Form 8-K - Current report

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 6, 2024

FIRST SAVINGS FINANCIAL GROUP, INC.

(Exact Name of Registrant as Specified in Charter)

Indiana	001-34155	37-1567871
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)

702 North Shore Drive, Suite 300, Jeffersonville, Indiana	47130
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (812) 283-0724

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, par value $0.01 per share		FSFG		The 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 (§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 5.07.

Submission of Matters to a Vote of Security Holders

The 2024 Annual Meeting of Shareholders of First Savings Financial Group, Inc. (the “Company”) was held on February 6, 2024. The final results of the vote on each matter submitted to a vote of shareholders are as follows:

The following individuals were elected as directors of the Company, each to serve for a three-year term or until his successor is duly elected and qualified, by the following vote:

	For	Withhold	Broker Non-Votes

Pamela Bennett-Martin	3,715,248	478,295	1,555,174
Martin A. Padgett	3,621,764	571,779	1,555,174
John E. Colin	3,051,803	1,141,740	1,555,174

The appointment of FORVIS, LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2024, was ratified by the following non-binding advisory vote:

For	Against	Abstain	Broker Non-Votes

4,965,566	735,739	47,412	0

A resolution to approve the compensation of the Company’s named executive officers, as disclosed in the proxy statement, was approved by the following non-binding advisory vote:

For	Against	Abstain	Broker Non-Votes

3,400,149	673,507	119,887	1,555,174

Item 7.01.

Regulation FD Disclosure.

President and Chief Executive Officer, Larry W. Myers, delivered remarks at the 2024 Annual Meeting of Shareholders. The text of his remarks is furnished as Exbibit 99.1 hereto and is incorporated into this Item 7.01 by reference.

Item 9.01. Financial Statements and Exhibits.

(a)

Not applicable.

(b)

Not applicable.

(c)

Not applicable

(d)

Exhibits

99.1

Remarks Delivered by President and Chief Executive Officer, Larry W. Myers

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.

	FIRST SAVINGS FINANCIAL GROUP, INC.


Date:February 6, 2024	By:	/s/ Tony A. Schoen
		Tony A. Schoen
		Chief Financial Officer

Exhibit 99.1

REMARKS DELIVERED BY PRESIDENT AND CHIEF EXECUTIVE OFFICER, LARRY W. MYERS, AT THE 2024 ANNUAL MEETING OF SHAREHOLDERS OF FIRST SAVINGS FINANCIAL GROUP, INC.

Jeffersonville, Indiana — February 6, 2024. Larry W. Myers, President and Chief Executive Officer of First Savings Financial Group, Inc. (NASDAQ: FSFG - news) (the "Company"), the holding company for First Savings Bank (the "Bank"), and the Bank, delivered the following remarks at the Company’s 2024 Annual Meeting of Shareholders held on February 6, 2024.

Welcome once again to the annual meeting of shareholders of First Savings Financial Group, Inc.

Our performance in 2023 can be summarized in one word – unacceptable. It was unacceptable to our shareholders, to our community stakeholders, and most importantly, it is unacceptable to our team. This is not who we are or who we strive to be. We have spent the last 15 years building an incredible bank. To have a year like 2023 was, well, just unacceptable.

I can provide this audience with plenty of excuses for 2023’s performance, some of which are very good. However, excuses are a feeble attempt to pass responsibility. Accepting responsibility is the starting point for moving forward. We have accepted that responsibility to get us back on the path of success.

During 2023, we recognized the storm that was headed our direction. We took a number of significant steps toward improving our performance. Early in the year, we tightened our lending standards, shying away from out-of-market activities in order to preserve liquidity for our core banking clients and decelerating the overall growth of the Bank. In June, we sold approximately $80 million in lower yielding securities, using the proceeds to repay high-cost borrowings. Throughout the year, we worked persistently to right-size our mortgage banking unit, bringing the staffing levels down from a peak of 430 to 134 employees in September, before finally ceasing operations in November. Along with that decision we sold the mortgage servicing rights portfolio, which was priced near the top of the market and closed in November of 2023. While the exit from mortgage banking was difficult, our short time with this business line was very beneficial for our shareholders. All of these steps during 2023 were part of our overall strategy to de-lever and decrease risk for our institution.

2023 was also a year of moving mountains. We began the year with a new external auditor FORVIS, which included a heightened level of expectations. Our accounting team worked diligently to satisfy these new expectations, with additional work to be done. At this point, I would like to take the opportunity to recognize and thank Monroe Shine for their 50 plus years of service to our organization as auditor and tax counsel. They have been a great partner and advisor. In August, we completed our core operating system conversion, which was the culmination of an 18-month project that required thousands of hours of effort across multiple departments. When fully deployed the new system will improve our business intelligence and create efficiencies. In October 2023, we adopted CECL, which required an incredible amount of work from our accounting and credit administration staff. The end result bolstered our reserves for credit losses on an already strong loan portfolio.

Looking to 2024, there are still a number of significant challenges. The competition for deposits will be fierce. The current interest rate environment will continue to pressure on our net interest margin NIM. This tight NIM will challenge us to be more efficient and seek cost savings at every turn. Also, this could be the year when the long-anticipated recession finally occurs, potentially impacting credit quality.

On the positive side for 2024, our loan portfolios are well positioned for any downturn. Currently, we have the lowest classified credits to capital ratio the Bank has ever reported. Our credit discipline in prior years is paying dividends today. We continue to experience good profitability in our core banking unit. Recently we have seen a number of successes in deposit gathering, bringing in nearly $40 million in new relationships in January. Our Small Business Lending unit is fully staffed and producing at an increasingly robust level, currently with largest pipeline in this business line’s history.

In closing, I want to thank the staff and the Board of Directors for keeping their focus in a challenging year. I thank our shareholders for bearing with us as we navigate these choppy waters. In 2024, we must do better, and we will.

Cover	Feb. 06, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 06, 2024
Entity File Number	001-34155
Entity Registrant Name	FIRST SAVINGS FINANCIAL GROUP, INC.
Entity Central Index Key	0001435508
Entity Tax Identification Number	37-1567871
Entity Incorporation, State or Country Code	IN
Entity Address, Address Line One	702 North Shore Drive
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	Jeffersonville
Entity Address, State or Province	IN
Entity Address, Postal Zip Code	47130
City Area Code	812
Local Phone Number	283-0724
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	FSFG
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false