Ohio | 31-1359191 |
(State of incorporation) | (I.R.S. Employer Identification No.) |
420 Third Avenue | |
Gallipolis, Ohio | 45631 |
(Address of principal executive offices) | (ZIP Code) |
Title of Each Class | Name of Each Exchange on Which Registered | |
Common Shares, Without Par Value | The NASDAQ Stock Market LLC | |
(The NASDAQ Global Market) |
Large accelerated filer ☐ | Accelerated filer ☑ | ||
Non-accelerated filer ☐ | Smaller reporting company ☐ | ||
(Do not check if a smaller reporting company) |
(1) | Portions of the |
(2) | Portions of the Proxy Statement for the Annual Meeting of Shareholders to be held on May |
· | assess civil money penalties; |
· | issue cease and desist or removal orders; and |
· | require that a bank holding company divest subsidiaries (including its banking subsidiaries). |
· | acquire direct or indirect ownership or control of more than 5% of the voting shares of any bank that is not already majority-owned by it; |
· | acquire all or substantially all of the assets of another bank or bank holding company; or |
· | merge or consolidate with any other bank holding company. |
· | limit the extent to which a bank or its subsidiaries may engage in "covered transactions" with any one affiliate to an amount equal to 10% of that bank's capital stock and surplus (i.e., tangible capital); |
· | limit the extent to which a bank or its subsidiaries may engage in "covered transactions" with all affiliates to 20% of that bank's capital stock and surplus; and |
· | require that all such transactions be on terms substantially the same, or at least as favorable to the bank subsidiary, as those provided to a non-affiliate. |
· | Level 1 consists of institutions with assets of $250 billion or more; |
· | Level 2 consists of institutions with assets of at least $50 billion and less than $250 billion; and |
· | Level 3 consists of institutions with assets of at least $1 billion and less than $50 billion. |
· | prohibit incentive-based compensation arrangements that are "excessive" or "could lead to material financial loss;" |
· | require incentive based compensation that is consistent with a balance of risk and reward, effective management and control of risk, and effective governance; and |
· | require board oversight, recordkeeping and disclosure to the appropriate regulatory agency. |
C. | Tables setting forth the effect of volume and rate changes on interest income and expense for the years ended December 31, |
A. | Types of Securities - Total securities on the balance sheet were comprised of the following classifications at December 31: |
(dollars in thousands) | 2016 | 2015 | 2014 | 2017 | 2016 | 2015 | ||||||||||||||||||
Securities Available for Sale | ||||||||||||||||||||||||
U.S. Government sponsored entity securities | $ | 10,544 | $ | 8,965 | $ | 8,917 | $ | 13,473 | $ | 10,544 | $ | 8,965 | ||||||||||||
Agency mortgage-backed securities, residential | 85,946 | 82,686 | 76,319 | 87,652 | 85,946 | 82,686 | ||||||||||||||||||
Total securities available for sale | $ | 96,490 | $ | 91,651 | $ | 85,236 | $ | 101,125 | $ | 96,490 | $ | 91,651 | ||||||||||||
Securities Held to Maturity | ||||||||||||||||||||||||
Obligations of states of the U.S. and | ||||||||||||||||||||||||
political subdivisions | $ | 18,661 | $ | 19,898 | $ | 22,811 | $ | 17,577 | $ | 18,661 | $ | 19,898 | ||||||||||||
Agency mortgage-backed securities, residential | 4 | 5 | 9 | 4 | 4 | 5 | ||||||||||||||||||
Total securities held to maturity | $ | 18,665 | $ | 19,903 | $ | 22,820 | $ | 17,581 | $ | 18,665 | $ | 19,903 |
B. | Information required by this item is incorporated herein by reference to the information appearing under the caption "Table III - Securities," within "Management's Discussion and Analysis of Financial Condition and Results of Operations" located in Ohio Valley's |
C. | Excluding obligations of the U.S. Government and its agencies, no concentration of securities exists of any issuer that is greater than 10% of shareholders' equity of Ohio Valley. |
A. | Types of Loans - Total loans on the balance sheet were comprised of the following classifications at December 31: |
(dollars in thousands) | 2016 | 2015 | 2014 | 2013 | 2012 | 2017 | 2016 | 2015 | 2014 | 2013 | ||||||||||||||||||||||||||||||
Residential real estate | $ | 286,022 | $ | 223,875 | $ | 223,628 | $ | 219,365 | $ | 226,022 | $ | 309,163 | $ | 286,022 | $ | 223,875 | $ | 223,628 | $ | 219,365 | ||||||||||||||||||||
Commercial real estate | 214,007 | 169,312 | 177,612 | 183,871 | 175,010 | 213,446 | 214,007 | 169,312 | 177,612 | 183,871 | ||||||||||||||||||||||||||||||
Commercial and industrial | 100,589 | 81,936 | 83,998 | 60,803 | 57,239 | 107,089 | 100,589 | 81,936 | 83,998 | 60,803 | ||||||||||||||||||||||||||||||
Consumer | 134,283 | 110,629 | 109,530 | 102,280 | 100,017 | 139,621 | 134,283 | 110,629 | 109,530 | 102,280 | ||||||||||||||||||||||||||||||
$ | 734,901 | $ | 585,752 | $ | 594,768 | $ | 566,319 | $ | 558,288 | $ | 769,319 | $ | 734,901 | $ | 585,752 | $ | 594,768 | $ | 566,319 |
B. | Maturities and Sensitivities of Loans to Changes in Interest Rates - Information required by this item is incorporated herein by reference to the information appearing under the caption "Table VI - Maturity and Repricing Data of Loans," within "Management's Discussion and Analysis of Financial Condition and Results of Operations" located in Ohio Valley's |
C. | 1. | Risk Elements - Gross interest income that would have been recorded on loans that were classified as nonaccrual or troubled debt restructurings if the loans had been in accordance with their original terms is estimated to be $1,377,000, $1,235,000 |
2. | Potential Problem Loans - At December 31, |
3. | Foreign Outstandings - There were no foreign outstandings at December 31, 2017, 2016 |
4. | Loan Concentrations - As of December 31, |
D. | Other Interest-Bearing Assets - As of December 31, |
A. | The following schedule presents an analysis of the allowance for loan losses for the fiscal years ended December 31: |
(dollars in thousands) | 2016 | 2015 | 2014 | 2013 | 2012 | 2017 | 2016 | 2015 | 2014 | 2013 | ||||||||||||||||||||||||||||||
Balance, beginning of year | $ | 6,648 | $ | 8,334 | $ | 6,155 | $ | 6,905 | $ | 7,344 | $ | 7,699 | $ | 6,648 | $ | 8,334 | $ | 6,155 | $ | 6,905 | ||||||||||||||||||||
Loans charged off: | ||||||||||||||||||||||||||||||||||||||||
Residential real estate | 384 | 828 | 487 | 819 | 1,066 | 745 | 384 | 828 | 487 | 819 | ||||||||||||||||||||||||||||||
Commercial real estate | 63 | 1,971 | 235 | 2 | 1,949 | 1,067 | 63 | 1,971 | 235 | 2 | ||||||||||||||||||||||||||||||
Commercial and industrial | 586 | 24 | 41 | 600 | 499 | 627 | 586 | 24 | 41 | 600 | ||||||||||||||||||||||||||||||
Consumer | 2,170 | 1,428 | 1,216 | 1,279 | 1,622 | 1,642 | 2,170 | 1,428 | 1,216 | 1,279 | ||||||||||||||||||||||||||||||
Total loans charged off | 3,203 | 4,251 | 1,979 | 2,700 | 5,136 | 4,081 | 3,203 | 4,251 | 1,979 | 2,700 | ||||||||||||||||||||||||||||||
Recoveries of loans: | ||||||||||||||||||||||||||||||||||||||||
Residential real estate | 299 | 386 | 286 | 282 | 140 | |||||||||||||||||||||||||||||||||||
Commercial real estate | 132 | 204 | 108 | 345 | 35 | |||||||||||||||||||||||||||||||||||
Commercial and industrial | 16 | 234 | 392 | 65 | 2,027 | |||||||||||||||||||||||||||||||||||
Consumer | 981 | 651 | 585 | 781 | 912 | |||||||||||||||||||||||||||||||||||
Total recoveries of loans | 1,428 | 1,475 | 1,371 | 1,473 | 3,114 | |||||||||||||||||||||||||||||||||||
Net loan charge-offs | (1,775 | ) | (2,776 | ) | (608 | ) | (1,227 | ) | (2,022 | ) | ||||||||||||||||||||||||||||||
Provision charged to operations | 2,826 | 1,090 | 2,787 | 477 | 1,583 | |||||||||||||||||||||||||||||||||||
Balance, end of year | $ | 7,699 | $ | 6,648 | $ | 8,334 | $ | 6,155 | $ | 6,905 | ||||||||||||||||||||||||||||||
Ratio of net charge-offs to average loans outstanding | .28 | % | .47 | % | .10 | % | .22 | % | .35 | % | ||||||||||||||||||||||||||||||
Ratio of allowance for loan losses to | ||||||||||||||||||||||||||||||||||||||||
non-performing assets | 67.43 | % | 69.01 | % | 74.76 | % | 122.81 | % | 90.24 | % |
Recoveries of loans: | ||||||||||||||||||||
Residential real estate | 260 | 299 | 386 | 286 | 282 | |||||||||||||||
Commercial real estate | 362 | 132 | 204 | 108 | 345 | |||||||||||||||
Commercial and industrial | 86 | 16 | 234 | 392 | 65 | |||||||||||||||
Consumer | 609 | 981 | 651 | 585 | 781 | |||||||||||||||
Total recoveries of loans | 1,317 | 1,428 | 1,475 | 1,371 | 1,473 | |||||||||||||||
Net loan charge-offs | (2,764 | ) | (1,775 | ) | (2,776 | ) | (608 | ) | (1,227 | ) | ||||||||||
Provision charged to operations | 2,564 | 2,826 | 1,090 | 2,787 | 477 | |||||||||||||||
Balance, end of year | $ | 7,499 | $ | 7,699 | $ | 6,648 | $ | 8,334 | $ | 6,155 | ||||||||||
Ratio of net charge-offs to average loans outstanding | .37 | % | .28 | % | .47 | % | .10 | % | .22 | % | ||||||||||
Ratio of allowance for loan losses to | ||||||||||||||||||||
non-performing assets | 62.39 | % | 67.43 | % | 69.01 | % | 74.76 | % | 122.81 | % |
B. | Allocation of the Allowance for Loan Losses - Information required by this item is incorporated herein by reference to the information appearing under the caption "Table IV - Allocation of the Allowance for Loan Losses," within "Management's Discussion and Analysis of Financial Condition and Results of Operations" located in Ohio Valley's |
A. | Deposit Summary - Information required by this item is incorporated herein by reference to the information appearing under the caption "Table I - Consolidated Average Balance Sheet & Analysis of Net Interest Income," within "Management's Discussion and Analysis of Financial Condition and Results of Operations" located in Ohio Valley's |
C.&E. | Foreign Deposits - There were no foreign deposits outstanding at December 31, 2017, 2016, |
D. | Schedule of Maturities - The following table provides a summary of total time deposits of $100,000 or greater by remaining maturities for the fiscal year ended December 31, |
December 31, 2017 | Over | Over | ||||||||||||||
(dollars in thousands) | 3 months | 3 through | 6 through | Over | ||||||||||||
or less | 6 months | 12 months | 12 months | |||||||||||||
Total time deposits of $100,000 or greater | $ | 14,450 | $ | 9,463 | $ | 32,998 | $ | 55,950 |
December 31, 2016 | Over | Over | ||||||||||||||
(dollars in thousands) | 3 months | 3 through | 6 through | Over | ||||||||||||
or less | 6 months | 12 months | 12 months | |||||||||||||
Total time deposits of $100,000 or greater | $ | 16,084 | $ | 8,163 | $ | 23,097 | $ | 45,245 |
December 31, 2016 | Over | Over | ||||||||||||||
(dollars in thousands) | 3 months | 3 through | 6 through | Over | ||||||||||||
or less | 6 months | 12 months | 12 months | |||||||||||||
Total time deposits of $100,000 or greater | $ | 16,084 | $ | 8,163 | $ | 23,097 | $ | 45,245 |
December 31, 2015 | Over | Over | ||||||||||||||
(dollars in thousands) | 3 months | 3 through | 6 through | Over | ||||||||||||
or less | 6 months | 12 months | 12 months | |||||||||||||
Total time deposits of $100,000 or greater | $ | 11,448 | $ | 9,476 | $ | 16,469 | $ | 43,227 |
· | the time and costs associated with identifying and evaluating potential acquisitions or new products or services; |
· | the potential inaccuracy of estimates and judgments used to evaluate credit, operations, management and market risk with respect to the target institutions; |
· | the time and costs of evaluating new markets, hiring local management and opening new offices, and the delay between commencing these activities and the generation of profits from the expansion; |
· | our ability to finance an acquisition or other expansion and the possible dilution to our existing shareholders; |
· | the diversion of management's attention to the negotiation of a transaction and the integration of the operations and personnel of the combining businesses; |
· | entry into unfamiliar markets; |
· | the possible failure of the introduction of new products and services into our existing business; |
· | the incurrence and possible impairment of goodwill associated with an acquisition and possible adverse short-term effects on our results of operations; and |
· | the risk of loss of key employees and customers. |
· | information required to be disclosed by Ohio Valley in this Annual Report on Form 10-K and other reports that Ohio Valley files or submits under the Exchange Act would be accumulated and communicated to Ohio Valley's management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure; |
· | information required to be disclosed by Ohio Valley in this Annual Report on Form 10-K and other reports that Ohio Valley files or submits under the Exchange Act would be recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms; and |
· | Ohio Valley's disclosure controls and procedures were effective as of the end of the period covered by this Annual Report on Form 10-K. |
Exhibit Number | Exhibit Description | |
2(a) | ||
2(b) | ||
3(a) | ||
3(b) | ||
4 | ||
10.1* | ||
10.2* | ||
10.3(a)* | ||
10.3(b)* |
Exhibit Number | Exhibit Description | |
10.4* | ||
10.5* | ||
10.6(a)* | ||
10.6(b)* | ||
10.7(a)* | ||
10.7(b)* | ||
10.7(c)* | ||
10.7(d)* |
Exhibit Number | Exhibit Description | |
10.7(e)* | ||
10.8* | ||
10.9* | ||
10.10* | ||
10.11* | ||
10.12* | ||
10.13* | ||
10.14* | ||
10.15* | ||
10.16* |
Exhibit Number | Exhibit Description | |
10.17* | ||
10.18* | ||
10.19* | ||
10.21* | ||
10.22* | ||
10.22(a)* | ||
10.23* | ||
10.24* | ||
10.24(a)* | ||
13 | ||
21 | ||
23 | ||
Exhibit Number | Exhibit Description | |
31.1 | ||
31.2 | ||
32 | ||
101.INS # | XBRL Instance Document: Submitted electronically herewith. # | |
101.SCH # | XBRL Taxonomy Extension Schema: Submitted electronically herewith. # | |
101.CAL # | XBRL Taxonomy Extension Calculation Linkbase: Submitted electronically herewith. # | |
101.DEF # | XBRL Taxonomy Extension Definition Linkbase: Submitted electronically herewith. # | |
101.LAB # | XBRL Taxonomy Extension Label Linkbase: Submitted electronically herewith. # | |
101.PRE # | XBRL Taxonomy Extension Presentation Linkbase: Submitted electronically herewith. # |
# Attached as Exhibit 101 to Ohio Valley's Annual Report on Form 10-K for the fiscal year ended December 31, 2017 are the following documents formatted in XBRL (eXtensive Business Reporting Language): (i) Consolidated Statements of Condition at December 31, 2017 and December 31, 2016; (ii) Consolidated Statements of Income for the years ended December 31, 2017, 2016 and 2015; (iii) Consolidated Statements of Comprehensive Income for the years ended December 31, 2017, 2016 and 2015; (iv) Consolidated Statements of Changes in Shareholders' Equity for the years ended December 31, 2017, 2016 and 2015; (v) Consolidated Statements of Cash Flows for the years ended December 31, 2017, 2016 and 2015; and (vi) Notes to the Consolidated Financial Statements. |
OHIO VALLEY BANC CORP. | |||
Date: | March 16, | By: | /s/Thomas E. Wiseman |
Thomas E. Wiseman | |||
President and Chief Executive Officer |
Name | Capacity | |
/s/Thomas E. Wiseman | President and Chief Executive Officer | |
Thomas E. Wiseman | (principal executive officer) | |
/s/Scott W. Shockey | Senior Vice President and Chief Financial Officer | |
Scott W. Shockey | (principal financial officer and principal accounting officer) | |
/s/Jeffrey E. Smith | Chairman | |
Jeffrey E. Smith | ||
/s/Anna P. Barnitz | Director | |
Anna P. Barnitz | ||
/s/David W. Thomas | Director | |
David W. Thomas | ||
/s/Brent A. Saunders | Director | |
Brent A. Saunders | ||
/s/ | ||
Director | ||
Harold A. Howe | ||
/s/Brent R. Eastman | Director | |
Brent R. Eastman | ||
/s/John G. Jones | Director | |
John G. Jones | ||
/s/Kimberly A. Canady | Director | |
Kimberly A. Canady | ||
/s/Edward J. Robbins | Director | |
Edward J. Robbins | ||