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): February 13, 2024    

GERMAN AMERICAN BANCORP, INC.

(Exact name of registrant as specified in its charter)

Indiana

(State or other jurisdiction of incorporation)

001-15877		35-1547518
(Commission File Number)		(IRS Employer Identification No.)
711 Main Street
Jasper,	Indiana	47546
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (812) 482-1314

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (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 [☐]

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	GABC	Nasdaq Global Select Market

Item 7.01. Regulation FD Disclosure.

D. Neil Dauby, Chairman and Chief Executive Officer, and Bradley M. Rust, President and Chief Financial Officer, of German American Bancorp, Inc. will participate in the KBW Winter Financial Services Conference being held on February 14 - 15, 2024, by hosting a series of meetings with investors during the conference.

Attached as Exhibit 99.1 is the information that will be provided to meeting participants. Such information is incorporated herein by reference.

The information in this Item 7.01, including the information incorporated herein from Exhibit 99.1, is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d)	Exhibits
	Exhibit No.	Description
	99.1	German American Bancorp, Inc. Presentation dated February 14-15, 2024.
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

* * * * * *

SIGNATURE

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.

	GERMAN AMERICAN BANCORP, INC.
Date: February 13, 2024	By:	/s/ Bradley M. Rust
		Bradley M. Rust, President and Chief Financial Officer

EX-99.1

Symbol: GABC February 14-15, 2024 KBW Winter Financial Services Conference German American 1 Scan for electronic presentation

Presented By D. Neil Dauby, Chairman and Chief Executive Officer (812) 482-0707 neil.dauby@germanamerican.com Bradley M. Rust, President and CFO (812) 482-0718 brad.rust@germanamerican.com 2

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS When used in this presentation and our oral statements, the words or phrases “believe,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “plans,” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this presentation, and we do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur in the future. By their nature, these statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from those anticipated in the statements. Factors that could cause actual results and performance to vary materially from those expressed or implied by any forward-looking statement include those that are discussed in Item 1, “Business – Forward Looking Statements and Associated Risk,” and Item 1A, “Risk Factors,” in our Annual Report on Form 10-K for 2022 as updated and supplemented by our other SEC reports filed from time to time. 3

Indiana & Kentucky Community-focused Financial Services Organization Who We Are 4 $6.2 Billion Total Banking Assets $3.0 Billion Investment & Trust Assets Under Management 900+ Team Members 75 Banking Offices in Indiana & Kentucky

 Out-perform and “out-local” competitors  Build long-term, multi-line client relationships based on trust and customer service excellence  Deliver the right balance of high touch/high tech customer experience  Increase non-interest income  Excel at both organic and targeted M&A growth  Attract, retain, and develop top talent  Accelerate continuous improvement across the organization Our Strategic Position 5 Large enough to serve the most sophisticated clients. Small enough to know our customers by name.

History of Superior Financial Performance 6 Raymond James 2012-2017 and 2019-2021 Community Bankers Cup Recipient KBW/Stifel 2010 though 2022 Bank Honor Roll Recipient Piper Sandler Small Cap All- Star 2012-2013 and 2019-2020 Bank Director Magazine – Bank Performance Scorecard Top 15 National Ranking for 2016 – 2019 ($1 - $5 Billion Publicly-traded Companies) Bank Director Magazine - Top 20 of 300 Largest Publicly Traded Banks for 2017 & 2018 Newsweek Best Banks in America (Indiana) 2020, 2021 & 2024 2022 S&P Global Top 20 Best Performing Banks between $3 and $10 Billion Bank Director Magazine – 2023 Best US Banks Top 50 Publicly Traded Bank for $5 - $50 Billion Twelve Consecutive Years of Increased Dividends Thirteen of the Past Fourteen Years of Improved Earnings Performance Double-Digit Return on Equity for 19 Consecutive Fiscal Years

FINANCIAL TRENDS 7

Total Assets 8 $4,398 $4,978 $5,609 $6,156 $6,152 1.43% 1.32% 1.57% 1.26% 1.43% 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 (dollars in millions, except per share amount) Return on Average Assets * 2022 was impacted by acquisition-related expenses and the Day 1 provision for credit losses under the CECL model for the CUB transaction that closed on January 1, 2022 of $18.623 mill ion ($14.097 million or $0.48 per share on an after tax basis). **

Loan Portfolio Trends 9 $3,077 $3,088 $3,004 $3,785 $3,971 80% 82% 81% 81% 81% 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 Total Loans, Net of Unearned Income Commercial & Agricultural Loans as % of Total Loans (dollars in millions) 65.00% 58.50% 56.62% 52.07% 56.26% 44.89% 31.70% 31.35% 31.86% 31.49% 47.23% 43.83% 40.74% 40.04% 39.71% 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 Line of Credit Utilization Trend Ag - Line Utilization Commercial - Line Utilization Equity Express - Line Utilization

Diversified Loan Portfolio 10 Construction & Development Loans $ 333.6 million 8% Agricultural Loans $ 431.9 million 11% Commercial & Industrial Loans $ 615.6 million 16% Commerical Real Estate Owner Occupied $ 513.5 million 13% Commercial Real Estate Non- Owner Occupied $ 993.1 million 25% Multi-Family Residential Properties $ 334.5 million 8% Consumer Loans $ 77.7 million 2% Home Equity Loans $ 299.2 million 8% Residential Mortgage Loans $ 372.0 million 9% Loan Portfolio Composition & Diversification as of December 31, 2023 Total Loans $ 3,971.1 million Floating 23% Fixed 33% 1 YR Adjustable 10% 3 YR + Adjustable 34% Rate Type Segmentation

Non-Performing Assets to Total Assets 11 0.33% 0.44% 0.26% 0.23% 0.15% 0.45% 0.52% 0.34% 0.29% 0.34% 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 GABC Peer Group *Peer Group (St. Louis Federal Reserve District BHC with Total Assets between $3 and $10 billion) Data as of 9/30/23 *

Total Deposits 12 $3,430 $4,107 $4,744 $5,350 $5,253 82% 88% 93% 92% 85% 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 Non-Maturity Deposit Accounts as % of Total Deposits (dollars in millions) 2019 0.72% 2020 0.35% 2021 0.11% 2022 0.24% 2023 1.10% Cost of Deposts Per Year

13 Commercial $1,562 million 30% Public Fund $1,229 million 23% Retail $2,462 million 47% Non-Interest Bearing Demand $1,493 million 28% Interest Bearing Demand, Savings & Money Market $2,993 million 57% Time Deposits > $100,000 $478 million 9% Time Deposits < $100,000 $289 million 6% Total Deposits: $5,253 million21% of Total Deposits are Uninsured and Uncollateralized as of 12/31/2023. Average Deposit Account Size equals $25,518 Total Deposit Composition as of 12/31/2023

$574 $625 $668 $558 $664 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 (dollars in millions) Total Shareholders' Equity 14

Regulatory Capital Levels 15 16.50% 14.97% 14.26% 11.75% 0.00% 2.00% 4.00% 6.00% 8.00% 10.00% 12.00% 14.00% 16.00% 18.00% Total Capital (to Risk Weighted Assets) Tier 1 (Core) Capital (to Risk Weighted Assets) Common Tier 1 (CET 1) Capital Ratio (to Risk Weighted Assets) Tier 1 Capital (to Average Assets) 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23

Net Interest Income 16 $145,225 $155,243 $160,830 $200,584 $190,433 3.92% 3.63% 3.31% 3.45% 3.58% 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 Net Interest Margin (Tax-Equivalent) (dollars in thousands)

Net Gains on Sales of Loans $2.4 million 4% Wealth Management $11.7 million 19% Service Charges on Deposit Accounts $11.5 million 19% Insurance Revenues $9.6 million 16% Interchange Fee Income $17.5 million 29% Other Operating Income $7.6 million 13% Total Non- Interest Income $60.3 million Non-Interest Income 17 $45,501 $54,474 $59,462 $59,133 $60,261 24% 26% 27% 23% 24% 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 Non-Interest Income as % of Total Revenue (dollars in thousands) As of December 31, 2023

Non-Interest Expense 18 $114,162 $117,123 $124,007 $154,191 $144,497 57.4% 54.3% 54.4% 56.6% 55.1% 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 Efficiency Ratio * 2022 was impacted by acquisition-related expenses for the CUB transaction that closed on January 1, 2022 of $12,323. * (dollars in thousands)

Net Income & Earnings Per Share 19 $59,222 $62,210 $84,137 $81,825 $85,888 $2.29 $2.34 $3.17 $2.78 $2.91 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 Earnings Per Share * 2022 was impacted by acquisition-related expenses and the Day 1 provision for credit losses under the CECL model for the CUB transaction that closed on January 1, 2022 of $18,623 ($14,097 or $0.48 per share on an after tax basis). * (dollars in thousands, except per share amounts)

Why Invest in GABC? 20 $1.07 $1.27 $1.32 $1.43 $1.51 $1.57 $1.77 $1.99 $2.29 $2.34 $3.17 $2.78 $2.91 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 As of 12/31 for years shown * Earnings Per Share adjusted for 3-for-2 stock split completed in 2017 ** 2022 was impacted by acquisition-related expenses and the Day 1 provision for credit losses under the CECL model for the CUB transaction that closed on January 1, 2022 of $18,623,000 ($14,097,000 or $0.48 per share on an after tax basis). ***** *** GABC Earnings Per Share Growth

Why Invest in GABC? 21 $0.40 $0.43 $0.45 $0.48 $0.52 $0.60 $0.68 $0.76 $0.84 $0.92 $1.00 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 *Dividends per share adjusted for 3-for-2 stock split completed in 2017 As of 12/31 for years shown * * * * GABC Dividends Per Share Growth

Why Invest in GABC? 22 Diversified Footprint of Rural, Suburban, and Urban Markets Providing a Strong Deposit Franchise Base Along with Significant Organic Growth Opportunities Existing Platform for Continuous Improvement and Operating Efficiency Infrastructure in Place for Perpetuating Ongoing EPS Growth Consistent Strong Dividend Yield and Dividend Pay-out Capacity Long Term Focus and Investment in Digital Optimization and Delivery Proven Executive Management Team Track Record of Consistent Top Quartile Financial Performance Experienced in Operating Plan Execution and M & A Transitions

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XML

Cover page	Feb. 13, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Feb. 13, 2024
Entity Registrant Name	GERMAN AMERICAN BANCORP, INC.
Entity Incorporation, State or Country Code	IN
Entity File Number	001-15877
Entity Tax Identification Number	35-1547518
Entity Address, Address Line One	711 Main Street
Entity Address, City or Town	Jasper,
Entity Address, State or Province	IN
Entity Address, Postal Zip Code	47546
City Area Code	812
Local Phone Number	482-1314
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Stock, no par value
Trading Symbol	GABC
Security Exchange Name	NASDAQ
Amendment Flag	false
Entity Central Index Key	0000714395