8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8 – K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

October 18, 2019

(Date of Report: Date of earliest event reported)

Middlefield Banc Corp.

(Exact name of registrant as specified in its charter)

Ohio

(State or other jurisdiction of incorporation)

001-36613

(Commission File Number)

34-1585111

(I.R.S. Employer Identification Number)

15985 East High Street

Middlefield, Ohio 44062

(Address of principal executive offices, including zip code)

(440) 632-1666

(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 class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	MBCN	The NASDAQ Stock Market, LLC (NASDAQ Capital Market)

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

The following information is furnished under Item 2.02. On October 18, 2019, Middlefield Banc Corp. issued a press release announcing financial results for the three month and nine month periods ended September 30, 2019. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by this reference.

The information contained or incorporated by reference in this current report on Form 8-K may contain forward-looking statements, including certain plans, expectations, goals, and projections, which are subject to numerous assumptions, risks, and uncertainties. Actual results could differ materially from those contained or implied by such statements for a variety of factors, including: changes in economic conditions; movements in interest rates; competitive pressures on product pricing and services; success and timing of business strategies; the nature, extent, and timing of governmental actions and reforms; and extended disruption of vital infrastructure. All forward-looking statements included in this current report on Form 8-K are based on information available at the time of the report. Middlefield Banc Corp. assumes no obligation to update any forward-looking statement.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits.

The following exhibits are furnished herewith:

EXHIBITS
99	October 18, 2019 press release of Middlefield Banc Corp.

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.

	MIDDLEFIELD BANC CORP.
Date: October 18, 2019	/s/ James R. Heslop, II                    ,
	Executive Vice President and COO

EX-99

Exhibit 99

15985 East High Street

P. O. Box 35

Middlefield, Ohio 44062

Phone: 440/632-1666    FAX: 440/632-1700

www.middlefieldbank.bank

PRESS RELEASE

Company Contact:	Investor and Media Contact:
Thomas G. Caldwell President/Chief Executive Officer Middlefield Banc Corp. (440) 632-1666 Ext. 3200 tcaldwell@middlefieldbank.com	Andrew M. Berger Managing Director SM Berger & Company, Inc. (216) 464-6400 andrew@smberger.com

Middlefield Banc Corp. Reports 2019 Nine Month Financial Results

MIDDLEFIELD, OHIO, October 18, 2019 ◆◆◆◆ Middlefield Banc Corp. (NASDAQ: MBCN) today reported financial results for the three and nine months ended September 30, 2019.

2019 Nine Month Financial Highlights (on a year-over-year basis unless noted):

• Net income increased 6.3% to $9.6 million

• Earnings per diluted share increased 5.8% to $2.94 per share

• Tangible book value⁽¹⁾ per share was up 12.1% to $36.96 per share

• Return on average tangible common equity⁽¹⁾ was 10.93%, compared to 11.36%

• Total net loans increased 2.8% to $992.3 million

• Net interest income improved 3.6% to $31.1 million

• Total noninterest income improved 28.5% to $3.5 million

• Noninterest expense was up only 5.4%

• Equity to assets remains strong at 10.61%

• Repurchased 49,416 shares at an average purchase price of $45.07 per share

“I am pleased with our third quarter and nine-month financial results, despite continued industry wide challenges including slowing loan growth and compressing net interest margin. During this period, we remain focused on our long-term strategic plan and value creation. Stability in our net interest margin, the significant year-over-year growth in noninterest income, controlled expense growth, and stable asset quality demonstrate the successful execution of our value-oriented strategies. In addition, according to the FDIC’s annual market share study, Middlefield successfully increased its market share within the state of Ohio as our annual increase in deposits was one of the strongest from June 2018 to June 2019. According to the FDIC’s annual study, we now rank as the 27^th largest bank and one of the largest community banks in the State.”

“Year-to-date, we have invested $2.2 million to repurchase 49,416 shares of our common stock, while declaring $2.7 million of dividends through our quarterly dividend payments. In addition, Middlefield’s Board recently declared a two-for-one stock split that will be effective on November 8, 2019 and will increase the number of shares outstanding to approximately 6.4 million shares. We are also investing in our platform and continue to attract, develop, and retain experienced bankers that are committed to supporting the success of our local communities. All of these efforts, combined with our profit focused strategic plan, demonstrate Middlefield’s focus on creating long-term, sustainable value for shareholders,” concluded Mr. Caldwell.

Income Statement

For the 2019 nine months, net interest income increased 3.6% to $31.1 million, compared to $30.0 million for the same period last year. Year-to-date, the net interest margin was 3.69%, compared to 3.77% for the same period last year. Net interest income for the 2019 third quarter was $10.6 million, compared to $10.3 million for the 2018 third quarter. The 3.2% increase in net interest income for the 2019 third quarter was largely a result of an increase in interest and fees on loans. The net interest margin for the 2019 third quarter was 3.72%, compared to 3.72% for the same period of 2018.

For the 2019 nine months, noninterest income increased 28.5% to $3.5 million, compared to $2.8 million for the same period last year. Noninterest income for the 2019 third quarter increased 16.6% to $1.1 million, compared to $0.9 million for the same period last year.

For the 2019 nine months, noninterest expense increased 5.4% to $22.7 million, compared to $21.5 million for the same period last year. Noninterest expense in the 2019 third quarter increased 8.2% to $7.7 million from $7.1 million for the 2018 third quarter.

“Competition for both loans and deposits within many of our markets remains high and we have seen aggressive pricing dynamics from some of our competitors,” said Donald L. Stacy, Chief Financial Officer. “While this is likely to impact near-term loan and deposit growth, we remain focused on managing risk and pricing on loans, while prudently controlling our funding costs on deposits. Our loans to deposits ratio was 96.6% at September 30, 2019, compared to 96.0% at September 30, 2018, while our equity to assets increased 19 basis points over the past three months to 10.61%. In addition, I am encouraged by our growth in tangible book value⁽¹⁾ which has increased 12.1% to a record $36.96 per share. Our strong asset quality, ample liquidity, and compelling capitalization continues to provide us with the flexibility to pursue our growth opportunities, while supporting our business through various economic cycles.”

Balance Sheet

Total assets at September 30, 2019, increased 6.2% to $1.28 billion from over $1.21 billion at September 30, 2018. Net loans at September 30, 2019, were $992.3 million, compared to $965.5 million at September 30, 2018, and $984.7 million at December 31, 2018. The 2.8% year-over-year improvement in net loans was primarily a result of a 1.9% increase in commercial mortgage loans, a 5.5% increase in residential mortgage loans, and a 17.7% increase in real estate construction loans, partially offset by a 7.8% decline in commercial and industrial loans and a 13.8% decline in consumer installment loans.

Total deposits at September 30, 2019, were $1.03 billion, compared to $1.01 billion at September 30, 2018. The 2.0% year-over-year increase in deposits was primarily a result of higher interest-bearing demand and time deposits, offset by decreases in money market and savings accounts. The investment portfolio, which is entirely classified as available for sale, was $105.0 million at September 30, 2019, compared with $99.7 million at September 30, 2018.

Stockholders’ Equity and Dividends

At the end of the 2019 third quarter, shareholders’ equity increased 9.4% to $135.9 million compared to $124.2 million at September 30, 2018. On a per share basis, shareholders’ equity at September 30, 2019, increased 10.3% to $42.32 from $38.38 for the same period last year. Tangible stockholders’ equity⁽¹⁾ increased 11.3% to $118.7 million for the 2019 third quarter, compared to $106.7 million at September 30, 2018. On a per-share basis, tangible stockholders’ equity⁽¹⁾ increased 12.1% to $36.96 at September 30, 2019, from $32.96 at September 30, 2018.

Through the first nine months of 2019, the company declared cash dividends of $0.84 per share, compared to $0.89 per share for the same period last year, which included a one-time special cash dividend on $0.05 per share. The dividend payout ratio for the 2019 nine-month period was 28.4% compared to 31.9% for the same period last year.

At September 30, 2019, the company had an equity to assets leverage ratio of 10.61%, compared to 10.30% at September 30, 2018.

Asset Quality

The provision for loan losses for the 2019 third quarter was $80,000 versus $210,000 for the same period last year. Nonperforming assets at September 30, 2019, were $10.1 million, compared to $7.5 million at September 30, 2018. Net charge-offs for the 2019 third quarter were $383,000, or 0.15% of average loans, annualized, compared to $218,000, or 0.09% of average loans, annualized at September 30, 2018.

Underwriting standards continue to be maintained in the face of competitive pressures and potential problem credits are being proactively addressed resulting in some exits that have enhanced the overall health of the loan portfolio.

Year-to-date net charge-offs were $857,000, or 0.11% of average loans, annualized compared to $326,000, or 0.05% of average loans, annualized for the same period last year. The allowance for loan losses at September 30, 2019, stood at $7.0 million, or 0.70% of total loans, compared to $7.5 million or 0.77% of total loans at September 30, 2018.

About Middlefield Banc Corp.

Middlefield Banc Corp., headquartered in Middlefield, Ohio, is the bank holding company of The Middlefield Banking Company with total assets of $1.28 billion at September 30, 2019. The bank operates 15 full-service banking centers and an LPL Financial^® brokerage office serving Beachwood, Chardon, Cortland, Dublin, Garrettsville, Mantua, Middlefield, Newbury, Orwell, Powell, Solon, Sunbury, Twinsburg, and Westerville. The Bank also operates a Loan Production Office in Mentor, Ohio.

Additional information is available at www.middlefieldbank.bank

⁽¹⁾This press release includes disclosure of Middlefield Banc Corp.’s tangible book value per share and return on average tangible equity, which are financial measures not prepared in accordance with generally accepted accounting principles in the United States (GAAP). A non-GAAP financial measure is a numerical measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are required to be disclosed by GAAP. Middlefield Banc Corp. believes that these non-GAAP financial measures provide both management and investors a more complete understanding of the underlying operational results and trends and Middlefield Banc Corp.’s marketplace performance. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the numbers prepared in accordance with GAAP. The reconciliations of non-GAAP financial measures are included in the tables following Consolidated Financial Highlights below.

This press release of Middlefield Banc Corp. and the reports Middlefield Banc Corp. files with the Securities and Exchange Commission often contain “forward-looking statements” relating to present or future trends or factors affecting the banking industry and, specifically, the financial operations, markets and products of Middlefield Banc Corp. These forward-looking statements involve certain risks and uncertainties. There are a number of important factors that could cause Middlefield Banc Corp.’s future results to differ materially from historical performance or projected performance. These factors include, but are not limited to: (1) a significant increase in competitive pressures among financial institutions; (2) changes in the interest rate environment that may reduce interest margins; (3) changes in prepayment speeds, charge-offs and loan loss provisions; (4) less favorable than expected general economic conditions; (5) legislative or regulatory changes that may adversely affect businesses in which Middlefield Banc Corp. is engaged; (6) technological issues which may adversely affect Middlefield Banc Corp.’s financial operations or customers; (7) changes in the securities markets; or (8) risk factors mentioned in the reports and registration statements Middlefield Banc Corp. files with the Securities and Exchange Commission. Middlefield Banc Corp. undertakes no obligation to release revisions to these forward-looking statements or to reflect events or circumstances after the date of this press release.

MIDDLEFIELD BANC CORP.

Consolidated Selected Financial Highlights

(Dollar amounts in thousands)

Balance Sheets (period end)	September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018			September 30, 2018
ASSETS
Cash and due from banks	$	118,956		$	133,372		$	121,045		$	107,933		$	81,951
Federal funds sold		1,069			2,010			—			—			—
Cash and cash equivalents		120,025			135,382			121,045			107,933			81,951
Equity securities, at fair value		628			660			674			616			671
Investment securities available for sale, at fair value		105,041			98,809			98,114			98,322			99,717
Loans held for sale		791			431			1,230			597			925
Loans		999,282			998,232			1,004,484			992,109			972,968
Less allowance for loan and lease losses		7,001			7,304			7,206			7,428			7,494
Net loans		992,281			990,928			997,278			984,681			965,474
Premises and equipment, net		17,182			16,788			15,741			13,003			13,002
Goodwill		15,071			15,071			15,071			15,071			15,071
Core deposit intangibles		2,141			2,227			2,312			2,397			2,484
Bank-owned life insurance		16,403			16,294			16,185			16,080			15,970
Accrued interest receivable and other assets		11,015			11,832			13,285			9,698			11,063
TOTAL ASSETS	$	1,280,578		$	1,288,422		$	1,280,935		$	1,248,398		$	1,206,328
	September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018			September 30, 2018
LIABILITIES
Deposits:
Noninterest-bearing demand	$	199,235		$	198,817		$	194,298		$	203,410		$	202,580
Interest-bearing demand		107,033			94,266			107,246			92,104			99,342
Money market		155,419			152,885			178,668			196,685			191,261
Savings		182,005			194,505			184,662			222,954			224,704
Time		390,721			411,034			375,357			300,914			295,874
Total deposits		1,034,413			1,051,507			1,040,231			1,016,067			1,013,761
Short-term borrowings		92,000			85,000			91,000			90,398			55,304
Other borrowings		12,359			12,449			11,518			8,803			8,956
Accrued interest payable and other liabilities		5,893			5,206			6,487			4,840			4,074
TOTAL LIABILITIES		1,144,665			1,154,162			1,149,236			1,120,108			1,082,095
STOCKHOLDERS’ EQUITY
Common stock, no par value; 10,000,000 shares authorized, 3,647,146
shares issued, 3,211,565 shares outstanding as of September 30, 2019		86,617			86,590			86,437			85,925			85,687
Retained earnings		62,886			60,517			58,139			56,037			53,520
Accumulated other comprehensive income (loss)		2,157			1,377			641			(154	)		(1,456	)
Treasury stock, at cost; 435,581 shares as of September 30, 2019		(15,747	)		(14,224	)		(13,518	)		(13,518	)		(13,518	)
TOTAL STOCKHOLDERS’ EQUITY		135,913			134,260			131,699			128,290			124,233
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	1,280,578		$	1,288,422		$	1,280,935		$	1,248,398		$	1,206,328

MIDDLEFIELD BANC CORP.

Consolidated Selected Financial Highlights

(Dollar amounts in thousands)

	For the Three Months Ended													For the Nine Months Ended
Statements of Income	September 30, 2019			June 30, 2019			March 31, 2019		December 31, 2018			September 30, 2018		September 30, 2019		September 30, 2018
INTEREST AND DIVIDEND INCOME
Interest and fees on loans	$	12,804		$	12,706		$	12,488	$	12,467		$	11,821	$	37,998	$	34,109
Interest-earning deposits in other institutions		193			169			187		146			178		549		412
Federal funds sold		24			25			7		17			8		56		29
Investment securities:
Taxable interest		206			214			179		182			167		599		506
Tax-exempt interest		613			553			565		589			598		1,731		1,673
Dividends on stock		45			53			58		58			57		156		169
Total interest and dividend income		13,885			13,720			13,484		13,459			12,829		41,089		36,898
INTEREST EXPENSE
Deposits		3,173			3,277			2,945		2,828			2,178		9,395		5,803
Short-term borrowings		42			79			213		78			296		334		764
Other borrowings		92			95			96		92			104		283		344
Total interest expense		3,307			3,451			3,254		2,998			2,578		10,012		6,911
NET INTEREST INCOME		10,578			10,269			10,230		10,461			10,251		31,077		29,987
Provision for loan losses		80			110			240		210			210		430		630
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES		10,498			10,159			9,990		10,251			10,041		30,647		29,357
NONINTEREST INCOME
Service charges on deposit accounts		571			530			508		498			491		1,609		1,416
Investment securities gains on sale, net		4			190			—		—			—		194		—
(Loss) gain on equity securities		(32	)		(14	)		58		(55	)		15		12		46
Earnings on bank-owned life insurance		109			109			105		110			108		323		318
Gains on sale of loans		128			98			59		67			43		285		164
Other income		325			386			402		357			291		1,113		807
Total noninterest income		1,105			1,299			1,132		977			948		3,536		2,751
NONINTEREST EXPENSE
Salaries and employee benefits		4,272			4,078			4,124		4,065			3,839		12,474		11,684
Occupancy expense		535			496			553		465			460		1,584		1,468
Equipment expense		244			291			235		273			262		770		696
Data processing costs		580			549			465		446			481		1,594		1,360
Ohio state franchise tax		262			261			259		220			244		782		603
Federal deposit insurance expense		—			100			130		100			150		230		450
Professional fees		401			403			431		364			346		1,235		1,118
Advertising expense		202			200			203		227			236		605		694
Software amortization expense		182			152			145		145			155		479		460
Core deposit intangible amortization		86			85			85		87			87		256		265
Other expense		909			867			870		851			832		2,646		2,702
Total noninterest expense		7,673			7,482			7,500		7,243			7,092		22,655		21,500
Income before income taxes		3,930			3,976			3,622		3,985			3,897		11,528		10,608
Income taxes		661			686			611		560			593		1,958		1,602
NET INCOME	$	3,269		$	3,290		$	3,011	$	3,425		$	3,304	$	9,570	$	9,006

MIDDLEFIELD BANC CORP.

Consolidated Selected Financial Highlights

(Dollar amounts in thousands, except per share and share amounts)

	For the Three Months Ended															For the Nine Months Ended
	September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018			September 30, 2018			September 30, 2019			September 30, 2018
Per common share data
Net income per common share – basic	$	1.01		$	1.01		$	0.93		$	1.06		$	1.02		$	2.95		$	2.79
Net income per common share – diluted	$	1.01		$	1.01		$	0.92		$	1.05		$	1.02		$	2.94		$	2.78
Dividends declared per share	$	0.28		$	0.28		$	0.28		$	0.28		$	0.28		$	0.84		$	0.89
Book value per share (period end)	$	42.32		$	41.41		$	40.44		$	39.54		$	38.38		$	42.32		$	38.38
Tangible book value per share (period end) (2) (3)	$	36.96		$	36.07		$	35.11		$	34.16		$	32.96		$	36.96		$	32.96
Dividends declared	$	900		$	912		$	909		$	908		$	905		$	2,721		$	2,871
Dividend yield		2.37	%		2.74	%		2.76	%		2.62	%		2.36	%		2.40	%		2.53	%
Dividend payout ratio		27.53	%		27.72	%		30.19	%		26.51	%		27.39	%		28.43	%		31.88	%
Average shares outstanding – basic		3,229,129			3,251,254			3,249,139			3,239,180			3,234,393			3,243,101			3,226,845
Average shares outstanding – diluted		3,239,533			3,257,473			3,255,284			3,250,149			3,248,326			3,253,419			3,242,299
Period ending shares outstanding		3,211,565			3,242,585			3,256,370			3,244,332			3,236,689			3,211,565			3,236,689
Selected ratios
Return on average assets		1.07	%		1.09	%		1.01	%		1.15	%		1.13	%		1.06	%		1.06	%
Return on average equity		9.41	%		9.79	%		9.36	%		10.52	%		10.33	%		9.52	%		9.73	%
Return on average tangible common equity (2) (4)		10.76	%		11.23	%		10.80	%		12.17	%		12.00	%		10.93	%		11.36	%
Efficiency (1)		63.93	%		63.03	%		64.30	%		61.60	%		61.65	%		63.75	%		63.96	%
Equity to assets at period end		10.61	%		10.42	%		10.28	%		10.28	%		10.30	%		10.61	%		10.30	%
Noninterest expense to average assets		0.64	%		0.62	%		0.62	%		0.62	%		0.61	%		1.88	%		1.90	%

(1) The efficiency ratio is calculated by dividing non-interest expense less amortization of intangibles by the sum of net interest income on a fully taxable equivalent basis plus non-interest income

(2) See reconciliation of non-GAAP measures below

(3) Calculated by dividing tangible common equity by shares outstanding

(4) Calculated by dividing annualized net income for each period by average tangible common equity

MIDDLEFIELD BANC CORP.

Consolidated Selected Financial Highlights

	For the Three Months Ended															For the Nine Months Ended
	September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018			September 30, 2018			September 30, 2019			September 30, 2018
Yields
Interest-earning assets:
Loans receivable (2)		5.09	%		5.08	%		5.07	%		5.09	%		4.89	%		5.08	%		4.85	%
Investment securities (2)		3.80	%		3.79	%		3.80	%		3.73	%		3.67	%		3.80	%		3.67	%
Interest-earning deposits with other banks		2.31	%		2.21	%		2.26	%		2.08	%		1.95	%		2.26	%		1.84	%
Total interest-earning assets		4.86	%		4.86	%		4.85	%		4.82	%		4.65	%		4.86	%		4.62	%
Deposits:
Interest-bearing demand deposits		0.39	%		0.36	%		0.30	%		0.31	%		0.37	%		0.35	%		0.32	%
Money market deposits		1.43	%		1.40	%		1.58	%		1.56	%		0.99	%		1.47	%		0.90	%
Savings deposits		0.68	%		0.69	%		0.81	%		0.85	%		0.68	%		0.73	%		0.58	%
Certificates of deposit		2.18	%		2.35	%		2.15	%		1.99	%		1.84	%		2.24	%		1.76	%
Total interest-bearing deposits		1.48	%		1.56	%		1.46	%		1.38	%		1.15	%		1.50	%		1.06	%
Non-Deposit Funding:
Borrowings		3.03	%		2.70	%		2.57	%		3.54	%		2.30	%		4.00	%		2.08	%
Total interest-bearing liabilities		1.51	%		1.59	%		1.52	%		1.43	%		1.24	%		1.54	%		1.15	%
Cost of deposits		1.20	%		1.26	%		1.17	%		1.09	%		0.90	%		1.21	%		0.83	%
Cost of funds		1.23	%		1.29	%		1.24	%		1.14	%		0.99	%		1.25	%		0.92	%
Net interest margin (1)		3.72	%		3.65	%		3.70	%		3.76	%		3.72	%		3.69	%		3.77	%

(1) Net interest margin represents net interest income as a percentage of average interest-earning assets.

(2) Tax-equivalent adjustments to calculate the yield on tax-exempt securities and loans were determined using an effective tax rate of 21%.

	For the Three Months Ended
End of Period Loan Balances	September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018			September 30, 2018
(Dollar amounts in thousands)
Commercial and industrial	$	85,861		$	85,520		$	85,756		$	83,857		$	93,144
Real estate – construction		57,564			54,619			58,019			56,731			48,901
Real estate – mortgage:
Residential		347,739			345,830			340,483			336,487			329,609
Commercial		492,914			496,300			504,289			498,247			483,675
Consumer installment		15,204			15,963			15,937			16,787			17,639
Total	$	999,282		$	998,232		$	1,004,484		$	992,109		$	972,968
Asset quality data	September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018			September 30, 2018
(Dollar amounts in thousands)
Nonaccrual loans	$	10,053		$	10,671		$	10,472		$	6,595		$	7,288
90 day past due and accruing		—			58			—			945			—
Nonperforming loans (3)		10,053			10,729			10,472			7,540			7,288
Other real estate owned		89			89			126			270			257
Nonperforming assets	$	10,142		$	10,818		$	10,598		$	7,810		$	7,545
Allowance for loan losses	$	7,001		$	7,304		$	7,206		$	7,428		$	7,494
Allowance for loan losses/total loans		0.70	%		0.73	%		0.72	%		0.75	%		0.77	%
Net charge-offs:
Quarter-to-date	$	383		$	12		$	462		$	276		$	218
Year-to-date		857			474			462			602			326
Net charge-offs to average loans, annualized:
Quarter-to-date		0.15	%		0.00	%		0.19	%		0.11	%		0.09	%
Year-to-date		0.11	%		0.10	%		0.19	%		0.06	%		0.05	%
Nonperforming loans/total loans		1.01	%		1.07	%		1.04	%		0.76	%		0.75	%
Allowance for loan losses/nonperforming loans		69.64	%		68.08	%		68.81	%		98.51	%		102.83	%
Nonperforming assets/total assets		0.79	%		0.84	%		0.83	%		0.63	%		0.63	%

(3) Non-performing loans exclude troubled debt restructurings that are performing in accordance with their terms over a prescribed period of time.

Reconciliation of Common Stockholders’ Equity to Tangible Common Equity	For the Three Months Ended															For the Nine Months Ended
(Dollar amounts in thousands)	September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018			September 30, 2018			September 30, 2019			September 30, 2018
Stockholders’ Equity	$	135,913		$	134,260		$	131,699		$	128,290		$	124,233		$	135,913		$	124,233
Less Goodwill and other intangibles		17,212			17,298			17,383			17,468			17,555			17,212			17,555
Tangible Common Equity	$	118,701		$	116,962		$	114,316		$	110,822		$	106,678		$	118,701		$	106,678
Shares outstanding		3,211,565			3,242,585			3,256,370			3,244,332			3,236,689			3,211,565			3,236,689
Tangible book value per share	$	36.96		$	36.07		$	35.11		$	34.16		$	32.96		$	36.96		$	32.96
Reconciliation of Average Equity to Return on Average Tangible Common Equity	For the Three Months Ended															For the Nine Months Ended
	September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018			September 30, 2018			September 30, 2019			September 30, 2018
Average Stockholders’ Equity	$	137,843		$	134,836		$	130,450		$	129,208		$	126,865		$	134,376		$	123,698
Less Average Goodwill and other intangibles		17,254			17,339			17,422			17,510			17,597			17,338			17,685
Average Tangible Common Equity	$	120,589		$	117,497		$	113,028		$	111,698		$	109,268		$	117,038		$	106,013
Net income	$	3,269			3,290			3,011			3,425			3,304			9,570			9,006
Return on average tangible common equity (annualized)		10.76	%		11.23	%		10.80	%		12.17	%		12.00	%		10.93	%		11.36	%