Groveton | 3 State Street | 603.636.1611 |
| | Littleton | 263 Dells Road | 603.444.7136 |
| | 76 Main Street | 603.444.5321 |
| Lincoln | 135 Main Street | 603.745.4000 |
| North Conway | 120 North-South Road | 603.356.4010 |
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