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Section 1: 8-K (8-K)

fbss-8k_20190630.htm

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): August 7, 2019

 

Fauquier Bankshares, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

Virginia

000-25805

54-1288193

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

10 Courthouse Square,

Warrenton, Virginia

 

20186

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (540) 347-2700

 

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 (see General Instructions 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))

 

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

Par value $3.13 per share

FBSS

The 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 (§ 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 7.01Regulation FD Disclosure.

 

 

The attached handout contains information that the members of Fauquier Bankshares, Inc. (the “Company”) management will use during visits with investors, analysts, and other interested parties to assist their understanding of the Company from time to time. Other presentation and related materials will be made available as they are presented during the year.

 

The handout is attached as Exhibit 99.1 to this report and is being furnished, not filed, under Item 7.01 of this Form 8-K.

 

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits.

  

Exhibit No.

 

Description of Exhibit

 

 

 

99.1

 

Fauquier Bankshares, Inc. investor presentation

 


2

 


 

 

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.

 

 

 

 

 

 

 

 

Fauquier Bankshares, Inc.

 

 

 

 

 

August 7, 2019

 

By:

 

/s/ Christine E. Headly          

 

 

 

 

Name: Christine E. Headly  

 

 

 

 

Title: Executive Vice President

and Chief Financial Officer

 

3

 

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Section 2: EX-99.1 (EX-99.1)

fbss-ex991_7.pptx.htm

Slide 1

2 +

Slide 2

Today’s presentations may include forward-looking statements. These statements represent the Company’s beliefs regarding future events that, by their nature, are uncertain and outside of the Company’s control. The Company’s actual results and financial condition may differ, possibly materially, from what is indicated in these forward-looking statements. Additional information concerning the Company and its business, including additional factors that could materially affect the Company’s financial results, is included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 under “Management’s Discussion and Analysis of Financial Condition and Results of Operation.” Safe Harbor Statement

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2 + About us

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2 + 2 + The Fauquier Bank seeks Excellence through an Engaged and Empowered Team, building valued Relationships with our Customers and Community Excellence Relationships Empowerment Engagement Teamwork

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2 + Serving Northern Virginia since 1902 HQ Located in Warrenton, Virginia 11 Branches Senior Management Team NASDAQ: FBSS Marc J. Bogan - President & CEO Fauquier Bankshares, Inc. & The Fauquier Bank Christine E. Headly - Executive Vice President & Chief Financial Officer Fauquier Bankshares, Inc. & The Fauquier Bank Allison J. Dodson - Corporate Secretary Fauquier Bankshares, Inc. Senior Vice President, Director of Human Resources The Fauquier Bank Chip S. Register - Senior Vice President, Chief Information Officer & Chief Administrative Officer The Fauquier Bank Edna T. Brannan – Assistant Corporate Secretary Fauquier Bankshares, Inc. Senior Vice President, Chief Credit Officer The Fauquier Bank James E. Spedden, Jr. - Senior Vice President, Director of Commercial & Mortgage Banking The Fauquier Bank Patrick H. Heijmen – Senior Vice President, Director of Wealth Management Services The Fauquier Bank Sally C. Marks - Senior Vice President, Director of Trust Services The Fauquier Bank Tammy P. Frazier, CPA – Senior Vice President, Controller The Fauquier Bank Abbie G. Ford - Vice President, Director of Retail Banking The Fauquier Bank David W. Hauck - Vice President, Loan Support Manager The Fauquier Bank William A. Hoffman - Vice President, Director of Deposit & Technology Operations The Fauquier Bank

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Northern Virginia Marketplace CNBC’s America’s Top States for Business in 2019 Virginia ranked 1st in Overall Ranking 1st in Workforce & Education 3rd in Business Friendliness VIRGINIA WASHINGTON, D.C. MARYLAND FAUQUIER COUNTY PRINCE WILLIAM COUNTY The Plains New Baltimore View Tree Main Office / HQ Catlett Bealeton Bristow Gainesville Haymarket Sudley Road Centreville Road 47 MILES FROM TFB HQ TO WASHINGTON, D.C.

Slide 7

Financials

Slide 8

2 + Title Financial Snapshot 8

Slide 9

Title Financial Performance 9 * Adjusted based on net deferred tax revaluation

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Title Income Analysis 10 * Adjusted to show assets in transition due to conversion

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Title Loan Portfolio As of June 30, 2019 Total Loans $ 544 MM Weighted Average Loan Yields 2016 4.42 % 11 2017 4.49 % 2018 4.69 % H1 2019 4.86 %

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Title Deposit Portfolio As of June 30, 2019 Deposit Characteristics Total Core Deposits as % of Total Total Deposits $ 607 MM 84.68 % 12 Weighted Average Deposit Rates 2016 0.30% 2017 0.36% 2018 0.54% H1 2019 0.76%

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Title Source: FDIC – Deposit Market Share Report Data as of June 30, 2018. Only top ten banks shown. BB&T 17 1,441,653 18.57 % Wells Fargo 12 1,143,704 14.73% Bank of America 10 922,474 11.88% SunTrust Bank 11 878,384 11.31% Capital One 9 655,423 8.44% 11 566,145 7.29% United Bank 7 498,768 6.42% TD Bank 4 339,869 4.38% PNC Bank 10 295,455 3.81% Union Bank & Trust 2 186,321 2.40% Financial Institution Number of Branches Total Deposits ($000) Market Share Market: Fauquier County, Prince William County, and Manassas City Deposit Market Share As of June 30, 2018 13

Slide 14

Sample 1 EXCELLENCE • ENGAGEMENT • EMPOWERMENT • TEAM WORK • RELATIONSHIPS GROW BALANCE SHEET Take advantage of existing and new opportunities REDUCE EXPENSES Improve profitability by improving efficiencies IMPROVE PERFORMANCE Develop high performance mentality by using key metrics to compare to peers FOCUS ON EMPLOYEES Develop programs and initiatives to invest in employees REWARD SHAREHOLDERS Shareholders are the beneficiaries TAKE CARE OF CUSTOMERS Provide environment and resources for building relationships Strategy 14

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Customer First New Products Private Banking for High Net Worth Clients Relationship Product Online Lending Platform First Time Home Buyer Products Digital Banking Focus Upgraded app with mobile deposit Zelle Card & Fraud management 15

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2 + Title Wealth Management Services Brokerage Assets over $126 MM Wealth Management Assets over $446 MM $41 MM of New Business in 2019 Experience – Over 100 years of collective experience Access- Deep roots in our communities with accessibility that fits our clients needs Resources – Tools and advice to help customers Fiduciary Promise – Working with our clients’ best interest in mind 16

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2 + Title Strategic Tactics Creating Efficiencies Investing In Building Sustainable Earnings Lines of Business Technology Prince William County Training & Development 17

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2 + Contact information Marc J. Bogan President & Chief Executive Officer [email protected] Christine E. Headly Executive Vice President & Chief Financial Officer [email protected] Tammy P. Frazier, CPA Senior Vice President & Controller [email protected] www.tfb.bank

Slide 19

Title THANK YOU

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Title Photo Attributions “Warrenton Courthouse at Christmas”, “Main Street Snow”, “Afterglow”, “Ranch Road”, “Gold Cup over Water”, & “Sunset and Main” by Edward Payne- Pages 1, 4, 7, 17 https://www.edwardpaynephoto.com/ “Center Street, Old Town Manassas” by Jon Cornwell is licensed under CC BY 2.0 - Page 17 2 + Appendix

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