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): January 28, 2025


OHIO VALLEY BANC CORP.
(Exact Name of Registrant as Specified in Its Charter)


000-20914
(Commission File Number)

Ohio
31-1359191
(State or Other Jurisdiction of Incorporation)
(I.R.S. Employer Identification No.)

420 THIRD AVENUE, PO BOX 240
GALLIPOLIS, Ohio 45631
(Address of principal executive offices, including zip code)

(740) 446-2631
(Registrant’s telephone number, including area code)

NOT APPLICABLE
(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
Symbol(s)
 
Name of each exchange on which registered
Common Shares, without par value

OVBC

NASDAQ

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. ☐




Section 2 – Financial Information

Item 2.02.  Results of Operations and Financial Condition

GALLIPOLIS, Ohio - Ohio Valley Banc Corp. [Nasdaq: OVBC] (the “Company”) reported consolidated net income for the quarter ended December 31, 2024, of $2,515,000, a decrease of $708,000 from the same period the prior year. Earnings per share for the fourth quarter of 2024 were $.53 compared to $.68 for the prior year fourth quarter. For the year ended December 31, 2024, net income totaled $10,999,000, a decrease of $1,632,000, or 12.9%, from the same period the prior year. Earnings per share were $2.32 for 2024 versus $2.65 for 2023. Return on average assets and return on average equity were .77% and 7.50%, respectively, for the year ended December 31, 2024, compared to .99% and 9.24%, respectively, for the same period in the prior year.

Ohio Valley Banc Corp. President and CEO, Larry Miller stated, “While it is never enjoyable to report lower net income, given all that was accomplished in 2024, I am quite pleased with how the company is positioned for future success. Net income was down primarily due to two one-time expenses that management knowingly accepted to put the company in a more favorable position as we look to the future. The largest of the two expenses was the $3.3 million associated with the voluntary early retirement program. The other one-time expense was the $496,000 in account bonuses paid to new Sweet Home Ohio depositors. Both of these expenses are part of a broader strategy to improve shareholder value and further our Community First Mission.”

For the three months ended December 31, 2024, net interest income increased $1,755,000, and for the year ended December 31, 2024, net interest income increased $2,777,000 from the same respective periods last year. Contributing to the increase in quarterly net interest income was the $187 million increase in average earning assets. For the year ended December 31, 2024, the increase in net interest income was attributable to the $149 million increase in average earning assets, which was partially offset by the 23 basis point decrease in the net interest margin. In general, the growth in earning assets was primarily driven by loan growth followed by an increase in average securities and higher average balances being maintained at the Federal Reserve. For 2024, average loans increased $86 million from the prior year. The loan growth experienced during 2024 exceeded expectations and occurred primarily within the commercial lending and residential real estate lending segments. A portion of the growth in the residential real estate segment was associated with the higher utilization of a warehouse line of credit extended to another mortgage lender. For 2024, average securities increased $36 million and average balances maintained at the Federal Reserve increased $28 million from the prior year. These increases were related to investing deposit growth that exceeded loan growth. The decrease in the net interest margin for the respective periods was related to the cost of funding sources increasing more than the yield on earning assets. This increase in the cost of funding was partially linked to the Company’s decision to increase rates on deposit accounts to attract deposits amidst heightened market competition for such funds. In addition, the composition of funding sources trended toward certificates of deposit and wholesale funding sources, which generally cost more than other funding sources, such as checking, NOW, savings and money market deposit products.

For the three months ended December 31, 2024, the provision for credit losses was $617,000, a decrease of $72,000 from the same period last year. The provision for credit loss expense for the fourth quarter of 2024 was primarily related to additional reserves for certain qualitative risk factors, quarter-to-date net charge-offs of $433,000 and a $13 million quarterly increase in loan balances. These increases were partially offset by the release of a $427,000 specific reserve on a collateral dependent individually evaluated loan due to obtaining additional collateral to cover the deficiency. In addition, the improvement in the unemployment and gross domestic product forecast contributed to lower expected loss rates. For the year ended December 31, 2024, the provision for credit losses was $2,469,000, an increase of $379,000 from the same period last year. The year-to-date provision for credit loss expense was primarily associated with net charge-offs of $1,260,000, loan growth of $90 million and additional reserves associated with certain qualitative risk factors. The allowance for credit losses was .95% of total loans at December 31, 2024, compared to .90% at December 31, 2023. The ratio of nonperforming loans to total loans increased to .46% at December 31, 2024, compared to .26% at December 31, 2023.

For the three months ended December 31, 2024, noninterest income totaled $3,920,000, an increase of $339,000 from the same period last year. For the year ended December 31, 2024, noninterest income totaled $13,171,000, an increase of $542,000 from the same period last year. The increases were largely due to service charges on deposit accounts and interchange income earned on debit and credit card transactions. For 2024, service charges on deposit accounts increased $339,000 from the prior year. The increase was primarily related to an increase in the volume of overdraft transactions during 2024. Debit and credit card interchange income for 2024 increased $108,000 from the prior year due to an increase in the number of transactions.

For the three months ended December 31, 2024, noninterest expense totaled $13,306,000, an increase of $3,004,000 from the same period last year. For the year ended December 31, 2024, noninterest expense totaled $46,130,000, an increase of $4,762,000 from the same period last year. The Company’s largest noninterest expense, salaries and employee benefits, increased $3,076,000 as compared to the fourth quarter of 2023, and $4,391,000 as compared to the year ended December 31, 2023. The increase was primarily related to annual merit increases, higher health insurance premiums, and the severance expense associated with a voluntary early retirement program. During the third quarter of 2024, the Company established a voluntary early retirement program for select employees meeting certain criteria. Based on the number of employees that accepted the severance package, the Company incurred an expense of $3,338,000. The early retirement program is expected to reduce salary and employee benefit expense on a go-forward basis. The growth in salaries and employee benefit expense was partially offset by the elimination of staffing for Race Day Mortgage by April 2023, which resulted in a savings of $200,000 for 2024, when compared to the same period last year.

Further contributing to higher noninterest expense were customer rewards for new accounts, data processing and professional fees. During the third quarter, the Company began participating in a program offered by the Ohio Treasurer called Ohio Homebuyer Plus. The program is designed to encourage Ohio residents to save for the purchase of a home. As a participant in the program, the Company developed the Sweet Home Ohio deposit account to offer participants an above-market interest rate along with a deposit bonus to assist customers in achieving their home savings goal. During the fourth quarter of 2024, the Company paid account bonuses totaling $496,000 to new Sweet Home Ohio deposit customers. For the three months and year ended December 31, 2024, data processing increased $53,000 and $285,000, respectively, from the same periods last year. The increase was primarily related to debit card processing due to higher transaction volume and to higher costs associated with enhancements to the Company’s digital banking platform. Professional fees increased $10,000 for the fourth quarter of 2024 and increased $217,000 for year ended 2024, as compared to the same periods in 2023. The increase was related to higher director fees and a general increase in legal and accounting fees. These increases were partially offset by a decrease in software expense and marketing expense. For 2024, software expense decreased $389,000 from the prior year due to the closure of Race Day Mortgage, which eliminated certain processing platforms. Marketing expense for 2024 decreased $190,000 from the prior year due to a reduction in select marketing campaigns.

The Company’s total assets at December 31, 2024 were $1.503 billion, an increase of $151 million from December 31, 2023. As previously discussed, the Company began participating in the Ohio Treasurer’s Ohio Homebuyer Plus program. For each Sweet Home Ohio account that was opened, the Company received a deposit from the Treasurer at a subsidized interest rate. At December 31, 2024, the balance of Sweet Home Ohio accounts totaled $6.8 million and the amount deposited by the Treasurer totaled $97 million. These deposit balances were the key contributor to the $148 million increase in total deposits. Since the Treasurer deposits are classified as public funds, which are required to be collateralized, the Company invested the funds in securities to be pledged as collateral to the Treasurer. The investment of these funds contributed to the $105 million increase in securities from December 31, 2023. As of December 31, 2024, total loans have increased $90 million. The increase was largely in the commercial and residential real estate segments. The growth in these segments was partially offset by a decrease in consumer loans, as this segment was deemphasized by the Company in 2024 as other loan portfolio segments are more profitable. In line with its decision to deemphasize consumer loans, the Company exited the indirect lending business for autos and recreational vehicles effective October 11, 2024. To assist with funding the growth in loans, the balance of funds maintained at the Federal Reserve decreased $47 million from year end 2023, which provided a higher rate of return. At December 31, 2024, shareholders’ equity increased $6.3 million from year end 2023. This was primarily from year-to-date net income of $11 million and an increase in accumulated other comprehensive income of $.9 million, partially offset by cash dividends paid of $4.2 million and the purchase of 82,673 treasury shares for $1.9 million under the Company’s treasury repurchase program.

Ohio Valley Banc Corp. common stock is traded on the NASDAQ Global Market under the symbol OVBC. The holding company owns The Ohio Valley Bank Company with 17 offices in Ohio and West Virginia, and Loan Central, Inc. with six consumer finance offices in Ohio. Learn more about Ohio Valley Banc Corp. at www.ovbc.com.

Caution Regarding Forward-Looking Information

Certain statements contained in this earnings release that are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “believes,” “anticipates,” “expects,” “appears,” “intends,” “targeted” and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying those statements. Forward-looking statements involve risks and uncertainties. Actual results may differ materially from those predicted by the forward-looking statements because of various factors and possible events, including: (i) changes in political, economic or other factors, such as inflation rates, recessionary or expansive trends, taxes, the effects of implementation of federal legislation with respect to taxes and government spending and the continuing economic uncertainty in various parts of the world; (ii) competitive pressures;  (iii) fluctuations in interest rates; (iv) the level of defaults and prepayment on loans made by the Company; (v) unanticipated litigation, claims, or assessments; (vi) fluctuations in the cost of obtaining funds to make loans; (vii) regulatory changes; and (viii) other factors that may be described in the Company’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission from time to time. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made to reflect unanticipated events.




OHIO VALLEY BANC CORP - Financial Highlights (Unaudited)
       
                         
   
Three months ended
   
Twelve months ended
 
   
December 31,
   
December 31,
 
   
2024
   
2023
   
2024
   
2023
 
PER SHARE DATA
                       
  Earnings per share
 
$
0.53
   
$
0.68
   
$
2.32
   
$
2.65
 
  Dividends per share
 
$
0.22
   
$
0.22
   
$
0.88
   
$
1.02
 
  Book value per share
 
$
31.91
   
$
30.17
   
$
31.91
   
$
30.17
 
  Dividend payout ratio (a)
   
41.21
%
   
32.59
%
   
37.98
%
   
38.56
%
  Weighted average shares outstanding
   
4,711,001
     
4,773,132
     
4,736,820
     
4,774,607
 
                                 
DIVIDEND REINVESTMENT (in 000's)
                         
  Dividends reinvested under
                               
     employee stock ownership plan (b)
 
$
-
   
$
-
   
$
202
   
$
193
 
  Dividends reinvested under
                               
     dividend reinvestment plan (c)
 
$
368
   
$
405
   
$
1,524
   
$
1,949
 
                                 
PERFORMANCE RATIOS
                               
  Return on average equity
   
6.62
%
   
9.32
%
   
7.50
%
   
9.24
%
  Return on average assets
   
0.66
%
   
0.97
%
   
0.77
%
   
0.99
%
  Net interest margin (d)
   
3.70
%
   
3.71
%
   
3.71
%
   
3.94
%
  Efficiency ratio (e)
   
77.83
%
   
68.47
%
   
73.79
%
   
69.82
%
  Average earning assets (in 000's)
 
$
1,414,863
   
$
1,227,454
   
$
1,330,841
   
$
1,182,155
 
                                 
(a) Total dividends paid as a percentage of net income.
                         
(b) Shares may be purchased from OVBC and on secondary market.
                         
(c) Shares may be purchased from OVBC and on secondary market.
                         
(d) Fully tax-equivalent net interest income as a percentage of average earning assets.
                 
(e) Noninterest expense as a percentage of fully tax-equivalent net interest income plus noninterest income.
 
                                 
OHIO VALLEY BANC CORP - Consolidated Statements of Income (Unaudited)
 
   
Three months ended
   
Twelve months ended
 
(in $000's)
 
December 31,
   
December 31,
 
     
2024
     
2023
     
2024
     
2023
 
Interest income:
                               
     Interest and fees on loans
 
$
16,864
   
$
14,953
   
$
64,938
   
$
54,821
 
     Interest and dividends on securities
   
2,364
     
997
     
6,378
     
4,174
 
     Interest on interest-bearing deposits with banks
   
794
     
1,172
     
4,447
     
2,870
 
          Total interest income
   
20,022
     
17,122
     
75,763
     
61,865
 
Interest expense:
                               
     Deposits
   
6,393
     
5,193
     
24,639
     
14,174
 
     Borrowings
   
559
     
614
     
2,320
     
1,664
 
          Total interest expense
   
6,952
     
5,807
     
26,959
     
15,838
 
Net interest income
   
13,070
     
11,315
     
48,804
     
46,027
 
Provision for (recovery of) credit losses
   
617
     
689
     
2,469
     
2,090
 
Noninterest income:
                               
     Service charges on deposit accounts
   
773
     
722
     
3,039
     
2,700
 
     Trust fees
   
100
     
79
     
404
     
326
 
  Income from bank owned life insurance and
                 
       annuity assets
   
241
     
223
     
929
     
860
 
     Mortgage banking income
   
45
     
42
     
163
     
175
 
     Electronic refund check/deposit fees
   
0
     
0
     
675
     
675
 
     Debit / credit card interchange income
   
1,274
     
1,187
     
4,968
     
4,860
 
     Tax preparation fees
   
4
     
2
     
644
     
669
 
     Other
   
1,483
     
1,326
     
2,349
     
2,364
 
          Total noninterest income
   
3,920
     
3,581
     
13,171
     
12,629
 
Noninterest expense:
                               
     Salaries and employee benefits
   
8,833
     
5,757
     
27,782
     
23,391
 
     Occupancy
   
447
     
463
     
1,938
     
1,903
 
     Furniture and equipment
   
313
     
342
     
1,300
     
1,321
 
     Professional fees
   
370
     
360
     
1,873
     
1,656
 
     Marketing expense
   
146
     
287
     
820
     
1,010
 
     FDIC insurance
   
179
     
148
     
648
     
569
 
     Data processing
   
679
     
626
     
3,094
     
2,809
 
     Software
   
556
     
878
     
2,260
     
2,649
 
     Foreclosed assets
   
6
     
0
     
4
     
15
 
     Amortization of intangibles
   
0
     
3
     
8
     
21
 
     Other
   
1,777
     
1,438
     
6,403
     
6,024
 
          Total noninterest expense
   
13,306
     
10,302
     
46,130
     
41,368
 
Income before income taxes
   
3,067
     
3,905
     
13,376
     
15,198
 
Income taxes
   
552
     
682
     
2,377
     
2,567
 
NET INCOME
 
$
2,515
   
$
3,223
   
$
10,999
   
$
12,631
 



OHIO VALLEY BANC CORP - Consolidated Balance Sheets (Unaudited)
 
             
(in $000's, except share data)
 
December 31,
   
December 31,
 
   
2024
   
2023
 
ASSETS
           
Cash and noninterest-bearing deposits with banks
 
$
15,704
   
$
14,252
 
Interest-bearing deposits with banks
   
67,403
     
113,874
 
     Total cash and cash equivalents
   
83,107
     
128,126
 
Securities available for sale
   
268,120
     
162,258
 
Securities held to maturity, net of allowance for credit losses of $1 in 2024 and $2 in 2023
   
7,049
     
7,986
 
Restricted investments in bank stocks
   
5,007
     
5,037
 
Total loans
   
1,061,825
     
971,900
 
  Less:  Allowance for credit losses
   
(10,088
)
   
(8,767
)
     Net loans
   
1,051,737
     
963,133
 
Premises and equipment, net
   
21,229
     
21,450
 
Premises and equipment held for sale, net
   
507
     
573
 
Accrued interest receivable
   
4,805
     
3,606
 
Goodwill
   
7,319
     
7,319
 
Other intangible assets, net
   
0
     
8
 
Bank owned life insurance and annuity assets
   
42,048
     
40,593
 
Operating lease right-of-use asset, net
   
1,024
     
1,205
 
Deferred tax assets
   
7,218
     
6,306
 
Other assets
   
4,242
     
4,535
 
          Total assets
 
$
1,503,412
   
$
1,352,135
 
                 
LIABILITIES
               
Noninterest-bearing deposits
 
$
322,383
   
$
322,222
 
Interest-bearing deposits
   
952,795
     
804,914
 
     Total deposits
   
1,275,178
     
1,127,136
 
Other borrowed funds
   
39,740
     
44,593
 
Subordinated debentures
   
8,500
     
8,500
 
Operating lease liability
   
1,024
     
1,205
 
Allowance for credit losses on off-balance sheet commitments
   
582
     
692
 
Other liabilities
   
28,060
     
26,002
 
          Total liabilities
   
1,353,084
     
1,208,128
 
                 
SHAREHOLDERS' EQUITY
               
Common stock ($1.00 stated value per share, 10,000,000 shares authorized;
 
  2024 - 5,490,995 shares issued; 2023 - 5,470,453 shares issued)
   
5,491
     
5,470
 
Additional paid-in capital
   
52,321
     
51,842
 
Retained earnings
   
121,693
     
114,871
 
Accumulated other comprehensive income (loss)
   
(10,484
)
   
(11,428
)
Treasury stock, at cost (2024 - 779,994 shares; 2023 - 697,321 shares)
   
(18,693
)
   
(16,748
)
          Total shareholders' equity
   
150,328
     
144,007
 
               Total liabilities and shareholders' equity
 
$
1,503,412
   
$
1,352,135
 


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.



     
OHIO VALLEY BANC CORP.
 
Date:
January 28, 2025
By:
/s/Larry E. Miller, II
     
Larry E. Miller, II
President and Chief Executive Officer