Form 8-K - Current report

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): July 18, 2024

    

BV FINANCIAL, INC.

(Exact name of Registrant as Specified in Its Charter)


Maryland	001-36094	14-1920944
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7114 North Point Blvd.
Baltimore, Maryland		21219
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 410 477-5000

    

(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	BVFL	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 2.02. Results of Operations and Financial Condition.

On July 18, 2024, BV Financial, Inc. (the “Company”), the holding company for BayVanguard Bank, issued a press release announcing its financial results for the three and six months ended June 30, 2024. A copy of the Company's press release is attached as Exhibit 99.1 and is furnished herewith.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.1 Press Release dated July 18, 2024

104 Cover Page Interactive Data File (embedded within 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.


			BV FINANCIAL, INC.

Date:	July 19, 2024	By:	/s// Michael J. Dee
			Michael J. Dee Chief Financial Officer

Exhibit 99.1

Contact:

Michael J. Dee

Chief Financial Officer

(410) 477- 5000

BV FINANCIAL, INC. ANNOUNCES FINANCIAL RESULTS

Baltimore, Maryland, July 18, 2024– BV Financial, Inc. (NASDAQ: BVFL), the holding company for BayVanguard Bank (the “Bank”), today reported net income of $3.4 million, or $0.32 per diluted share, for the quarter ended June 30, 2024 compared to net income of $3.9 million, or $0.49 per diluted share, for the quarter ended June 30, 2023. Net income for the six-month period ended June 30, 2024 was $6.0 million or $0.52 per diluted share compared to net income of $7.0 million or $0.88 per diluted share for the six-month period ended June 30, 2023.

Financial Highlights

•

Return on average assets and return on average equity for the three months ended June 30, 2024 were 1.52% and 6.68%, respectively.

•

Net loans held to maturity decreased $2.4 million or 0.3% compared to December 31, 2023.

•

Deposits increased $6.2 million or 1.0% from $634.1 million at December 31, 2023 to $640.3 million at June 30, 2024.

•

Cash and cash equivalents increased by $16.9 million or 23.0% compared to December 31, 2023.

•

Non-accrual loans decreased $2.5 million or 22.0% to $8.2 million at June 30, 2024 from $10.6 million at December 31, 2023.

•

The Company recorded a recovery to the provision for credit losses of $111,000 for the three months ended June 30, 2024 and $92,000 for the six months ended June 30, 2024.

FINANCIAL CONDITION DISCUSSION

Total Assets. Total assets were $897.2 million at June 30, 2024, an increase of $11.9 million, or 1.4%, from $885.3 million at December 31, 2023. The increase was due primarily to a $16.9 million increase in cash, which was primarily offset by decreases in loans and securities.

Cash and Cash Equivalents. Cash and cash equivalents increased $16.9 million, or 23.0%, to $90.4 million at June 30, 2024 from $73.5 million at December 31, 2023. The increase in cash is a result of the increase in deposits and the decrease in other earning assets.

Loans Receivable. Loans receivable decreased $2.4 million, or 0.3%, to $702.4 million at June 30,2024 from $704.8 million at December 31, 2023. Decreases in owner occupied commercial real estate, 1-4 family non-owner occupied loans and 1-4 family owner occupied loans offset increases non-owner occupied commercial real estate and commercial non-real estate loans.

Securities. Securities available for sale decreased by $1.9 million or 5.5% from December 31, 2023 as paydowns in the mortgage-backed securities were not replaced with new purchases. The held-to-maturity portfolio experienced a slight decrease due to paydowns.

Total Liabilities. Total liabilities increased $5.5 million or 0.8%, to $691.7million at June 30,2024 from $686.2million at December 31, 2023. The increase was due primarily to the increase in interest-bearing deposits offsetting a decrease in borrowings as $3.0 million in junior subordinated debt was paid off in the first quarter of 2024.

Deposits. Total deposits increased $6.2 million, or 1.0% to $640.3 million at June 30, 2024 from $634.1 million at December 31, 2023. Interest-bearing deposits increased $7.2 million, or 1.5%, to $499.3 million at June 30,2024 from $492.1 million at December 31, 2023. Noninterest bearing deposits decreased $1.0 million, or 0.7%, to $141.0 million at June 30, 2024 from $142.0 million at December 31, 2023.

Stockholders’ Equity. Stockholders’ equity increased $6.4 million, or 3.2%, to $205.5 million at June 30, 2024 from $199.1 million at December 31, 2023 primarily due to net income during the period.

RESULTS OF OPERATION DISCUSSION

Net Income. Net income was $3.4 million or $0.32 per diluted share for the three months ended June 30, 2024 compared to $3.9 million or $0.49 per diluted share for the three months ended June 30, 2023. In the three months ended June 30, 2023, the Company recognized a gain on the sale of foreclosed real estate of $678,000. Net income was $6.0 million or $0.52 per diluted share for the six months ended June 30, 2024 compared to $7.0 million or $0.88 per diluted share for the six months ended June 30, 2023. In the six months ended June 30, 2023, the Company recognized a gain on the sale of foreclosed real estate of $678,000 and received $225,000 in life insurance proceeds.

Net Interest Income. Net interest income was $8.9 million for the three months ended June 30, 2024 compared to $8.2 million in the three months ended June 30, 2023.The net interest margin for the three months ended June 30, 2024 was 4.33% compared to 4.19% for the three months ended June 30, 2023. The increase in net interest income was due to higher average balances of interest earning assets and higher yields on these assets offsetting the increase in interest expense due to higher rates paid on deposits.

Net interest income was $16.9 million for the six months ended June 30, 2024, compared to $16.4 million in the six months ended June 30, 2023. The net interest margin for the six months ended June 30, 2024 was 4.12% compared to 4.26% for the six months ended June 30, 2023. The increase in net interest income was due to higher average balances of interest earning assets and higher yields on these assets offsetting the increase in interest expense due to higher rates paid on deposits.

Noninterest Income. For the three months ended June 30, 2024, noninterest income totaled approximately $600,000 compared to $1.4 million for the quarter ended June 30, 2023. For the quarter ended June 30, 2023, the Company recognized a gain of $678,000 on the sale of foreclosed real estate.

For the six months ended June 30, 2024, noninterest income totaled $1.2 million as compared to $2.2 million for the six months ended June 30, 2023. In the six-months ended June 30, 2023, the Company recognized a gain of $678,000 on the sale of foreclosed real estate and $225,000 in life insurance proceeds.

Noninterest Expense. For the three months ended June 30, 2024, noninterest expense totaled $4.9 million compared to $4.5 million in the three months ended June 30, 2023. Increases in compensation and benefits increased $232,000 or 8.1% due to increases in salary and benefits, occupancy expense increased by $43,000 or 11.7% due to higher rent and maintenance expenses, data processing expense increased by $34,000 or 10.0% due to annual increases and project expenses and professional fees increased due to price increases and the costs of being a public company.

For the six months ended June 30, 2024, noninterest expense totaled $9.8 million as compared to $9.2 million in the six months ended June 30, 2023. Increases in compensation and benefits increased $482,000 or 8.4% due to increases in staffing and salaries and benefits, occupancy expense increased by $65,000 or 8.3% due to higher rent and maintenance expenses, data processing expense increased by $62,000 or 9.0% due to annual increases and project expenses.

Asset Quality. Non-performing assets at June 30, 2024 totaled $8.4 million consisting of $8.2 million in nonperforming loans and $170,000 in other real estate owned, compared to $10.9 million at December 31, 2023, consisting of $10.7 million in non-performing loans and $170,000 in other real estate owned. During the quarter, our largest loan on non-accrual, a $6.8 million investor commercial real estate loan, was reduced by a $3.0 million cash payment. In July, the remaining $3.8 million balance paid off. At June 30, 2024, the allowance for credit losses on loans was $8.5 million, which represented 1.22% of total loans and 103.9% of non-performing loans compared to $8.5 million at December 31, 2023, which represented 1.21% of total loans and 81.0% of non-performing loans.

Forward-Looking Statements

This press release may contain certain forward-looking statements that are based on management’s current expectations regarding economic, legislative and regulatory issues that may impact the Company’s earnings in future periods. Factors that could cause future results to vary materially from current management expectations include, but are not limited to, general economic conditions, changes in interest rates, increased competitive pressures, the effects of inflation, potential recessionary conditions, general economic conditions or conditions within the securities markets, monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Board of Governors of the FRB, changes in the quality, size and composition of our loan and securities portfolios, changes in liquidity, including the size and

composition of our deposit portfolio and the percentage of uninsured deposits in the portfolio, changes in demand for our products and services, accounting and tax changes, deposit flows, real estate values and competition, changes in accounting and tax principles, policies or guidelines, changes in legislation or regulation and other economic, competitive, governmental, regulatory and technological factors affecting the Company’s operations, pricing, products and services, a failure in or breach of our operational or security systems or infrastructure, including cyber attacks that could adversely affect the Company’s financial condition and results of operations and the business in which the Company and the Bank are engaged and the failure to maintain current technologies, the failure to retain or attract employees.

BV Financial, Inc. is the parent company of BayVanguard Bank. BayVanguard Bank is headquartered in Baltimore, Maryland with fifteen branches in the Baltimore metropolitan area and the eastern shore of Maryland. The Bank is a full-service community-oriented financial institution dedicated to serving the financial service needs of consumers and businesses.



	At or For the Three Months						At or For the Six Months
	Ended June 30,						Ended June 30,
	2024			2023			2024			2023

Performance Ratios(1):
Return on average assets		1.52	%		1.78	%		1.34	%		1.62	%
Return on average equity		6.68	%		15.24	%		5.92	%		13.90	%
Interest rate spread(2)		3.61	%		3.77	%		3.36	%		3.92	%
Net interest margin(3)		4.33	%		4.19	%		4.12	%		4.26	%
Non-interest expense to average assets		2.19	%		2.07	%		2.21	%		2.14	%
Efficiency ratio(4)		51.53	%		46.57	%		54.42	%		49.27	%
Average interest-earning assets to average interest-bearing liabilities		154.65	%		135.48	%		154.62	%		135.05	%
Average equity to average assets		22.73	%		11.68	%		22.68	%		11.67	%
Credit Quality Ratios:
Allowance for credit losses as a percentage of total loans		1.22	%		1.16	%		1.22	%		1.16	%
Allowance for credit losses as a percentage of non-performing loans		103.88	%		179.14	%		103.88	%		179.14	%
Net charge-offs (recoveries) to average outstanding loans during the year		-0.01	%		-0.01	%		-0.02	%		-0.02	%
Non-performing loans as a percentage of total loans		1.17	%		0.65	%		1.17	%		0.65	%
Non-performing loans as a percentage of total assets		0.92	%		0.50	%		0.92	%		0.50	%
Total non-performing assets as a percentage of total assets		0.94	%		0.56	%		0.94	%		0.56	%

Other:
Number of offices	13			15			13			15
Number of full-time equivalent employees	116			117			116			117

(1) Performance ratios are annualized.
(2) Represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(3) Represents net interest income as a percentage of average interest-earning assets.
(4) Represents non-interest expenses divided by the sum of net interest income and non-interest income.


BV FINANCIAL, INC.
Consolidated Balance Sheets

	June 30, 2024			December 31, 2023
(dollars in thousands, except share amounts)	(unaudited)

Assets
Cash	$	9,334		$	9,260
Interest-bearing deposits in other banks		81,305			64,482
Cash and cash equivalents		90,639			73,742
Equity Investment		236			256
Securities available for sale		32,868			34,781
Securities held to maturity (fair value of $9,051 and $9,206, ACL of $5 and $6)		10,089			10,209
Loans held to maturity		702,373			704,802
Allowance for Credit Losses		(8,547	)		(8,554	)
Net Loans		693,826			696,248
Foreclosed real estate		170			170
Premises and equipment, net		13,503			14,250
Federal Home Loan Bank of Atlanta stock, at cost		654			626
Investment in life insurance		19,856			19,657
Accrued interest receivable		3,344			3,279
Goodwill		14,420			14,420
Intangible assets, net		922			1,012
Deferred tax assets, net		8,810			8,969
Other assets		7,825			7,635
Total assets	$	897,162		$	885,254
Liabilities and Stockholders' Equity
Liabilities
Noninterest-bearing deposits	$	141,040		$	142,030
Interest-bearing deposits		499,260			492,090
Total deposits		640,300			634,120

FHLB borrowings		—			—
Subordinated Debentures		34,806			37,251
Other liabilities		16,584			14,818
Total liabilities		691,690			686,189
Stockholders' equity
Preferred stock, $0.01 par value; 1,000,000 shares authorized; none issued or outstanding		—			—
Common stock, $0.01 par value; 45,000,000 shares authorized at June 30, 2024 and December 31, 2023; 11,387,723 shares issued and outstanding as of June 30, 2024 and 11,375,803 shares issued and outstanding as of December 31, 2023		114			114
Paid-in capital		110,694			110,465
Unearned common stock held by employee stock ownership plan		(7,244	)		(7,328	)
Retained earnings		103,745			97,772
Accumulated other comprehensive loss		(1,837	)		(1,958	)
Total stockholders' equity		205,472			199,065
Total liabilities and stockholders' equity	$	897,162		$	885,254


BV FINANCIAL, INC.
Consolidated Statements of Income


(dollars in thousands, except per share amounts)	Three Months Ended June 30,						Six Months Ended June 30,
Interest Income	2024			2023			2024			2023
Loans, including fees	$	10,177		$	9,327		$	19,959		$	18,100
Investment securities available for sale		306			277			612			543
Investment securities held to maturity		91			92			183			186
Other interest income		1,043			843			1,867			1,398
Total interest income		11,617			10,539			22,621			20,227
Interest Expense
Interest on deposits		2,242			1,266			4,228			1,931
Interest on FHLB borrowings		-			495			-			783
Interest on Subordinated debentures		466			541			1,521			1,075
Total interest expense		2,708			2,302			5,749			3,789
Net interest income		8,909			8,237			16,872			16,438
Provision for (recovery of) credit losses		(111	)		(150	)		(92	)		(147	)
Net interest income after provision for (recovery of) credit losses		9,020			8,387			16,964			16,585
Noninterest Income
Service fees on deposits		97			101			200			195
Fees from debit cards		182			188			354			360
Income from investment in life insurance		112			145			199			464
Gain on sale of foreclosed real estate		-			678			-			678
Other income		205			258			421			481
Total noninterest income		596			1,370			1,174			2,178
Noninterest Expense
Compensation and related benefits		3,091			2,859			6,220			5,738
Occupancy		409			366			847			782
Data processing		374			340			751			689
Advertising		6			14			11			28
Professional fees		244			176			356			376
Equipment		103			108			205			213
Foreclosed real estate holding costs		11			32			16			159
Amortization of intangible assets		45			46			90			92
FDIC insurance premiums		81			64			164			118
Other expense		533			539			1,160			1,049
Total noninterest expense		4,897			4,544			9,820			9,244
Net income before tax		4,719			5,213			8,318			9,519
Income tax expense		1,320			1,314			2,345			2,505
Net income	$	3,399		$	3,899		$	5,973		$	7,014
Basic earnings per share	$	0.32		$	0.49		$	0.52		$	0.88
Diluted earnings per share	$	0.32		$	0.49		$	0.52		$	0.88


BV FINANCIAL, INC.
Average Balance Sheet for the Quarters ended June 30,
(Dollars in thousands)

	For the Three Months Ended June 30,
	2024								2023
(dollars in thousands)	Average Outstanding Balance			Interest		Average Yield/Rate			Average Outstanding Balance			Interest		Average Yield/Rate
	(Unaudited)
Interest-earning assets:
Loans	$	705,516		$	10,177		5.79	%	$	679,179		$	9,327		5.51	%
Securities available-for-sale		33,445			306		3.67	%		35,240			277		3.15	%
Securities held-to-maturity		10,777			91		3.39	%		12,415			92		2.99	%
Cash, cash equivalents and other interest-earning assets		75,031			1,043		5.59	%		61,780			843		5.49	%
Total interest-earning assets		824,769			11,617		5.65	%		788,614			10,539		5.36	%
Noninterest-earning assets		67,088								87,991
Total assets	$	891,857							$	876,605

Interest-bearing liabilities:
Interest-bearing demand deposits	$	86,892			237		1.09	%	$	87,647			143		0.65	%
Savings deposits		139,980			96		0.28	%		159,790			52		0.13	%
Money market deposits		93,787			475		2.03	%		91,957			140		0.61	%
Certificates of deposit		177,859			1,434		3.23	%		168,064			931		2.22	%
Total interest-bearing deposits		498,518			2,242		1.80	%		507,458			1,266		1.00	%
Federal Home Loan Bank advances		—			—		—			37,500			495		5.29	%
Subordinated debentures		34,789			466		5.36	%		37,122			541		5.85	%
Total borrowings		34,789			466		5.37	%		74,622			1,036		5.57	%
Total interest-bearing liabilities		533,307			2,708		2.04	%		582,080			2,302		1.59	%
Noninterest-bearing demand deposits		139,070								149,444
Other noninterest-bearing liabilities		16,627								42,715
Total liabilities		689,004								774,239
Equity		202,853								102,366
Total liabilities and equity	$	891,857							$	876,605
Net interest income				$	8,909							$	8,237
Net interest rate spread							3.61	%							3.77	%
Net interest-earning assets	$	291,462							$	206,534
Net interest margin							4.33	%							4.19	%
Average interest-earning assets to interest-bearing liabilities		154.65	%							135.48	%


BV FINANCIAL, INC.
Average Balance Sheet for the Six Months ended June 30
(Dollars in thousands)

	For the Six Months Ended June 30,
	2024								2023
(dollars in thousands)	Average Outstanding Balance			Interest		Average Yield/Rate			Average Outstanding Balance			Interest		Average Yield/Rate
	(Unaudited)
Interest-earning assets:
Loans	$	706,942		$	19,959		5.54	%	$	673,564		$	18,100		5.42	%
Securities available-for-sale		33,745			612		3.61	%		35,685			543		3.07	%
Securities held-to-maturity		10,796			183		3.41	%		12,166			186		3.08	%
Cash, cash equivalents and other interest-earning assets		68,856			1,867		5.28	%		56,362			1,398		5.02	%
Total interest-earning assets		820,339			22,621		5.41	%		777,777			20,227		5.24	%
Noninterest-earning assets		67,273								87,176
Total assets	$	887,612							$	864,953

Interest-bearing liabilities:
Interest-bearing demand deposits	$	85,721			473		1.12	%	$	89,733			161		0.36	%
Savings deposits		143,304			161		0.18	%		162,290			92		0.11	%
Money market deposits		90,762			827		1.61	%		95,749			236		0.50	%
Certificates of deposit		175,477			2,767		3.09	%		160,207			1,441		1.81	%
Total interest-bearing deposits		495,264			4,228		1.62	%		507,979			1,930		0.77	%
Federal Home Loan Bank advances		—			—		—			30,862			783		5.12	%
Subordinated debentures		35,297			1,521		11.82	%		37,096			1,076		5.85	%
Total borrowings		35,297			1,521		11.82	%		67,958			1,859		5.52	%
Total interest-bearing liabilities		530,561			5,749		2.31	%		575,937			3,789		1.33	%
Noninterest-bearing demand deposits		139,381								154,521
Other noninterest-bearing liabilities		16,384								33,598
Total liabilities		686,326								764,056
Equity		201,286								100,897
Total liabilities and equity	$	887,612							$	864,953
Net interest income				$	16,872							$	16,438
Net interest rate spread							3.36	%							3.92	%
Net interest-earning assets	$	289,778							$	201,840
Net interest margin							4.12	%							4.26	%
Average interest-earning assets to interest-bearing liabilities		154.62	%							135.05	%


ALLOWANCE FOR CREDIT LOSS - LOANS
(Dollars in thousands)
	QTR			YTD
	6/30/2024			6/30/2024

Beginning Balance	$	8,506		$	8,554

Provision for credit losses -loans		(25	)		(159	)

Net Charge-offs (recoveries):
Owner Occupied 1-4		(56	)		(108	)
Non-Owner Occupied 1-4		(11	)		(39	)
Investor Commercial Real Estate		—			(2	)
OO Commercial Real Estate		—			(2	)
Construction & Land		(1	)		(2	)
Farm Loans		—			—
Marine & Consumer		2			1
Guaranteed by the US Gov't		—			—
Commercial		—			—
Net charge-offs (recoveries)		(66	)		(152	)

Ending Balance- ACL for Loans	$	8,547		$	8,547

Balance Reserve for unfunded loan commitments		275			275
Balance Reserve for HTM Securities		5			5
Total ACL	$	8,827		$	8,827

Provision expense for Unfunded Commitments		(85	)		68
Provision expense for HTM Securities		(1	)		(1	)
Total other provision expense	$	(86	)	$	67
Total provision for (recovery of )credit losses	$	(111	)	$	(92	)

Document And Entity Information	Jul. 18, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 18, 2024
Entity Registrant Name	BV FINANCIAL, INC.
Entity Central Index Key	0001302387
Entity Emerging Growth Company	true
Entity File Number	001-36094
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	14-1920944
Entity Address, Address Line One	7114 North Point Blvd.
Entity Address, City or Town	Baltimore
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21219
City Area Code	410
Local Phone Number	477-5000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Ex Transition Period	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	BVFL
Security Exchange Name	NASDAQ