8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 20, 2022

UNITED BANCSHARES, INC/OH

(Exact name of Registrant as specified in its Charter)

Ohio	000-29283	34-1516518
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification Number)

105 Progressive Drive, Columbus Grove, Ohio	45830-1241
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (419) 659-2141

N/A

(Former name or former address, if changed since last report)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of Each Exchange
Common Stock, No Par Value	UBOH	NASDAQ Global Market

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 (see General Instruction A.2. below):

☐	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))

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

Emerging growth company ☐                     

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On January 20, 2022, United Bancshares, Inc. separately issued a quarterly report to shareholders, clients and team members and an earnings press release announcing its results of operations and financial condition for and as of, respectively, the quarter and year ended December 31, 2021, unaudited.  

A copy of the earnings release (Exhibit 99.1) and quarterly report (Exhibit 99.2) are furnished herewith.

The information furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as otherwise stated in such filing.

Item 7.01 Regulation FD Disclosure.

On January 20, 2022, United Bancshares, Inc. separately issued a quarterly report to shareholders, clients and team members and a press release announcing its results of operations and financial condition for and as of, respectively, the quarter and year ended December 31, 2021, unaudited. The quarterly report to shareholders, clients and team members also announces the approval by its Board of Directors of a cash dividend of $0.21 per common share payable March 15, 2022 to shareholders of record at the close of business on February 28, 2022. 

A copy of the release (Exhibit 99.1) and quarterly report (Exhibit 99.2) are furnished herewith.

The information furnished herewith, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act or the Exchange Act, except as otherwise stated in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release dated January20, 2022
99.2	Quarterly Report dated January20, 2022
104	104 Cover Page Interactive Data File

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

	United Bancshares, Inc.
Date:  January 20, 2022	By:	/s/ Brian D. Young
		Brian D. Young
		President and Chief Executive Officer

EX-99.1

Exhibit 99.1

On January 20, 2022, United Bancshares, Inc. issued the following release:

United Bancshares, Inc. (Nasdaq: UBOH – news), a financial holding company headquartered in Columbus Grove, Ohio with consolidated assets of $1.1 billion today announced operating results for the quarter and year ended December 31, 2021, unaudited.

For the quarter ended December 31, 2021, the Corporation reported net income of $2,717,000, or $0.83 basic earnings per share. This compares to the fourth quarter of 2020 net income of $1,749,000, or $0.53 basic earnings per share. The increase in operating results for the fourth quarter of 2021 as compared to the same period in 2020 was primarily attributable to a decrease in the provision for loan losses of $1,750,000 (100.0%), and a decrease in non-interest expenses of $1,218,000 (12.1%), offset by a decrease in non-interest income of $1,785,000 (36.4%), a decrease in net interest income of $191,000 (2.1%) and an increase in the provision for income taxes of $24,000 (8.9%).

Net income for the year ended December 31, 2021 totaled $13,581,000, or $4.14 basic earnings per share, compared to $13,755,000, or $4.21 basic earnings per share for the same period in 2020, a decrease of $174,000 (1.3%). The decrease in operating results for the year ended December 31, 2021 as compared to the year ended December 31, 2020 was primarily attributable to a decrease in non-interest income of $9,654,000, offset by an increase in net interest income of $2,693,000, a decrease in the provision for loan losses of $5,900,000, a decrease in non-interest expenses of $459,000, and a decrease in the provision for income taxes of $428,000.

For the quarter ended December 31, 2021, non-interest income was $3,117,000, compared to $4,902,000 for the fourth quarter of 2020, a $1,785,000 decrease. The decrease in non-interest income was primarily attributable to a decrease in gain on sales of loans of $4,896,000 (68.9%), offset by an increase in other non-interest income of $3,121,000. The significant decrease in gain on sale of loans was attributable to a decrease in loan activity by the residential mortgage operations, along with a decrease in the net gain on sale, expressed as a percentage of loan balances sold. During the quarter ended December 31, 2021, there were 276 loans sold totaling $72.5 million, compared to 532 loans sold totaling $141.8 million during the same period of 2020. The net gain on sale was 2.90% for the fourth quarter of 2021 compared to 4.92% for the same period of 2020. The increase in other non-interest income was primarily related to an increase in income from the Corporation’s loan hedging program of $3,179,000.

Non-interest income for the year ended December 31, 2021 totaled $17,346,000, compared to $27,000,000 for the same period in 2020, a decrease of $9,654,000 (35.8%). The decrease in non-interest income was primarily attributable to a decrease in gain on sales of loans of $10,670,000 (44.2%), and a decrease in gain on sales of securities of $305,000, offset by an increase in other non-interest income of $1,322,000 (51.4%). The decrease in gain on sale of loans was attributable to a decrease in loan activity, coupled with a decrease in the net gain on sale earned. The net gain on sale, expressed as a percentage of loan balances sold, was 3.58% for the year ended December 31, 2021 compared to 4.78% for the same period of 2020.

For the quarter ended December 31, 2021, non-interest expenses were $8,847,000, compared to $10,066,000 for the comparable quarter of 2020, a $1,218,000 (12.1%) decrease.  The significant quarter-over-quarter decreases include salaries and benefits of $960,000 (16.1%), loan fees of $308,000 (56.6%), and information technology expense of $143,000 (67.0%), offset by an increase in depreciation expense of $251,000 (88.5%).

Non-interest expenses for the year ended December 31, 2021 totaled $36,706,000, compared to $37,165,000 for the same period in 2020, a decrease of $459,000 (1.2%). The decrease in non-interest expenses was primarily attributable to decreases in salaries and benefits of $1,429,000 (6.5%) and loan fees of $444,000 (21.8%), offset by increases in data processing expense of $396,000 (22.0%), equipment service expense of $311,000 (38.6%), depreciation expense of $431,000 (41.9%), advertising and promotional expense of $157,000 (7.6%), and Ohio Financial Institutions Tax of $181,000 (28.5%).

Total assets amounted to $1.1 billion at December 31, 2021, compared to $978.5 million at December 31, 2020, an increase of $98.0 million (10.0%). The increase in total assets was primarily the result of increases of $18.2 million (31.9%) in cash and cash equivalents, and $113.1 million (58.1%) in securities available-for-sale, offset by a $24.9 million (4.0%) decrease in net loans. Deposits totaled $930.4 million at December 31, 2021, compared to $838.4 million at December 31, 2020, an increase of $92.0 million (11.0%).

Shareholders’ equity increased from $111.6 million at December 31, 2020 to $119.1 million at December 31, 2021. This increase was primarily the result of net income during the year ended December 31, 2021 of $13,581,000, offset by a decrease in unrealized securities gains, net of tax of $3,362,000, and dividends paid of $2,393,000. The decrease in unrealized securities gains during the year ended December 31, 2021 was attributable to increasing long term treasury yields.  Net unrealized gains and losses on securities are reported as accumulated other comprehensive income in the consolidated balance sheets.

United Bancshares, Inc. is the holding company of The Union Bank Company which serves Allen, Delaware, Franklin, Hancock, Marion, Paulding, Putnam, Sandusky, Van Wert and Wood Counties in Ohio, with office locations in Bowling Green, Columbus Grove, Delaware, Delphos, Findlay, Gahanna, Gibsonburg, Kalida, Leipsic, Lima, Marion, Ottawa, Paulding, Pemberville, Plymouth and Westerville Ohio.

This release may contain certain forward-looking statements that are provided to assist in the understanding of anticipated future financial performance.  However, such performance involves risk and uncertainties that may cause actual results to differ materially.  Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to, the strength of the local economies in which operations are conducted, the effects of and changes in policies and laws of regulatory agencies, inflation, and interest rates.  For further discussion of certain factors that may cause such forward-looking statements to differ materially from actual results, refer to the 2020 Form 10-K.

EX-99.2

Exhibit 99.2

United Bancshares, Inc.

Quarterly Report

December 31, 2021

Shareholders, Clients and Team Members:

I am pleased to report that, once again, your Company had a successful year. In addition to reporting income before taxes of approximately $16.1 million, return on average tangible equity of 15.83% and return on average assets of 1.29%, the Board of Directors declared a $0.21 per share dividend, which is the 12th increase in quarterly dividends since 2012.

While over the past two years we originated more than 3,100 Paycheck Protection Program loans totaling $183.4 million to assist our clients and communities during the pandemic, we were able to turn our focus toward loan growth in the second quarter of 2021. Those efforts resulted in $53.5 million (9.7%) in traditional loan growth during the second half of 2021 and a robust loan pipeline to start 2022, which is necessary to resume growth of sustainable earnings. We continue to believe that development of full relationships with our clients is key to the continued increase in long-term income generation for our shareholders. As such, we will continue to focus our activities around driving those relationships across services and product lines in an increasing number of markets.

Margin income may always be our largest source of income, but industry-wide margin compression has made activities related to the generation of non-interest income increasingly more important, and at the same time is providing opportunities for our Residential Mortgage and Governmental Lending Units to capture relationships during those transactions. Relationship banking is, has been, and will continue to be the fundamental driver of our long-term profitability and success.

The continued accomplishments of your Company is the undeniable result of the ongoing efforts of the Company’s dedicated team members and Board of Directors in implementing our Strategic Plan. Their efforts and our strong corporate values of respect for and accountability to our shareholders, clients, colleagues, and communities are the foundation for the continued success of your Company. Thank you for your ongoing support and the trust you have placed in us.

Respectfully,

Brian D. Young

President and CEO

United Bancshares, Inc.

and Subsidiaries

Financial Information (unaudited)	Year ended December 31, 2021			Year ended December 31, 2020
	(dollars in thousands, except per share data)
CONDENSED STATEMENTS OF INCOME
Interest income	$	38,804		$	40,030
Interest expense		3,069			6,988
Net interest income		35,735			33,042
Provision for loan losses		300			6,200
Net interest income after provision for loan losses		35,435			26,842
Non-interest income		17,346			27,000
Non-interest expense		36,706			37,165
Income before income taxes		16,075			16,677
Provision for income taxes		2,494			2,922
Net income	$	13,581		$	13,755
Average common shares outstanding (basic)		3,277,062			3,270,996
PER COMMON SHARE
Net income	$	4.14		$	4.21
Book value	$	36.39		$	34.11
Tangible book value (non-GAAP)*	$	27.50		$	25.17
Closing price	$	30.55		$	25.44
FINANCIAL RATIOS
Return on average assets		1.29	%		1.42	%
Return on average tangible equity (non-GAAP)*		15.83	%		18.53	%
Net interest margin, tax equivalent (non-GAAP)*		3.77	%		3.92	%
Efficiency ratio (non-GAAP)*		68.14	%		61.29	%
Loans (including held for sale) to deposits		66.50	%		77.83	%

PERIOD END BALANCES

	As of December 31, 2021		As of December 31, 2020
Assets	$	1,076,556	$	978,532
Loans, gross	$	609,559	$	634,103
Deposits	$	930,413	$	838,378
Shareholders' equity	$	119,095	$	111,599
Common shares outstanding		3,272,585		3,271,984

* Some of the financial measures included in this press release are not measures of financial performance recognized by U.S. Generally Accepted Accounting Principles, or GAAP. These non-GAAP financial measures include tangible book value, return on average tangible equity, net interest margin (tax-equivalent), and the efficiency ratio. Management uses these non-GAAP financial measures in its analysis of its performance, and believes financial analysts and investors frequently use these measures, and other similar measures, to evaluate capital adequacy. Reconciliations of non-GAAP disclosures used in this press release to the comparable GAAP measures are provided in the accompanying table. Management, as well as regulators, financial analysts and other investors may use these measures in conjunction with more traditional bank capital ratios to compare the capital adequacy of banking organizations with significant amounts of goodwill or other intangible assets, which typically stem from the use of the purchase accounting method of accounting for mergers and acquisitions. 

These non-GAAP financial measures should not be considered in isolation or as a substitute for total shareholders’ equity, total assets, book value per share, return on average assets, return on average equity, or any other measure calculated in accordance with GAAP. Moreover, the manner in which we calculate these non-GAAP financial measures may differ from that of other companies reporting measures with similar names.

United Bancshares, Inc.

and Subsidiaries

Non-GAAP to GAAP Reconciliations and Calculation of Non-GAAP Financial Measures (unaudited)

(dollars and shares in thousands, except per share data)

Shareholders' Equity to Tangible Equity	December 31, 2021			December 31, 2020
Shareholders' equity	$	119,095		$	111,599
Less goodwill and other intangibles		29,115			29,259
Tangible common equity	$	89,980		$	82,340
Average Shareholders' equity	$	114,981		$	103,547
Less average goodwill and other intangibles		29,199			29,329
Average tangible common equity	$	85,782		$	74,218
Tangible Book Value Per Common Share
Tangible common equity (a)	$	89,980		$	82,340
Total common shares issued and outstanding (b)		3,272,585			3,271,984
Tangible book value per common share (a)/(b)	$	27.50		$	25.17
Return on Average Tangible Equity
Net income (c)	$	13,581		$	13,755
Average tangible common equity (d)	$	85,782		$	74,218
Return on average tangible common equity (c/d)		15.83	%		18.53	%
Net Interest Margin, Tax-Equivalent
Net interest income	$	35,735		$	33,042
Tax-equivalent adjustment		784			598
Tax-equivalent net interest income (e)	$	36,519		$	33,640
Average earning assets (f)	$	969,418		$	857,179
Net interest margin, tax-equivalent (e)/(f)		3.77	%		3.92	%
Efficiency Ratio, Tax-Equivalent
Non-interest expense (g)	$	36,706		$	37,165
Tax-equivalent net interest income		36,519			33,640
Non-interest income		17,346			27,000
Total revenue (h)	$	53,865		$	60,640
Efficiency ratio (g)/(h)		68.14	%		61.29	%

UNITED BANCSHARES, INC.

DIRECTORS

Robert L. Benroth Herbert H. Huffman H. Edward Rigel David P. Roach Daniel W. Schutt – Chairman R. Steven Unverferth Brian D. Young

OFFICERS

Brian D. Young - President/CEO

Heather M. Oatman - Secretary

THE UNION BANK COMPANY

DIRECTORS

Robert L. Benroth Anthony M.V. Eramo Herbert H. Huffman Kevin L. Lammon William R. Perry H. Edward Rigel David P. Roach Carol R. Russell     Daniel W. Schutt R. Steven Unverferth Dr. Jane M. Wood Brian D. Young - Chairman/President/CEO

INVESTOR MATERIALS:

United Bancshares, Inc. has traded its common stock on the NASDAQ Markets Exchange under the symbol “UBOH” since March 2001. Annual and quarterly shareholder reports, regulatory filings, press releases, and articles about United Bancshares, Inc. are available in the Shareholder Information section of our website www.theubank.com or by calling 1-800-837-8111.

Locations

1300 N. Main St.

Bowling Green, OH 43402

419-353-6088

100 S. High St.

Columbus Grove, OH 45830

419-659-2141

101 Progressive Dr.

Columbus Grove, OH 45830

419-659-4250

30 Coal Bend

Delaware, OH 43015

740-549-3400

114 E. 3rd St.

Delphos, OH 45833

419-692-2010

1500 Bright Rd.

Findlay, OH 45840

419-424-1400

222 S. Main St., Unit 1

Findlay, OH 45840

419-659-2141

461 Beecher Road

Gahanna, OH 43230

614-269-4400

230 W. Madison St.

Gibsonburg, OH 43431

419-637-2124

110 E. North St.

Kalida, OH 45853

419-532-3366

318 S. Belmore St.

Leipsic, OH 45856

419-943-2171

1410 Bellefontaine Ave.

Lima, OH 45804

419-229-6500

3211 Elida Rd.

Lima, OH 45805

419-331-3211

701 Shawnee Rd.

Lima, OH 45805

419-228-2114

111 S. Main St.

Marion, OH 43302

740-387-2265

220 Richland Rd.

Marion, OH 43302

740-386-2171 

240 W. Fifth St.

Marysville, OH 43040

419-659-2141

245 W. Main St.

Ottawa, OH 45875

419-523-2265

103 E. Perry St.

Paulding, OH 45879

419-567-1075

132 E. Front St.

Pemberville, OH 43450

419-287-3211

2660 US Hwy 224, Ste. 3

Plymouth, OH 44865

419-659-2141

468 Polaris Parkway

Westerville, OH 43082

614-269-4402

XML

Document And Entity Information	Jan. 20, 2022
Document Information [Line Items]
Entity, Registrant Name	UNITED BANCSHARES, INC/OH
Document, Type	8-K
Document, Period End Date	Jan. 20, 2022
Entity, Incorporation, State or Country Code	OH
Entity, File Number	000-29283
Entity, Tax Identification Number	34-1516518
Entity, Address, Address Line One	105 Progressive Drive
Entity, Address, City or Town	Columbus Grove
Entity, Address, State or Province	OH
Entity, Address, Postal Zip Code	45830-1241
City Area Code	419
Local Phone Number	659-2141
Title of 12(b) Security	Common Stock
Trading Symbol	UBOH
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0001087456