FALSE000127790200012779022024-10-302024-10-30

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 30, 2024
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 30, 2024, MVB Financial Corp. issued a press release announcing its financial results for the quarter ended September 30, 2024. 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 30, 2024

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 30, 2024

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


MVB Financial Corp. Announces Third Quarter 2024 Results

(FAIRMONT, WV) October 30, 2024 – 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 2024, with reported net income of $2.1 million, or $0.16 basic and diluted earnings per share.

Third Quarter 2024 Highlights
Previously disclosed digital asset program exit reduced EPS by $0.29 in third quarter and $0.37 year-to-date.
Noninterest bearing deposits represent 33.0% of total deposits.
On balance sheet payments-related deposits increased by 60.8% due to growth in existing relationships.
Tangible book value per share of $23.20, up 2.2% from the prior quarter.
Capital strength further enhanced.

From Larry F. Mazza, Chief Executive Officer, MVB Financial:
“MVB continues to be proactive, and we have adapted our growth strategy related to changing market conditions. To this end, we have simplified our number of strategic initiatives to five as we move into fourth quarter. This laser focus by Team MVB will enhance our ability to effectively execute on our revised strategy.

“One example of this laser focus is our payments strategy. Growth in existing account relationships, along with new leadership and initiatives, drove a 60.8% quarter over quarter increase in payments-related deposit balances. Excluding the impact of the digital asset program wind-down and termination costs related to the decision to call two brokered certificates of deposit, net interest income and net interest margin are approaching a positive inflection point. Finally, while loan balances declined partly due to elevated payoff activity, our loan pipeline has improved from earlier this year.

“As previously disclosed, we began winding down MVB’s digital asset program account relationships during the second quarter due to changing market conditions and profitability challenges. While this process is now mostly

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complete, our third-quarter results reflected both the full quarter impact of this decision and lingering costs associated with the wind-down, without any associated revenue benefit. Alongside a higher cost base, these factors negatively affected earnings in the third quarter, overshadowing some of the positive trends we’ve seen.

“Through it all, MVB’s foundational strength remains intact, evidenced by stable asset quality, an enhanced capital base and growth in tangible book value per share. While our strategic shift has weighed on earnings in the short-term, we are increasingly well-positioned for future growth and improved profitability.”

THIRD QUARTER 2024 HIGHLIGHTS
Growth in payments and gaming deposits drive increased total deposits.
Total deposits increased 4.1%, or $118.8 million, to $3.00 billion compared to the prior quarter-end. Deposit growth was led by payments-related deposits, which increased by 60.8%, primarily due to the expansion of existing relationships. Deposit growth also reflected increased gaming deposits, partially offset by the movement of $70.2 million of banking-as-a-service deposits off balance sheet.
Noninterest bearing (“NIB”) deposits increased 0.5%, or $5.3 million, to $989.1 million. NIB deposits represent 33.0% of total deposits as of September 30, 2024.
The loan-to-deposit ratio was 72.3% as of September 30, 2024, compared to 76.5% as of June 30, 2024, and 74.7% as of September 30, 2023.
Net interest income and net interest margin lower on digital asset program wind-down and certificate of deposit termination costs.
Net interest income on a fully tax-equivalent basis, a non-U.S. GAAP financial measure, declined 3.4%, or $0.9 million, to $26.8 million relative to the prior quarter, reflecting net interest margin contraction and lower earning assets balances.
Net interest margin on a fully tax-equivalent basis, a non-U.S. GAAP financial measure, was 3.61%, down 14 basis points from the prior quarter. Approximately 11 basis points of the decline in net interest margin is attributable to the wind down of the digital asset program. Also, approximately five basis points of net interest margin compression reflected termination costs of $0.3 million related to the Company’s decision to call two brokered certificates of deposit (“CDs”) with a value of $49.5 million during the third quarter. Total cost of funds was 2.77%, up 23 basis points compared to the prior quarter, primarily reflecting the full quarter impact of the shift in deposit mix from the wind-down of the digital asset program and the brokered CD termination costs.

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Average earning assets balance declined 0.9%, or $26.1 million, from the prior quarter to $2.95 billion, reflecting lower average loan balances, partially offset by higher interest-bearing balances with banks. Average total loan balances declined 2.4%, or $53.3 million, from the prior quarter to $2.18 billion, reflecting elevated loan payoff activity and muted market demand.
Noninterest income lower on digital asset program exit, masking progress on Fintech fee income and continued mortgage rebound.
Total noninterest income declined 6.8%, or $0.5 million, relative to the prior quarter, to $6.7 million. The decline is attributable to lower other operating income, primarily a $0.8 million decrease in wire transfer fees reflecting the full quarter impact of the digital asset program wind-down. Excluding other operating income, noninterest income increased 12.8%, reflecting a continued rebound in equity method investment income from our mortgage segment, as well as higher payment card and service charge income, consulting and compliance income and holding gains on equity securities.
Relative to the prior year period, total noninterest income increased by 15.0%, or $0.9 million, inclusive of the impact of the digital asset program wind-down, to $6.7 million, primarily reflecting higher payment card and service income, which increased by 35.1% year-over-year.
Foundational strength intact, led by enhanced capital position, growth in tangible book value per share and stable asset quality.
The Community Bank Leverage Ratio, Tier 1 Risk-Based Capital Ratio and MVB Bank’s Total Risk-Based Capital Ratio were 10.9%, 14.9% and 15.7%, respectively, compared to 10.7%, 14.6% and 15.4%, respectively, at the prior quarter end.
The tangible common equity ratio, a non-U.S. GAAP financial measure, was 8.8% as of September 30, 2024, down from 8.9% as of June 30, 2024 and up from 7.8% as of September 30, 2023. As of September 30, 2024, accumulated other comprehensive loss declined $5.9 million, or 20.9%, and $17.8 million, or 44.2%, to $22.5 million as compared to $28.4 million at June 30, 2024 and $40.3 million at September 30, 2023, respectively. Adjusted for accumulated other comprehensive loss, the tangible common equity ratio was 9.4% as of September 30, 2024.
Book value per share and tangible book value per share, a non-U.S. GAAP measure, were $23.44 and $23.20, respectively, which represent increases of 2.2% and 2.2% relative to the prior quarter-end and 9.9% and 10.1% from the year-ago period.
Nonperforming loans increased $5.5 million, or 23.6%, to $28.6 million, or 1.3% of total loans, from $23.1 million, or 1.0% of total loans, at the prior quarter end. Approximately 47.2% of the balance of nonperforming loans is a single commercial multifamily loan, which had a balance of $13.5 million as of September 30, 2024, down $1.1 million from the prior quarter. The loan is

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current as of September 30, 2024 and the Company believes the loan is properly collateralized with a loan to value of less than 70%. Criticized loans as a percentage of total loans were 5.7%, consistent with the prior quarter end.
Net charge-offs were $0.7 million, or 0.1% of loans, for the third quarter of 2024, compared to $0.9 million, or 0.2% of loans, for the prior quarter.
Provision for credit losses totaled $1.0 million, compared to $0.3 million for the prior quarter and included a credit impairment of an available-for-sale debt security of $0.5 million during the third quarter.
Allowance for credit losses was 0.99% of total loans, as compared to 1.00% at the prior quarter end.

INCOME STATEMENT
Net interest income on a tax-equivalent basis totaled $26.8 million for the third quarter of 2024, a decline of $0.9 million, or 3.4%, from the second quarter of 2024 and $3.3 million, or 11.0%, from the third quarter of 2023. The decline from both prior periods reflects net interest margin contraction and lower average earning asset balances.

Interest income increased $0.5 million, or 1.1%, from the second quarter of 2024 and declined $1.7 million, or 3.5%, from the third quarter of 2023. The increase in interest income relative to the prior quarter reflects an increase in cash balances due to growth of payment deposits and seasonal considerations. The decline in interest income relative to the year-ago period reflects a decline in cash balances, driven by the exit of digital asset program accounts, and a decline in loan balances, partially offset by a higher tax-equivalent yield on loans and cash balances.

Interest expense increased $1.5 million, or 8.0%, from the second quarter of 2024 and $1.6 million, or 8.6%, from the third quarter of 2024. The cost of funds increased to 2.77% for the third quarter of 2024, as compared to 2.54% for the second quarter of 2024 and 2.43% for the third quarter of 2023. The higher cost of funds compared to the prior quarter was primarily attributable to the full quarter impact of the exit of the digital asset program account relationships and $0.3 million of termination costs related to the Company’s decision to call two brokered CDs during the third quarter. The process of winding down the digital asset program account relationships was initiated during the second quarter of 2024, and the deposits were replaced with higher cost funding throughout the third quarter of 2024. Relative to the year-ago period, the increase reflects the impact of higher interest rates on our deposits, a shift in the mix of average deposits, the exit of the digital asset

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program account relationships and the termination costs associated with the two brokered CDs that were called.

On a tax-equivalent basis, net interest margin for the third quarter of 2024 was 3.61%, a decline of 14 basis points versus the second quarter of 2024 and 29 basis points versus the third quarter of 2023. See the table below for a reconciliation between net interest margin and net interest margin on a fully tax-equivalent basis, a non-U.S. GAAP measure.
Noninterest income totaled $6.7 million for the third quarter of 2024, a decline of $0.5 million from the second quarter of 2024 and an increase of $0.9 million from the third quarter of 2023. The decline compared to the prior quarter is primarily driven by a decline of $1.2 million in other operating income, partially offset by increases of $0.5 million in holding gains on equity securities and $0.3 million in equity method investments income from our mortgage segment. The $0.9 million increase in noninterest income from the third quarter of 2023 was primarily driven by increases of $1.5 million in equity method investments income from our mortgage segment and $1.0 million in payment card and service charge income, partially offset by a decline of $1.6 million in other operating income.

Noninterest expense totaled $29.5 million for the third quarter of 2024, an increase of $0.6 million from the second quarter of 2024 and a decline of $1.2 million from the third quarter of 2023. The increase from the second quarter of 2024 primarily reflects increases of $0.8 million in salaries and employee benefits and $0.3 million in travel, entertainment, dues and subscriptions, partially offset by a $0.5 million decline in professional fees. The decline from the third quarter of 2023 primarily reflects declines of $1.0 million in professional fees and $0.9 million in other operating expense, partially offset by an increase of $0.7 million in salaries and employee benefit expense.

BALANCE SHEET
Loans totaled $2.17 billion as of September 30, 2024, a decline of $35.5 million, or 1.6%, from June 30, 2024, and $99.2 million, or 4.4%, from September 30, 2023. The decline in loan balances relative to the prior quarters primarily reflects slower loan growth based on overall market conditions and the impact of loan amortization and payoffs.

Deposits totaled $3.00 billion as of September 30, 2024, an increase of $118.8 million, or 4.1%, from June 30, 2024, and a decline of $37.2 million, or 1.2%, from September 30, 2023. The increase in deposits relative to the prior quarter reflects an increase in payment deposits of $190.9 million and higher CD balances. The increase in

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CD balances of $77.0 million, or 10.0%, to $846.8 million was primarily driven by a $25.1 million, or 5.0%, increase in brokered CDs and a $52.2 million, or 19.9%, increase in core CDs. Relative to the year-ago period, the decline in total deposits reflects a decline in NIB deposits and increased utilization of off-balance sheet deposit networks to generate fee income, enhance capital efficiency and manage liquidity and concentration risk.

NIB deposits totaled $989.1 million as of September 30, 2024, an increase of $5.3 million, or 0.5%, from June 30, 2024 and a decline of $104.8 million, or 9.6%, from September 30, 2023. Relative to the prior year period, the decline in NIB deposits reflected the exit of digital asset program accounts. Digital asset program account balances declined $6.7 million and $180.1 million to $21.4 million as compared to June 30, 2024 and September 30, 2023, respectively. NIB deposits represented 33.0% of total deposits as of September 30, 2024, compared to 34.1% of total deposits at the prior quarter-end and 36.0% for the year-ago period.

Off-balance sheet deposits totaled $1.44 billion as of September 30, 2024, an increase of $85.2 million, or 6.3%, compared to $1.36 billion at June 30, 2024, and $329.0 million, or 30%, from $1.11 billion at September 30, 2023. Management proactively moved $70.2 million of banking-as-a-service deposits off balance sheet due to uncertainty of the existing regulatory framework for brokered deposits and potential reclassification of certain banking-as-a-service deposits as brokered deposits. Off-balance sheet deposit networks are utilized to generate fee income, enhance capital efficiency and manage liquidity and concentration risk.

CAPITAL
The Community Bank Leverage Ratio was 10.9% as of September 30, 2024, compared to 10.7% as of June 30, 2024, and 10.4% as of September 30, 2023. MVB’s Tier 1 Risk-Based Capital Ratio was 14.9% as of September 30, 2024, compared to 14.6% as of June 30, 2024 and 14.0% as of September 30, 2023. The Bank’s Total Risk-Based Capital Ratio was 15.7% as of September 30, 2024, compared to 15.4% as of June 30, 2024 and 14.8% as of September 30, 2023.

The tangible common equity ratio, a non-U.S. GAAP financial measure, was 8.8% as of September 30, 2024, consistent with June 30, 2024, and up from 7.8% as of September 30, 2023. 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 2024, consistent with the second quarter of 2024 and the third quarter of 2023.


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ASSET QUALITY
Nonperforming loans totaled $28.6 million, or 1.3% of total loans, as of September 30, 2024, as compared to $23.1 million, or 1.0% of total loans, as of June 30, 2024, and $10.6 million, or 0.5% of total loans, as of September 30, 2023. Criticized loans as a percentage of total loans were 5.7% as of September 30, 2024 and June 30, 2024, compared to 6.1% as of September 30, 2023.

Net charge-offs were $0.7 million, or 0.1% of average total loans, for the third quarter of 2024, compared to $0.9 million, or 0.2% of average total loans, for the second quarter of 2024 and $5.9 million, or 1.0% of average total loans, for the third quarter of 2023.

The provision for credit losses totaled $1.0 million, compared to $0.3 million for the prior quarter ended June 30, 2024, and a release of allowance of $0.2 million for the quarter ended September 30, 2023. The allowance for credit losses for loans was 0.99% of total loans at September 30, 2024, compared to 1.00% at June 30, 2024, and 1.1% at September 30, 2023.



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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 Financial 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 Financial, 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 successfully execute business plans, including strategies related to investments in Fintech companies; risks, uncertainties and losses involved with the developing digital assets industry, including the evolving regulatory framework; 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; changes in deposit classifications; 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

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Company’s Annual Report on Form 10-K for the year ended December 31, 2023, 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
20242024202320242023
Third QuarterSecond
Quarter
Third Quarter
Interest income$46,627 $46,127 $48,325 $142,784 $140,119 
Interest expense20,042 18,557 18,460 58,490 47,943 
Net interest income26,585 27,570 29,865 84,294 92,176 
Provision (release of allowance) for credit losses959 254 (159)3,210 182 
Net interest income after provision (release of allowance) for credit losses25,626 27,316 30,024 81,084 91,994 
Total noninterest income6,657 7,142 5,791 21,633 15,277 
Noninterest expense:
Salaries and employee benefits16,722 15,949 16,016 49,160 48,508 
Other expense12,763 12,981 14,709 39,446 40,816 
Total noninterest expenses29,485 28,930 30,725 88,606 89,324 
Income before income taxes2,798 5,528 5,090 14,111 17,947 
Income taxes642 1,379 1,218 3,304 3,639 
Net income from continuing operations, before noncontrolling interest2,156 4,149 3,872 10,807 14,308 
Income from discontinued operations, before income taxes— — — — 11,831 
Income taxes - discontinued operations— — — — 3,049 
Net income from discontinued operations— — — — 8,782 
Net Income, before noncontrolling interest2,156 4,149 3,872 10,807 23,090 
Net (income) loss attributable to noncontrolling interest(76)(60)(5)(156)231 
Net income available to common shareholders$2,080 $4,089 $3,867 $10,651 $23,321 
Earnings per share from continuing operations - basic$0.16 $0.32 $0.30 $0.83 $1.15 
Earnings per share from discontinued operations - basic$— $— $— $— $0.69 
Earnings per share - basic$0.16 $0.32 $0.30 $0.83 $1.84 
Earnings per share from continuing operations - diluted$0.16 $0.31 $0.29 $0.81 $1.12 
Earnings per share from discontinued operations - diluted$— $— $— $— $0.67 
Earnings per share - diluted$0.16 $0.31 $0.29 $0.81 $1.79 


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Noninterest Income
(Unaudited) (Dollars in thousands)
QuarterlyYear-to-Date
20242024202320242023
Third QuarterSecond
Quarter
Third Quarter
Card acquiring income$336 $337 $845 $924 $2,255 
Service charges on deposits1,088 1,103 490 3,714 2,676 
Interchange income2,428 2,377 1,517 7,844 5,034 
Total payment card and service charge income3,852 3,817 2,852 12,482 9,965 
Equity method investments gain (loss)746 484 (750)102 (70)
Compliance and consulting income1,291 1,274 1,314 3,565 3,326 
Gain (loss) on sale of loans26 — 330 26 (1,015)
Investment portfolio gains (losses)498 117 244 1,224 (1,734)
Loss on acquisition and divestiture activity— — — — (986)
Other noninterest income244 1,450 1,801 4,234 5,791 
Total noninterest income$6,657 $7,142 $5,791 $21,633 $15,277 


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Condensed Consolidated Balance Sheets
(Unaudited) (Dollars in thousands)
September 30, 2024June 30, 2024September 30, 2023
Cash and cash equivalents$610,911 $455,517 $587,100 
Investment securities available-for-sale374,828 361,254 311,537 
Equity securities41,760 41,261 40,835 
Loans held-for-sale— — 7,603 
Loans receivable2,171,272 2,206,793 2,270,433 
Less: Allowance for credit losses(21,499)(22,084)(24,276)
Loans receivable, net2,149,773 2,184,709 2,246,157 
Premises and equipment, net18,838 19,540 21,468 
Other assets222,646 225,723 — 222,883 
Total assets$3,418,756 $3,288,004 $3,437,583 
Noninterest-bearing deposits$989,144 $983,809 $1,093,903 
Interest-bearing deposits2,012,504 1,899,043 1,944,986 
Senior term loan— — 8,473 
Subordinated debt73,725 73,663 73,478 
Other liabilities40,183 34,826 — 45,374 
Stockholders’ equity303,200 296,663 271,369 
Total liabilities and stockholders’ equity$3,418,756 $3,288,004 $3,437,583 

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Reportable Segments
(Unaudited)

Three Months Ended September 30, 2024CoRe BankingMortgage BankingFinancial Holding CompanyOtherIntercompany EliminationsConsolidated
(Dollars in thousands)
Interest income$46,539 $103 $$— $(17)$46,627 
Interest expense19,234 — 808 17 (17)20,042 
   Net interest income (expense)27,305 103 (806)(17)— 26,585 
Provision for credit losses459 — 500 — — 959 
Net interest income (expense) after provision for credit losses26,846 103 (1,306)(17)— 25,626 
Noninterest income4,574 768 2,956 2,332 (3,973)6,657 
Noninterest Expenses:
Salaries and employee benefits10,075 — 4,528 2,119 — 16,722 
Other expenses13,164 2,240 1,328 (3,973)12,763 
   Total noninterest expenses23,239 6,768 3,447 (3,973)29,485 
Income (loss), before income taxes8,181 867 (5,118)(1,132)— 2,798 
Income taxes1,774 204 (1,063)(273)— 642 
Net income (loss), before noncontrolling interest6,407 663 (4,055)(859)— 2,156 
Net income attributable to noncontrolling interest— — — (76)— (76)
Net income (loss) available to common shareholders$6,407 $663 $(4,055)$(935)$— $2,080 

Three Months Ended June 30, 2024CoRe BankingMortgage BankingFinancial Holding CompanyOtherIntercompany EliminationsConsolidated
(Dollars in thousands)
Interest income$46,038 $103 $$— $(17)$46,127 
Interest expense17,635 — 922 17 (17)18,557 
Net interest income (expense)28,403 103 (919)(17)— 27,570 
Provision for credit losses254 — — — — 254 
Net interest income (expense) after provision for credit losses28,149 103 (919)(17)— 27,316 
Noninterest income4,898 485 2,769 3,128 (4,138)7,142 
Noninterest Expenses:
Salaries and employee benefits9,359 — 4,473 2,117 — 15,949 
Other expenses13,257 — 2,080 1,782 (4,138)12,981 
Total noninterest expenses22,616 — 6,553 3,899 (4,138)28,930 
Income (loss) before income taxes10,431 588 (4,703)(788)— 5,528 
Income taxes2,438 145 (1,016)(188)— 1,379 
Net income (loss), before noncontrolling interest7,993 443 (3,687)(600)— 4,149 
Net income attributable to noncontrolling interest— — — (60)— (60)
Net income (loss) available to common shareholders$7,993 $443 $(3,687)$(660)$— $4,089 


13


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), before noncontrolling interest8,837 (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 

Nine Months Ended September 30, 2024CoRe BankingMortgage BankingFinancial Holding CompanyOtherIntercompany EliminationsConsolidated
(Dollars in thousands)
Interest income$142,519 $309 $$— $(51)$142,784 
Interest expense55,796 — 2,689 56 (51)58,490 
   Net interest income (expense)86,723 309 (2,682)(56)— 84,294 
Provision for credit losses2,710 — 500 — — 3,210 
Net interest income (expense) after provision for credit losses84,013 309 (3,182)(56)— 81,084 
Noninterest income16,993 124 7,990 8,724 (12,198)21,633 
Noninterest Expenses:
Salaries and employee benefits29,257 — 13,679 6,224 — 49,160 
Other expenses40,242 6,161 5,237 (12,198)39,446 
   Total noninterest expenses69,499 19,840 11,461 (12,198)88,606 
Income (loss), before income taxes31,507 429 (15,032)(2,793)— 14,111 
Income taxes7,090 120 (3,236)(670)— 3,304 
Net income (loss), before noncontrolling interest24,417 309 (11,796)(2,123)— 10,807 
   Net income attributable to noncontrolling interest— — — (156)— (156)
Net income (loss) available to common shareholders$24,417 $309 $(11,796)$(2,279)$— $10,651 


14


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 tax expense - discontinued operations— — — 3,049 — 3,049 
Net income from discontinued operations— — — 8,782 — 8,782 
Net income (loss), before noncontrolling interest30,680 199 (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 




15


Average Balances and Interest Rates
(Unaudited) (Dollars in thousands)
Three Months EndedThree Months EndedThree Months Ended
September 30, 2024June 30, 2024September 30, 2023
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$400,330 $5,218 5.19 %$380,278 $5,065 5.36 %$483,158 $6,404 5.26 %
Investment securities:
     Taxable258,151 1,846 2.84 252,963 1,905 3.03 206,340 1,056 2.03 
     Tax-exempt 1
104,769 867 3.29 102,785 684 2.68 107,490 1,016 3.75 
Loans and loans held-for-sale: 2
     Commercial1,553,666 31,136 7.97 1,597,359 30,824 7.76 1,593,875 31,348 7.80 
     Tax-exempt 1
3,129 34 4.32 3,261 35 4.32 3,678 40 4.31 
     Real estate558,691 6,446 4.59 563,011 6,391 4.57 573,579 6,351 4.39 
     Consumer68,337 1,269 7.39 73,531 1,374 7.52 95,032 2,331 9.73 
Total loans2,183,823 38,885 7.08 2,237,162 38,624 6.94 2,266,164 40,070 7.02 
Total earning assets2,947,073 46,816 6.32 2,973,188 46,278 6.26 3,063,152 48,546 6.29 
Less: Allowance for credit losses(22,043)(22,596)(29,693)
Cash and due from banks4,638 4,528 6,686 
Other assets284,640 305,644 281,504 
     Total assets$3,214,308 $3,260,764 $3,321,649 
Liabilities
Deposits:
     NOW$534,494 $4,422 3.29 %$465,587 $4,139 3.58 %$674,745 $4,970 2.92 %
     Money market checking434,174 3,378 3.10 400,205 3,337 3.35 537,592 3,294 2.43 
     Savings116,861 883 3.01 112,225 944 3.38 72,206 438 2.41 
     IRAs8,164 91 4.43 7,948 81 4.10 6,788 56 3.27 
     CDs800,986 10,440 5.19 731,337 9,130 5.02 664,281 8,702 5.20 
Repurchase agreements and federal funds sold3,589 19 2.11 3,459 0.47 4,911 — — 
FHLB and other borrowings44 — — — — — 278 — — 
Senior term loan 3
— — — 2,736 114 16.76 8,751 191 8.66 
Subordinated debt73,702 809 4.37 73,629 808 4.41 73,446 809 4.37 
     Total interest-bearing liabilities1,972,014 20,042 4.04 1,797,126 18,557 4.15 2,042,998 18,460 3.58 
Noninterest-bearing demand deposits910,787 1,139,070 975,164 
Other liabilities37,591 36,101 38,021 
     Total liabilities2,920,392 2,972,297 3,056,183 
Stockholders’ equity
Common stock13,776 13,731 13,570 
Paid-in capital163,189 162,518 159,050 
Treasury stock(16,741)(16,741)(16,741)
Retained earnings160,694 161,709 146,504 
Accumulated other comprehensive loss(27,069)(32,299)(36,865)
     Total stockholders’ equity attributable to parent293,849 288,918 265,518 
Noncontrolling interest67 (451)(52)
     Total stockholders’ equity293,916 288,467 265,466 
     Total liabilities and stockholders’ equity$3,214,308 $3,260,764 $3,321,649 
Net interest spread (tax-equivalent)2.28 %2.11 %2.71 %
Net interest income and margin (tax-equivalent)1
$26,774 3.61 %$27,721 3.75 %$30,086 3.90 %
Less: Tax-equivalent adjustments$(189)$(151)$(221)
Net interest spread2.25 %2.09 %2.68 %
Net interest income and margin$26,585 3.59 %$27,570 3.73 %$29,865 3.87 %
1In 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-U.S. GAAP financial measure. See the reconciliation of this non-U.S. 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 The senior term loan was paid off in May 2024, and the unamortized debt issuance costs were recorded as interest expense upon the repayment.



16



Nine Months EndedNine Months Ended
September 30, 2024September 30, 2023
Average
Balance
Interest
Income/
Expense
Yield/
Cost
Average
Balance
Interest
Income/
Expense
Yield/
Cost
Assets
Interest-bearing balances with banks$443,475 $17,624 5.31 %$405,012 $15,099 4.98 %
Investment securities:
     Taxable252,423 5,494 2.91 221,089 4,133 2.50 
     Tax-exempt 1
104,622 2,436 3.11 122,818 3,471 3.78 
Loans and loans held-for-sale: 2
     Commercial1,592,295 94,112 7.89 1,616,510 90,413 7.48 
     Tax-exempt 1
3,254 106 4.35 3,813 125 4.38 
     Real estate565,923 19,450 4.59 596,070 18,343 4.11 
     Consumer73,039 4,095 7.49 120,075 9,290 10.34 
Total loans2,234,511 117,763 7.04 2,336,468 118,171 6.76 
Total earning assets3,035,031 143,317 6.31 3,085,387 140,874 6.10 
Less: Allowance for credit losses(22,298)(31,656)
Cash and due from banks4,856 4,252 
Other assets308,351 303,233 
     Total assets$3,325,940 $3,361,216 
Liabilities
Deposits:
     NOW$518,595 $13,490 3.47 %$717,527 $14,448 2.69 %
     Money market checking414,453 10,474 3.38 455,463 6,661 1.96 
     Savings130,848 3,468 3.54 79,187 1,430 2.41 
     IRAs7,958 246 4.13 6,448 128 2.65 
     CDs735,883 28,097 5.10 572,078 21,396 5.00 
Repurchase agreements and federal funds sold3,334 23 0.92 5,974 — — 
FHLB and other borrowings29 5.99 23,449 888 5.06 
Senior term loan 3
3,146 264 11.21 9,285 583 8.39 
Subordinated debt73,634 2,426 4.40 73,383 2,409 4.39 
     Total interest-bearing liabilities1,887,880 58,490 4.14 1,942,794 47,943 3.30 
Noninterest-bearing demand deposits1,109,089 1,107,712 
Other liabilities38,566 37,987 
     Total liabilities3,035,535 3,088,493 
Stockholders’ equity
Common stock13,722 13,525 
Paid-in capital162,416 157,034 
Treasury stock(16,741)(16,741)
Retained earnings161,113 153,769 
Accumulated other comprehensive income loss(29,965)(34,980)
     Total stockholders’ equity attributable to parent290,545 272,607 
Noncontrolling interest(140)116 
     Total stockholders’ equity290,405 272,723 
     Total liabilities and stockholders’ equity$3,325,940 $3,361,216 
Net interest spread (tax-equivalent)2.17 %2.80 %
Net interest income and margin (tax-equivalent)1
$84,827 3.73 %$92,931 4.03 %
Less: Tax-equivalent adjustments$(533)$(755)
Net interest spread2.14 %2.77 %
Net interest income and margin$84,294 3.71 %$92,176 3.99 %
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-U.S. GAAP financial measure. See the reconciliation of this non-U.S. 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 The senior term loan was paid off in May 2024, and the unamortized debt issuance costs were recorded as interest expense upon the repayment.




17


Selected Financial Data
(Unaudited) (Dollars in thousands, except per share data)
QuarterlyYear-to-Date
20242024202320242023
Third QuarterSecond QuarterThird Quarter
Earnings and Per Share Data:
Net income$2,080 $4,089 $3,867 $10,651 $23,321 
Earnings per share from continuing operations - basic$0.16 $0.32 $0.30 $0.83 $1.15 
Earnings per share from discontinued operations - basic$— $— $— $— $0.69 
Earnings per share - basic$0.16 $0.32 $0.30 $0.83 $1.84 
Earnings per share from continuing operations - diluted$0.16 $0.31 $0.29 $0.81 $1.12 
Earnings per share from discontinued operations - diluted$— $— $— $— $0.67 
Earnings per share - diluted$0.16 $0.31 $0.29 $0.81 $1.79 
Cash dividends paid per common share$0.17 $0.17 $0.17 $0.51 $0.51 
Book value per common share$23.44 $22.94 $21.33 $23.44 $21.33 
Tangible book value per common share 1
$23.20 $22.70 $21.08 $23.20 $21.08 
Weighted-average shares outstanding - basic12,927,962 12,883,426 12,722,010 12,874,311 12,678,708 
Weighted-average shares outstanding - diluted13,169,011 13,045,660 13,116,629 13,121,245 13,012,834 
Performance Ratios:
Return on average assets 2
0.3 %0.5 %0.5 %0.4 %0.9 %
Return on average equity 2
2.8 %5.7 %5.8 %4.9 %11.4 %
Net interest margin 3 4
3.61 %3.75 %3.90 %3.73 %4.03 %
Efficiency ratio 5
88.7 %83.3 %86.2 %83.6 %75.4 %
Overhead ratio 2 6
3.7 %3.5 %3.7 %3.6 %3.5 %
Equity to assets8.9 %9.0 %7.9 %8.9 %7.9 %
Asset Quality Data and Ratios:
Charge-offs$1,392 $1,538 $8,064 $5,080 $16,611 
Recoveries$681 $688 $2,205 $2,204 $7,842 
Net loan charge-offs to total loans 2 7
0.1 %0.2 %1.0 %0.2 %0.5 %
Allowance for credit losses$21,499 $22,084 $24,276 $21,499 $24,276 
Allowance for credit losses to total loans 8
0.99 %1.00 %1.07 %1.07 %0.99 %1.07 %
Nonperforming loans$28,556 $23,099 $10,593 $28,556 $10,593 
Nonperforming loans to total loans1.3 %1.0 %0.5 %1.3 %0.5 %
Mortgage Company Equity Method Investees Production Data9:
Mortgage pipeline$1,048,865 $927,875 $643,578 $1,048,865 $643,578 
Loans originated$1,469,223 $1,383,405 $1,131,963 $3,902,717 $3,299,253 
Loans closed$937,333 $828,849 $786,885 $2,419,488 $2,282,768 
Loans sold$655,668 $639,035 $605,296 $2,210,818 $1,827,019 
1 Common equity less total goodwill and intangibles per common share, a non-U.S. GAAP measure. See the reconciliation of this non-U.S. 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-U.S. 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.
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.

18





Non-U.S. GAAP Reconciliation: Net Interest Margin on a Fully 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, 2024June 30, 2024September 30, 2023September 30, 2024September 30, 2023
Net interest margin - U.S. GAAP basis
Net interest income$26,585 $27,570 $29,865 $84,294 $92,176 
Average interest-earning assets$2,947,073 $2,973,188 $3,063,152 3,035,031 3,085,387 
Net interest margin3.59 %3.73 %3.87 %3.71 %3.99 %
Net interest margin - non-U.S. GAAP basis
Net interest income$26,585 $27,570 $29,865 $84,294 $92,176 
Impact of fully tax-equivalent adjustment189 151 221 533 755 
Net interest income on a fully tax-equivalent basis$26,774 $27,721 $30,086 84,827 92,931 
Average interest-earning assets$2,947,073 $2,973,188 $3,063,152 $3,035,031 $3,085,387 
Net interest margin on a fully tax-equivalent basis3.61 %3.75 %3.90 %3.73 %4.03 %

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, 2024June 30, 2024September 30, 2023
Tangible Book Value per Common Share
Goodwill$2,838 $2,838 $2,838 
Intangibles285 307 375 
Total intangibles$3,123 3,145 3,213 
Total equity attributable to parent$303,086 296,625 271,416 
Less: Total intangibles(3,123)(3,145)(3,213)
Tangible common equity$299,963 $293,480 $268,203 
Tangible common equity$299,963 $293,480 $268,203 
Common shares outstanding (000s)12,928 12,928 12,726 
Tangible book value per common share$23.20 $22.70 $21.08 
Tangible Common Equity Ratio
Total assets$3,418,756 $3,288,004 $3,437,583 
Less: Total intangibles(3,123)(3,145)(3,213)
Tangible assets$3,415,633 $3,284,859 $3,434,370 
Tangible assets$3,415,633 $3,284,859 $3,434,370 
Tangible common equity$299,963 $293,480 $268,203 
Tangible common equity ratio8.8 %8.9 %7.8 %

###

19
v3.24.3
Cover
Oct. 30, 2024
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. 30, 2024
v3.24.3
Details
Oct. 30, 2024
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. 30, 2024

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