FALSE000127790200012779022023-10-262023-10-26

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):October 26, 2023
MVB Financial Corp.
(Exact name of registrant as specified in its charter)
West Virginia
001-38314
20-0034461
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
301 Virginia Avenue, Fairmont, WV
26554-2777
(Address of principal executive offices)(Zip Code)
(304) 363-4800
(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 classTrading Symbol(s)Name of each exchange on which registered
Common stock, $1.00 par valueMVBFThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).     

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 October 26, 2023, MVB Financial Corp. issued a press release announcing its financial results for the quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, is hereby furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits.

99.1    Press release of MVB Financial Corp. dated October 26, 2023

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, hereunto duly authorized.
MVB Financial Corp.
By:/s/ Donald T. Robinson
Donald T. Robinson
President and Chief Financial Officer

Date: October 26, 2023

Exhibit 99.1
mvbfa.jpg
N E W S R E L E A S E


MVB Financial Corp. Announces Third Quarter 2023 Results

(FAIRMONT, WV) October 26, 2023 – MVB Financial Corp. (NASDAQ: MVBF) (“MVB Financial,” “MVB” or the “Company”), the holding company for MVB Bank, Inc. ("MVB Bank"), today announced financial results for the third quarter of 2023, with reported net income of $3.9 million, or $0.30 basic and $0.29 diluted earnings per share.
Third Quarter 2023 Highlights As Compared to Second Quarter 2023
Balance sheet deposits increased 2.7%, or $80.0M.
Noninterest bearing deposits increased 10.8%, or $106.3M, and represent 36% of deposits.
Balance sheet loan to deposit ratio of 74.7%, compared to 78.1%.
Nonperforming loans decreased 22.4%, or $3.1M.
Net interest margin improved by 10 bps, to 3.87%.

From Larry F. Mazza, Chief Executive Officer, MVB Financial:
“While market conditions remained volatile during the third quarter, team MVB built upon our already strong foundation. We continued to optimize our earnings power and grew low-cost deposits and reduced higher-cost funding, further optimizing our deposit mix, improving our strong liquidity position, and with asset yields continuing to reprice higher, drove improvement in our net interest margin. Additionally, although our cost of funds continued to move higher, this quarter marked the slowest pace of increase since the second quarter of 2022. Our loan pipelines continued to build, and we believe our balance sheet is well-positioned for the road ahead. At quarter-end, MVB had no outstanding FHLB or other short-term borrowings, no held to maturity investment securities and a limited concentration of CRE loans and office exposure. Since the industry disruption in March of this year, we took additional steps to enhance our risk management and compliance infrastructure in anticipation of changing industry requirements. These elevated costs have weighed on our earnings in the short-term, but leave us well positioned to drive growth and improve profitability, while maintaining our foundational strength in the long run.”


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THIRD QUARTER 2023 HIGHLIGHTS
Strong core deposit growth and a favorable shift in deposit mix.
Total deposits increased 2.7%, or $80.0 million, to $3.04 billion, compared to the prior quarter-end, primarily reflecting strong growth in noninterest bearing (“NIB”) deposits, and increases due to payment relationships, gaming and seasonal considerations, partially offset by a decline in brokered deposits. Relative to the prior year, total deposits increased 12.7%, or $341.9 million.
Total off-balance sheet deposits were steady at $1.11 billion as compared to $1.06 billion at the prior quarter-end. Off-balance sheet deposit networks are utilized to generate fee income, enhance capital efficiency and manage liquidity and concentration risk.
NIB deposits increased 10.8%, or $106.3 million, to $1.09 billion, and represented 36.0% of total deposits, as compared to 33.4% of total deposits at the prior quarter-end.
Certificate of deposit (“CD”) balances, which include brokered deposits, declined 11.1%, or $78.1 million, to $622.5 million, reflecting the Company’s decision to reduce higher-cost deposit funding.
Net interest margin expansion drives improvement in net interest income.
Net interest income on a fully tax-equivalent basis, a non-GAAP financial measure, increased 0.9%, or $0.3 million, to $30.1 million relative to the prior quarter, reflecting net interest margin expansion, partially offset by a decline in total average earning asset balances.
Net interest margin on a fully tax-equivalent basis, a non-GAAP financial measure, was 3.90%, up 10 basis points from the prior quarter, primarily reflecting higher loan yields and a favorable shift in the mix of earning assets and deposit funding. Total cost of funds was 2.43%, compared to 2.26% for the prior quarter, representing the slowest pace of increase in the Company’s cost of funds since the second quarter of 2022.
Average earning asset balances decreased 2.8% during the third quarter of 2023, reflecting lower average loan balances and a decline in investment securities, partially offset by higher interest-bearing balances with banks. Average total loan balances declined 4.0%, reflecting lower commercial, real estate and consumer balances, including the sale certain of subprime automobile loans during the third quarter of 2023.
The loan to deposit ratio was 74.7% as of September 30, 2023, compared to 78.1% as of June 30, 2023 and 91.6% as of September 30, 2022.


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Measures of foundational strength were generally stable.
The Community Bank Leverage Ratio, Tier 1 Risk-Based Capital Ratio and MVB Bank’s Total Risk-Based Capital Ratio were 10.4%, 14.0%, and 14.8%, respectively, compared to 10.0%, 13.8%, and 14.9%, respectively, at the prior quarter end.
Tangible book value per share, a non-U.S. GAAP measure discussed below, declined 1.1% to $21.08, relative to the prior quarter-end, and increased 8.77% from the year-ago period.
Nonperforming loans declined $3.1 million, or 22.4%, to $10.6 million, or 0.5% of total loans, from to $13.6 million, or 0.6% of total loans, at the prior quarter end. Criticized loans as a percentage of total loans were 6.1%, as compared to 3.1% at the prior quarter end. The increase is driven primarily by addition of one loan relationship, which is secured by a financial institution’s stock and all loan payments are current. Net charge-offs were $5.9 million, or 1.0% of total loans on an annualized basis, for the third quarter of 2023, compared to $1.2 million, or 0.2%, for the prior quarter. The increase from prior quarter is primarily related to a single charge-off related to a commercial client in the energy industry.
The release of allowance for credit losses totaled $0.2 million, compared to $4.2 million for the prior quarter. The net reserve release for the quarter reflected the aforementioned sale of subprime automobile loans, partially offset by the impact of increases in criticized loans and charge-offs. The allowance for credit losses was 1.1% of total loans, as compared to 1.3% as of the prior quarter-end, reflecting the changes in loan portfolio composition noted above.
Expenses trend higher on actions taken to enhance regulatory and compliance infrastructure in response to industry events earlier this year; fees lower, primarily due to seasonal factors.
Noninterest expense increased 1.5% to $30.7 million relative to the prior quarter, primarily reflecting higher professional fees and other operating costs related to recent actions taken in response to the market events in March 2023 and to enhance risk management and compliance-related infrastructure. Noninterest expenses other than professional fees declined 4.9% from the prior quarter.
Total noninterest income was $5.8 million for the third quarter of 2023, as compared to $6.4 million for the prior quarter, primarily reflecting a decline in payment card and service charge income due mostly to seasonal considerations, as well as a decline in equity method investments income.


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INCOME STATEMENT
Net interest income on a tax-equivalent basis totaled $30.1 million for the third quarter of 2023. This reflected an increase of $0.3 million, or 0.9%, from the second quarter of 2023 and was consistent as compared to the third quarter of 2022. The increase in net interest income compared to the second quarter of 2023 reflected a higher net interest margin, partially offset by a decline in total average earning asset balances.

Interest income increased $1.3 million, or 2.8%, from the second quarter of 2023 and increased $14.4 million, or 42.5%, from the third quarter of 2022. The tax-equivalent yield on loans was 7.0% for the third quarter of 2023, compared to 6.7% for the second quarter of 2023 and 5.3% for the third quarter of 2022. Higher loan yields compared to the second quarter of 2023 generally reflect the beneficial impact of higher interest rates on earning asset yields, while higher loan yields compared to the third quarter of 2022 reflect the cumulative impact of loans booked at higher yields than the prevailing portfolio yield in the prior year.

Interest expense increased $1.0 million, or 5.8%, from the second quarter of 2023 and increased $14.4 million from the third quarter of 2022. The cost of funds was 2.43% for the third quarter of 2023, up from 2.26% for the second quarter of 2023 and 0.59% for the third quarter of 2022. The increase from the prior quarter primarily reflected the impact of higher interest rates, including an increase in rates paid on money market checking deposits. The increase in cost of funds compared to the prior year period reflects the impact of increased time deposits in 2023 in response to market conditions, higher interest rates and the senior term loan, which was entered into during October 2022.

On a tax-equivalent basis, net interest margin for the third quarter of 2023 was 3.90%, an increase of 10 basis points versus the second quarter of 2023 and a decrease of 35 basis points versus the third quarter of 2022. See the table below for a reconciliation between net interest margin and net interest margin on a fully tax-equivalent basis, a non-GAAP measure. The increase in net interest margin from the second quarter of 2023 primarily reflected higher loan yields and a favorable shift in the mix of earning assets and deposit funding. Contraction in net interest margin from the third quarter of 2022 primarily reflected higher funding costs and an unfavorable shift in the mix of earning assets (loan balances declined, while lower yielding cash balances increased), partially offset by higher interest rates on loans.
Noninterest income totaled $5.8 million for the third quarter of 2023, a decrease of $0.6 million from the second quarter of 2023 and an increase of $0.3 million from the third quarter of 2022. The decrease compared to the prior quarter is primarily driven by declines of $2.6 million in equity method investment income from our mortgage companies, $0.7 million in payment card and service charge income and $0.4 million in other

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operating income. These decreases were partially offset by increases of $0.3 million in compliance and consulting income and $0.3 million in gain on sale of equity securities. Additionally, the second quarter of 2023 included losses of $1.0 million in acquisition and divestiture activity and $1.0 million in sale of loans, without comparable losses in the third quarter of 2023.

The $0.3 million increase in noninterest income from the third quarter of 2022 was primarily driven by increases of $0.8 million in other operating income, $0.3 million in compliance consulting income, $0.3 million in holding gain on equity securities, $0.3 million in equity method investment income and $0.2 million in gain on sale of equity securities. These increases were partially offset by declines of $1.0 million in gain on sale of loans, $0.5 million in payment and card service charge income, $0.1 million in insurance and investment services income.

Noninterest expense totaled $30.7 million for the third quarter of 2023, an increase of $0.4 million, or 1.5%, from the second quarter of 2023 and an increase of $2.5 million, or 9.0%, from the third quarter of 2022, primarily reflecting higher professional fees of $1.7 million, or 43.9%, and $1.8 million, or 45.3%, as compared to the second quarter of 2023 and the third quarter of 2022, respectively. Salaries and employee benefits expense increased $0.3 million, or 1.7%, and $0.1 million, or 0.7%, as compared to the second quarter of 2023 and the third quarter of 2022, respectively.

BALANCE SHEET
Loans totaled $2.27 billion at September 30, 2023, a decrease of $42.0 million, or 1.8%, and $201.0 million, or 8.1%, as compared to June 30, 2023 and September 30, 2022, respectively. The decline in loan balances compared to the prior quarters primarily reflects amortization of the loan portfolio and slower origination as the pipeline continues to build, in addition to the sale of $15.9 million of subprime automobile loans during the third quarter of 2023 and the sale of $20.4 million of subprime automobile loans during the second quarter of 2023. Loans held-for-sale, which represent MVB Bank’s government guaranteed lending growth vehicle, were $7.6 million as of September 30, 2023, compared to $7.0 million at June 30, 2023 and $20.0 million at September 30, 2022.

Deposits totaled $3.04 billion as of September 30, 2023, an increase of $80.0 million, or 2.7%, from June 30, 2023, and an increase of $341.9 million, or 12.7%, from September 30, 2022. NIB deposits totaled $1.09 billion as of September 30, 2023, an increase of $106.3 million, or 10.8%, from June 30, 2023 and a decrease of $317.9 million, or 22.5%, from September 30, 2022. The increase in total deposit balances compared to June 30, 2023 primarily reflects the increase in noninterest-bearing deposits, payment relationships, gaming and seasonal considerations, partially offset by a decrease in brokered deposits. The increase relative to

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September 30, 2022, reflects higher CDs and brokered deposits, partially offset by a decrease in NIB deposits driven by the highly-competitive deposit environment, higher interest rates and the utilization of off-balance sheet deposit networks to generate fee income, enhance capital efficiency and manage liquidity and concentration risk.

CAPITAL
The Community Bank Leverage Ratio was 10.4% as of September 30, 2023, compared to 10.0% as of June 30, 2023 and 11.1% as of September 30, 2022.

The tangible common equity ratio, a non-GAAP financial measure, was 7.8% of as of September 30, 2023, compared to 8.1% as of June 30, 2023 and 7.6% as of as of September 30, 2022. See the reconciliation of the tangible common equity ratio to its most directly comparable U.S. GAAP financial measure later in this release.

The Company issued a quarterly cash dividend of $0.17 per share for the third quarter of 2023, consistent with the second quarter of 2023 and the third quarter of 2022.

ASSET QUALITY
Nonperforming loans totaled $10.6 million, or 0.5% of total loans, as of September 30, 2023, as compared to $13.6 million, or 0.6% of total loans, as of June 30, 2023, and $22.4 million, or 0.9% of total loans, as of September 30, 2022. Criticized loans as a percentage of total loans were 6.1%, compared to 3.1% as of June 30, 2023 and 3.4% as of September 30, 2022.

Net charge-offs were $5.9 million, or 1.0% of total loans, for the third quarter of 2023, compared to $1.2 million, or 0.2% of total loans, for the second quarter of 2023 and $1.3 million, or 0.2% of total loans, for the third quarter of 2022.

The release of allowance for credit losses totaled $0.2 million compared to $4.2 million for the prior quarter. The Company sold $15.9 million and $20.4 million of subprime automobile loans during the quarters ended September 30, 2023 and June 30, 2023, respectively, and released the reserves associated with those loans, resulting in the net allowance releases. The allowance for credit losses was 1.1% of total loans at September 30, 2023, as compared to 1.3% at June 30, 2023 and 1.1% at September 30, 2022. The decline in the allowance ratio compared to the prior quarter largely reflects the aforementioned changes in loan portfolio composition.



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About MVB Financial Corp.
MVB Financial, the holding company of MVB Bank, is publicly traded on The Nasdaq Capital Market® (“Nasdaq”) under the ticker “MVBF.”

MVB is a financial holding company headquartered in Fairmont, West Virginia. Through its subsidiary, MVB Bank, and MVB Bank’s subsidiaries, MVB Financial provides financial services to individuals and corporate clients in the Mid-Atlantic region and beyond.

Nasdaq is a leading global provider of trading, clearing, exchange technology, listing, information and public company services.

For more information about MVB, please visit ir.mvbbanking.com.

Forward-looking Statements
MVB Financial has made forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, in this press release that are intended to be covered by the protections provided under the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations about the future and are subject to risks and uncertainties. Forward-looking statements include, without limitation, information concerning possible or assumed future results of operations of the Company and its subsidiaries. Forward-looking statements can be identified by the use of words such as “may,” “could,” “should,” “would,” “will,” “plans,” “believes,” “estimates,” “expects,” “anticipates,” “intends,” “continues” or the negative of those terms or similar expressions. Note that many factors could affect the future financial results of the Company and its subsidiaries, both individually and collectively, and could cause those results to differ materially from those expressed in forward-looking statements. Therefore, undue reliance should not be placed upon any forward-looking statements. Those factors include but are not limited to: market, economic, operational, liquidity and credit risk; changes in market interest rates; impacts related to or resulting from recent turmoil in the banking industry; inability to achieve anticipated synergies and successfully integrate recent mergers and acquisitions; inability to successfully execute business plans, including strategies related to investments in Fintech companies; competition; unforeseen events, such as pandemics or natural disasters, and any governmental or societal responses thereto; changes in economic, business and political conditions; changes in demand for loan products and deposit flow; operational risks and risk management failures; and government regulation and supervision. Additional factors that may cause actual results to differ materially from those described in the forward-looking statements can be found in the Company’s Annual Report on Form 10-K for the year ended

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December 31, 2022, as well as its other filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov. Except as required by law, the Company disclaims any obligation to update, revise or correct any forward-looking statements.

Accounting standards require the consideration of subsequent events occurring after the balance sheet date for matters that require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of a public company’s financial statements when filed with the SEC. Accordingly, the consolidated financial information in this announcement is subject to change.

Questions or comments concerning this earnings release should be directed to:

MVB Financial Corp.
Donald T. Robinson, President and Chief Financial Officer
(304) 598-3500
drobinson@mvbbanking.com

Amy Baker, VP, Corporate Communications and Marketing
(844) 682-2265
abaker@mvbbanking.com

Non-U.S. GAAP Financial Measures
This document contains supplemental financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Management uses these non-U.S. GAAP measures in its analysis of the Company’s performance. These measures should not be considered a substitute for U.S. GAAP basis measures nor should they be viewed as a substitute for operating results determined in accordance with U.S. GAAP. Management believes the presentation of non-U.S. GAAP financial measures that exclude the impact of specified items provide useful supplemental information that is essential to a proper understanding of the Company’s financial condition and results. Non-U.S. GAAP measures are not formally defined under U.S. GAAP, and other entities may use calculation methods that differ from those used by us. As a complement to U.S. GAAP financial measures, our management believes these non-U.S. GAAP financial measures assist investors in comparing the financial condition and results of operations of financial institutions due to the industry prevalence of such non-U.S. GAAP measures. See the tables below for a reconciliation of these non-U.S. GAAP measures to the most directly comparable U.S. GAAP financial measures.

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MVB Financial Corp.
Financial Highlights
Consolidated Statements of Income
(Unaudited) (Dollars in thousands, except per share data)
QuarterlyYear-to-Date
20232023202220232022
Third QuarterSecond QuarterThird Quarter
Interest income$48,325 $47,031 $33,903 $140,119 $85,255 
Interest expense18,460 17,449 4,057 47,943 6,901 
Net interest income29,865 29,582 29,846 92,176 78,354 
Provision (release of allowance) for credit losses(159)(4,235)5,120 182 11,500 
Net interest income after provision (release of allowance) for credit losses30,024 33,817 24,726 91,994 66,854 
Total noninterest income5,791 6,419 5,467 15,277 24,130 
Noninterest expense:
Salaries and employee benefits16,016 15,746 15,905 48,508 48,217 
Other expense14,709 14,536 12,271 40,816 35,188 
Total noninterest expenses30,725 30,282 28,176 89,324 83,405 
Income before income taxes5,090 9,954 2,017 17,947 7,579 
Income taxes1,218 1,956 184 3,639 1,563 
Net income from continuing operations before noncontrolling interest3,872 7,998 1,833 14,308 6,016 
Income from discontinued operations, before income taxes— — 935 11,831 2,599 
Income taxes - discontinued operations— — 213 3,049 598 
Net income from discontinued operations— — 722 8,782 2,001 
Net (income) loss attributable to noncontrolling interest(5)114 163 231 521 
Net income available to common shareholders$3,867 $8,112 $2,718 $23,321 $8,538 
Earnings per share from continuing operations - basic$0.30 $0.64 $0.16 $1.15 $0.54 
Earnings per share from discontinued operations - basic$— $— $0.06 $0.69 $0.16 
Earnings per share - basic$0.30 $0.64 $0.22 $1.84 $0.70 
Earnings per share from continuing operations - diluted$0.29 $0.63 $0.16 $1.12 $0.51 
Earnings per share from discontinued operations - diluted$— $— $0.05 $0.67 $0.15 
Earnings per share - diluted$0.29 $0.63 $0.21 $1.79 $0.66 


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Noninterest Income
(Unaudited) (Dollars in thousands)
QuarterlyYear-to-Date
20232023202220232022
Third QuarterSecond QuarterThird Quarter
Card acquiring income$845 $788 $560 $2,255 $2,293 
Service charges on deposits490 1,060 889 2,676 2,734 
Interchange income1,517 1,655 1,864 5,034 4,943 
Total payment card and service charge income2,852 3,503 3,313 9,965 9,970 
Equity method investments income (loss)(750)1,873 (1,021)(70)666 
Compliance and consulting income1,314 996 966 3,326 3,380 
Gain (loss) on sale of loans330 (989)1,298 (1,015)3,786 
Investment portfolio gains (losses)244 (134)(217)(1,734)2,322 
Loss on acquisition and divestiture activity— (986)— (986)— 
Other noninterest income1,801 2,156 1,128 5,791 4,006 
Total noninterest income$5,791 $6,419 $5,467 $15,277 $24,130 


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Condensed Consolidated Balance Sheets
(Unaudited) (Dollars in thousands)
September 30, 2023June 30, 2023September 30, 2022
Cash and cash equivalents$587,100 $455,835 $79,946 
Securities available-for-sale, at fair value311,537 329,137 366,742 
Equity securities40,835 41,082 34,101 
Loans held-for-sale7,603 7,009 19,977 
Loans receivable2,270,433 2,312,387 2,471,395 
Less: Allowance for credit losses(24,276)(30,294)(26,515)
Loans receivable, net2,246,157 2,282,093 2,444,880 
Premises and equipment, net21,468 22,407 24,639 
Assets from discontinued operations— — 4,818 
Goodwill2,838 2,838 2,838 
Other assets220,045 211,446 161,981 
Total assets$3,437,583 $3,351,847 $3,139,922 
Noninterest-bearing deposits$1,093,903 $987,555 $1,411,772 
Interest-bearing deposits1,944,986 1,971,384 1,285,186 
FHLB and other borrowings— — 73,328 
Senior term loan8,473 8,835 — 
Subordinated debt73,478 73,414 73,222 
Liabilities from discontinued operations— — 5,647 
Other liabilities45,374 36,362 46,407 
Stockholders' equity271,369 274,297 244,360 
Total liabilities and stockholders' equity$3,437,583 $3,351,847 $3,139,922 

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Reportable Segments
(Unaudited)
Three Months Ended September 30, 2023CoRe BankingMortgage BankingFinancial Holding CompanyOtherIntercompany EliminationsConsolidated
(Dollars in thousands)
Interest income$48,268 $103 $$— $(48)$48,325 
Interest expense17,454 — 1,000 54 (48)18,460 
   Net interest income (expense)30,814 103 (998)(54)— 29,865 
Release of allowance for credit losses(159)— — — — (159)
Net interest income (expense) after release of allowance for credit losses30,973 103 (998)(54)— 30,024 
Noninterest income4,980 (742)2,576 3,099 (4,122)5,791 
Noninterest Expenses:
Salaries and employee benefits9,787 — 4,129 2,100 — 16,016 
Other expenses14,701 13 1,992 2,125 (4,122)14,709 
   Total noninterest expenses24,488 13 6,121 4,225 (4,122)30,725 
Income (loss) before income taxes11,465 (652)(4,543)(1,180)— 5,090 
Income taxes2,628 (153)(978)(279)— 1,218 
Net income (loss)8,837 (499)(3,565)(901)— 3,872 
Net income attributable to noncontrolling interest— — — (5)— (5)
Net income (loss) available to common shareholders$8,837 $(499)$(3,565)$(906)$— $3,867 


Three Months Ended June 30, 2023CoRe BankingMortgage BankingFinancial Holding CompanyOtherIntercompany EliminationsConsolidated
(Dollars in thousands)
Interest income$46,929 $105 $$$(12)$47,031 
Interest expense16,439 — 999 23 (12)17,449 
Net interest income (expense)30,490 105 (996)(17)— 29,582 
Provision for credit losses(4,235)— — — — (4,235)
Net interest income (expense) after provision for credit losses34,725 105 (996)(17)— 33,817 
Noninterest income4,113 1,872 3,116 1,051 (3,733)6,419 
Noninterest Expenses:
Salaries and employee benefits9,053 4,623 2,063 — 15,746 
Other expenses14,148 18 2,163 1,940 (3,733)14,536 
Total noninterest expenses23,201 25 6,786 4,003 (3,733)30,282 
Income (loss) before income taxes15,637 1,952 (4,666)(2,969)— 9,954 
Income taxes3,237 643 (1,207)(717)— 1,956 
Net income (loss)12,400 1,309 (3,459)(2,252)— 7,998 
Net loss attributable to noncontrolling interest— — — 114 — 114 
Net income (loss) available to common shareholders$12,400 $1,309 $(3,459)$(2,138)$— $8,112 

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Three Months Ended September 30, 2022CoRe BankingMortgage BankingFinancial Holding CompanyOtherIntercompany EliminationsConsolidated
(Dollars in thousands)
Interest income$33,777 $103 $33 $— $(10)$33,903 
Interest expense3,286 — 771 10 (10)4,057 
   Net interest income (expense)30,491 103 (738)(10)— 29,846 
Provision for credit losses5,120 — — — — 5,120 
Net interest income (expense) after provision for credit losses25,371 103 (738)(10)— 24,726 
Noninterest income5,356 (817)2,366 1,370 (2,808)5,467 
Noninterest Expenses:
Salaries and employee benefits9,354 4,274 2,269 — 15,905 
Other expenses11,523 25 1,810 1,722 (2,808)12,272 
   Total noninterest expenses20,877 33 6,084 3,991 (2,808)28,177 
Income (loss) before income taxes9,850 (747)(4,456)(2,631)— 2,016 
Income taxes1,817 (192)(840)(601)— 184 
Net income (loss) from continuing operations8,033 (555)(3,616)(2,030)— 1,832 
Income from discontinued operations, before income taxes— — — 936 — 936 
Income tax expense - discontinued operations— — — 213 — 213 
Net income from discontinued operations— — — 723 — 723 
Net income (loss)8,033 (555)(3,616)(1,307)— 2,555 
   Net loss attributable to noncontrolling interest— — — 163 — 163 
Net income (loss) available to common shareholders$8,033 $(555)$(3,616)$(1,144)$— $2,718 



























13


Nine Months Ended September 30, 2023CoRe BankingMortgage BankingFinancial Holding CompanyOtherIntercompany EliminationsConsolidated
(Dollars in thousands)
Interest income$139,859 $313 $38 $— $(91)$140,119 
Interest expense44,934 — 2,992 108 (91)47,943 
   Net interest income (expense)94,925 313 (2,954)(108)— 92,176 
Provision for credit losses182 — — — — 182 
Net interest income (expense) after provision for credit losses94,743 313 (2,954)(108)— 91,994 
Noninterest income12,111 (56)8,102 5,934 (10,814)15,277 
Noninterest Expenses:
Salaries and employee benefits27,891 13,702 6,908 — 48,508 
Other expenses39,903 65 6,072 5,590 (10,814)40,816 
   Total noninterest expenses67,794 72 19,774 12,498 (10,814)89,324 
Income (loss) before income taxes39,060 185 (14,626)(6,672)— 17,947 
Income taxes8,380 (14)(3,127)(1,600)— 3,639 
Net income (loss) from continuing operations30,680 199 (11,499)(5,072)— 14,308 
Income from discontinued operations, before income taxes— — — 11,831 — 11,831 
Income taxes - discontinued operations— — — 3,049 — 3,049 
Net income from discontinued operations— — — 8,782 — 8,782 
Net income (loss)30,680 199 (11,499)3,710 — 23,090 
   Net loss attributable to noncontrolling interest— — — 231 — 231 
Net income (loss) available to common shareholders$30,680 $199 $(11,499)$3,941 $— $23,321 

14


Nine Months Ended September 30, 2022CoRe BankingMortgage BankingFinancial Holding CompanyOtherIntercompany EliminationsConsolidated
(Dollars in thousands)
Interest income$84,858 $309 $113 $— $(25)$85,255 
Interest expense4,617 — 2,284 25 (25)6,901 
   Net interest income (expense)80,241 309 (2,171)(25)— 78,354 
Provision for credit losses11,500 — — — — 11,500 
Net interest income (expense) after provision for credit losses68,741 309 (2,171)(25)— 66,854 
Noninterest income19,347 1,193 8,265 4,490 (9,165)24,130 
Noninterest Expenses:
Salaries and employee benefits28,810 12,769 6,630 — 48,217 
Other expenses33,484 119 6,262 4,489 (9,165)35,189 
   Total noninterest expenses62,294 127 19,031 11,119 (9,165)83,406 
Income (loss) before income taxes25,794 1,375 (12,937)(6,654)— 7,578 
Income taxes5,219 356 (2,524)(1,488)— 1,563 
Net income (loss) from continuing operations20,575 1,019 (10,413)(5,166)— 6,015 
Income from discontinued operations, before income taxes— — — 2,600 — 2,600 
Income tax expense - discontinued operations— — — 598 — 598 
Net income from discontinued operations— — — 2,002 — 2,002 
Net income (loss)20,575 1,019 (10,413)(3,164)— 8,017 
   Net loss attributable to noncontrolling interest— — — 521 — 521 
Net income (loss) available to common shareholders$20,575 $1,019 $(10,413)$(2,643)$— $8,538 






15


Average Balances and Interest Rates
(Unaudited) (Dollars in thousands)
Three Months EndedThree Months EndedThree Months Ended
September 30, 2023June 30, 2023September 30, 2022
Average
Balance
Interest
Income/
Expense
Yield/
Cost
Average
Balance
Interest
Income/
Expense
Yield/
Cost
Average
Balance
Interest
Income/
Expense
Yield/
Cost
Assets
Interest-bearing balances with banks$483,158 $6,404 5.26 %$444,600 $5,542 5.00 %$32,552 $111 1.35 %
CDs with banks— — — — — — 232 3.42 
Investment securities:
     Taxable206,340 1,056 2.03 220,687 1,229 2.23 231,953 897 1.53 
     Tax-exempt 1
107,490 1,016 3.75 123,497 1,147 3.73 144,719 1,346 3.69 
Loans and loans held-for-sale: 2
     Commercial 3
1,593,875 31,348 7.80 1,635,438 30,534 7.49 1,687,383 22,898 5.38 
     Tax-exempt 1
3,678 40 4.31 3,822 42 4.41 4,498 51 4.50 
     Real estate573,579 6,351 4.39 593,767 5,691 3.84 579,685 4,707 3.22 
     Consumer95,032 2,331 9.73 128,113 3,096 9.69 129,464 4,183 12.82 
Total loans2,266,164 40,070 7.02 2,361,140 39,363 6.69 2,401,030 31,839 5.26 
Total earning assets3,063,152 48,546 6.29 3,149,924 47,281 6.02 2,810,486 34,195 4.83 
Less: Allowance for credit losses(29,693)(35,143)(23,083)
Cash and due from banks6,686 5,756 5,399 
Other assets281,504 289,161 227,337 
     Total assets$3,321,649 $3,409,698 $3,020,139 
Liabilities
Deposits:
     NOW$674,745 $4,970 2.92 %$682,277 $4,816 2.83 %$734,271 $1,394 0.75 %
     Money market checking537,592 3,294 2.43 615,962 2,439 1.59 258,527 422 0.65 
     Savings72,206 438 2.41 72,289 351 1.95 71,370 153 0.85 
     IRAs6,788 56 3.27 6,401 45 2.82 6,132 17 1.10 
     CDs664,281 8,702 5.20 662,753 8,799 5.33 202,299 988 1.94 
Repurchase agreements and federal funds sold4,911 — — 5,428 — — 10,627 0.04 
FHLB and other borrowings278 — — 158 — — 48,058 311 2.57 
Senior term loan8,751 191 8.66 9,351 198 8.49 — — — 
Subordinated debt73,446 809 4.37 73,382 801 4.38 73,190 771 4.18 
     Total interest-bearing liabilities2,042,998 18,460 3.58 2,128,001 17,449 3.29 1,404,474 4,057 1.15 
Noninterest-bearing demand deposits975,164 971,436 1,321,982 
Other liabilities38,021 38,842 37,019 
     Total liabilities3,056,183 3,138,279 2,763,475 
Stockholders’ equity
Common stock13,570 13,533 13,086 
Paid-in capital159,050 158,601 145,877 
Treasury stock(16,741)(16,741)(16,741)
Retained earnings146,504 148,600 144,816 
Accumulated other comprehensive loss(36,865)(32,714)(30,915)
     Total stockholders’ equity attributable to parent265,518 271,279 256,123 
Noncontrolling interest(52)140 541 
     Total stockholders’ equity265,466 271,419 256,664 
     Total liabilities and stockholders’ equity$3,321,649 $3,409,698 $3,020,139 
Net interest spread (tax-equivalent)2.71 %2.73 %3.68 %
Net interest income and margin (tax-equivalent)1
$30,086 3.90 %$29,832 3.80 %$30,138 4.25 %
Less: Tax-equivalent adjustments$(221)$(250)$(292)
Net interest spread2.68 %2.70 %3.64 %
Net interest income and margin$29,865 3.87 %$29,582 3.77 %$29,846 4.21 %
1 In order to make pre-tax income and resultant yields on tax-exempt loans and investment securities comparable to those on taxable loans and investment securities, a tax-equivalent adjustment has been computed using a Federal tax rate of 21% for the periods presented, which is a non-GAAP financial measure. See the reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure included in the tables on page 19.
2 Non-accrual loans are included in total loan balances, lowering the effective yield for the portfolio in the aggregate.
3 MVB Bank’s PPP loans totaling $3.0 million, $4.5 million and $20.1 million are included in this amount as of September 30, 2023, June 30, 2023 and September 30, 2022, respectively.

16


Nine Months EndedNine Months Ended
September 30, 2023September 30, 2022
Average
Balance
Interest
Income/
Expense
Yield/
Cost
Average
Balance
Interest
Income/
Expense
Yield/
Cost
Assets
Interest-bearing balances with banks$405,012 $15,099 4.98 %$273,184 $630 0.31 %
CDs with banks— — — 1,381 24 2.32 
Investment securities:
     Taxable221,089 4,133 2.50 237,188 2,383 1.34 
     Tax-exempt 1
122,818 3,471 3.78 140,377 3,824 3.64 
Loans and loans held-for-sale: 2
     Commercial 3
1,616,510 90,413 7.48 1,569,161 59,899 5.10 
     Tax-exempt 1
3,813 125 4.38 4,829 156 4.32 
     Real estate596,070 18,343 4.11 438,380 9,722 2.97 
     Consumer120,075 9,290 10.34 91,092 9,454 13.88 
Total loans2,336,468 118,171 6.76 2,103,462 79,231 5.04 
Total earning assets3,085,387 140,874 6.10 2,755,592 86,092 4.18 
Less: Allowance for credit losses(31,656)(20,468)
Cash and due from banks4,252 5,680 
Other assets303,233 237,637 
     Total assets$3,361,216 $2,978,441 
Liabilities
Deposits:
     NOW$717,527 $14,448 2.69 %$678,991 $1,844 0.36 %
     Money market checking455,463 6,661 1.96 367,608 807 0.29 
     Savings79,187 1,430 2.41 49,714 155 0.42 
     IRAs6,448 128 2.65 6,271 52 1.11 
     CDs572,078 21,396 5.00 122,095 1,433 1.57 
Repurchase agreements and federal funds sold5,974 — — 11,334 0.05 
FHLB and other borrowings23,449 888 5.06 16,966 322 2.54 
Senior term loan9,285 583 8.39 — — — 
Subordinated debt73,383 2,409 4.39 73,126 2,284 4.18 
     Total interest-bearing liabilities1,942,794 47,943 3.30 1,326,105 6,901 0.70 
Noninterest-bearing demand deposits1,107,712 1,350,533 
Other liabilities37,987 41,379 
     Total liabilities3,088,493 2,718,017 
Stockholders’ equity
Common stock13,525 13,276 
Paid-in capital157,034 144,903 
Treasury stock(16,741)(16,741)
Retained earnings153,769 140,174 
Accumulated other comprehensive income loss(34,980)(21,905)
     Total stockholders’ equity attributable to parent272,607 259,707 
Noncontrolling interest116 717 
     Total stockholders’ equity272,723 260,424 
     Total liabilities and stockholders’ equity$3,361,216 $2,978,441 
Net interest spread (tax-equivalent)2.80 %3.48 %
Net interest income and margin (tax-equivalent)1
$92,931 4.03 %$79,191 3.84 %
Less: Tax-equivalent adjustments$(755)$(837)
Net interest spread2.77 %3.44 %
Net interest income and margin$92,176 3.99 %$78,354 3.80 %
1 In order to make pre-tax income and resultant yields on tax-exempt loans and investment securities comparable to those on taxable loans and investment securities, a tax-equivalent adjustment has been computed using a Federal tax rate of 21% for the periods presented, which is a non-GAAP financial measure. See the reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure included in the tables on page 19.
2 Non-accrual loans are included in total loan balances, lowering the effective yield for the portfolio in the aggregate.
3 MVB Bank’s PPP loans totaling $3.0 million and $20.1 million are included in this amount as of September 30, 2023 and September 30, 2022, respectively.

17


Selected Financial Data
(Unaudited) (Dollars in thousands, except per share data)
QuarterlyYear-to-Date
20232023202220232022
Third QuarterSecond QuarterThird Quarter
Earnings and Per Share Data:
Net income$3,867 $8,112 $2,718 $23,321 $8,538 
Earnings per share from continuing operations - basic$0.30 $0.64 $0.16 $1.15 $0.54 
Earnings per share from discontinued operations - basic$— $— $0.06 $0.69 $0.16 
Earnings per share - basic$0.30 $0.64 $0.22 $1.84 $0.70 
Earnings per share from continuing operations - diluted$0.29 $0.63 $0.16 $1.12 $0.51 
Earnings per share from discontinued operations - diluted$— $— $0.05 $0.67 $0.15 
Earnings per share - diluted$0.29 $0.63 $0.21 $1.79 $0.66 
Cash dividends paid per common share$0.17 $0.17 $0.17 $0.51 $0.51 
Book value per common share$21.33 $21.57 $19.85 $21.33 $19.85 
Tangible book value per common share 1
$21.08 $21.31 $19.38 $21.08 $19.38 
Weighted-average shares outstanding - basic12,722,010 12,689,669 12,238,505 12,678,708 12,170,028 
Weighted-average shares outstanding - diluted13,116,629 12,915,294 12,854,951 13,012,834 12,852,574 
Performance Ratios:
Return on average assets 2
0.5 %1.0 %0.4 %0.9 %0.4 %
Return on average equity 2
5.8 %12.0 %4.2 %11.4 %4.4 %
Net interest margin 3 4
3.90 %3.80 %4.25 %4.03 %3.84 %
Efficiency ratio 5 10
86.2 %84.1 %78.8 %75.4 %80.4 %
Overhead ratio 2 6
3.7 %3.6 %4.0 %3.5 %4.0 %
Equity to assets7.9 %8.2 %7.8 %7.9 %7.8 %
Asset Quality Data and Ratios:
Charge-offs$8,064 $3,700 $3,653 $16,611 $7,305 
Recoveries$2,205 $2,468 $2,313 $7,842 $4,054 
Net loan charge-offs to total loans 2 7
1.0 %0.2 %0.2 %0.5 %0.2 %
Allowance for credit losses$24,276 $30,294 $26,515 $24,276 $26,515 
Allowance for credit losses to total loans 8
1.07 %1.31 %1.07 %1.07 %1.07 %1.07 %
Nonperforming loans$10,593 $13,646 $22,350 $10,593 $22,350 
Nonperforming loans to total loans0.5 %0.6 %0.9 %0.5 %0.9 %
Mortgage Company Equity Method Investees Production Data9:
Mortgage pipeline$643,578 $748,756 $792,388 $643,578 $792,388 
Loans originated$1,131,963 $1,167,596 $606,805 $3,299,253 $2,713,508 
Loans closed$786,885 $820,665 $615,585 $2,282,768 $2,239,732 
Loans sold$605,296 $786,469 $619,059 $1,827,019 $1,999,706 
1 Common equity less total goodwill and intangibles per common share, a non-U.S. GAAP measure. See the reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure included in the tables on page 19.
2 Annualized for the quarterly periods presented.
3 Net interest income as a percentage of average interest-earning assets.
4 Presented on a fully tax-equivalent basis, a non-GAAP financial measure.
5 Noninterest expense as a percentage of net interest income and noninterest income, a non-U.S. GAAP measure.
6 Noninterest expense as a percentage of average assets, a non-U.S. GAAP measure.
7 Charge-offs, less recoveries.
8 Excludes loans held-for-sale.

18


9 Information is related to Intercoastal Mortgage Company, LLC and Warp Speed Holdings LLC, entities in which MVB has an ownership interest that are accounted for as equity method investments.
10 Includes net income from discontinued operations.


Non-GAAP Reconciliation: Net Interest Margin on a Full Tax-Equivalent Basis
The following table reconciles, for the periods shown below, net interest margin on a fully tax-equivalent basis:
Three Months EndedNine Months Ended
(Dollars in thousands)September 30, 2023June 30, 2023September 30, 2022September 30, 2023September 30, 2022
Net interest margin - U.S. GAAP basis
Net interest income$29,865 $29,582 $29,846 $92,176 $78,354 
Average interest-earning assets$3,063,152 $3,149,924 $2,810,486 3,085,387 2,755,592 
Net interest margin3.87 %3.77 %4.21 %3.99 %3.80 %
Net interest margin - non-U.S. GAAP basis
Net interest income$29,865 $29,582 $29,846 $92,176 $78,354 
Impact of fully tax-equivalent adjustment221 250 292 755 837 
Net interest income on a fully tax-equivalent basis$30,086 $29,832 $30,138 92,931 79,191 
Average interest-earning assets$3,063,152 $3,149,924 $2,810,486 $3,085,387 $2,755,592 
Net interest margin on a fully tax-equivalent basis3.90 %3.80 %4.25 %4.03 %3.84 %


Non-U.S. GAAP Reconciliation: Tangible Book Value per Common Share and Tangible Common Equity Ratio
(Unaudited) (Dollars in thousands, except per share data)
September 30, 2023June 30, 2023September 30, 2022
Tangible Book Value per Common Share
Goodwill$2,838 $2,838 $3,988 
Intangibles375 397 1,806 
Total intangibles$3,213 3,235 5,794 
Total equity attributable to parent$271,416 274,349 243,913 
Less: Total intangibles(3,213)(3,235)(5,794)
Tangible common equity$268,203 $271,114 $238,119 
Tangible common equity$268,203 $271,114 $238,119 
Common shares outstanding (000s)12,726 12,720 12,287 
Tangible book value per common share$21.08 $21.31 $19.38 
Tangible Common Equity Ratio
Total assets$3,437,583 $3,351,847 $3,139,922 
Less: Total intangibles(3,213)(3,235)(5,794)
Tangible assets$3,434,370 $3,348,612 $3,134,128 
Tangible assets$3,434,370 $3,348,612 $3,134,128 
Tangible common equity$268,203 $271,114 $238,119 
Tangible common equity ratio7.8 %8.1 %7.6 %

###

19
v3.23.3
Cover
Oct. 26, 2023
Cover [Abstract]  
Pre-commencement Issuer Tender Offer false
Entity Address, Address Line One 301 Virginia Avenue
Entity Emerging Growth Company false
Entity Central Index Key 0001277902
Amendment Flag false
Written Communications false
Document Type 8-K
Pre-commencement Tender Offer false
Soliciting Material false
Local Phone Number 363-4800
City Area Code 304
Entity Address, Postal Zip Code 26554-2777
Entity Address, State or Province WV
Entity Address, City or Town Fairmont
Entity Tax Identification Number 20-0034461
Entity File Number 001-38314
Entity Incorporation, State or Country Code WV
Entity Registrant Name MVB Financial Corp
Document Period End Date Oct. 26, 2023
v3.23.3
Details
Oct. 26, 2023
Cover [Abstract]  
Title of 12(b) Security Common stock, $1.00 par value
Trading Symbol MVBF
Security Exchange Name NASDAQ
Document Period End Date Oct. 26, 2023

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