Accessibility StatementSkip Navigation SANDUSKY, Ohio, Nov. 6, 2025 /PRNewswire/ --Â Civista Bancshares, Inc. (NASDAQ: CIVB), the parent company of Civista Bank, today announced the successful completion of its merger with The Farmers Savings Bank, a community-focused institution headquartered in Spencer, Ohio. The transaction marks a strategic expansion for Civista into Medina and Lorain Counties, reinforcing its commitment to serving Ohio's communities with personalized banking solutions. The merger adds ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended - September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36192 Civista Bancshares, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of (I.R.S. Employ ...

Group 1 - The stock price of Civista Bancshares, Inc. (CIVB) has declined by approximately 4% since the downgrade in April 2025 [1] - The company has announced a new public offering of its shares following the downgrade [1]

Summary of Key Points Core Viewpoint - Civista Bancshares, Inc. (CIVB) has experienced a stock price decline of approximately 4% since a downgrade in April 2025, alongside the announcement of a new public offering of its shares [1]. Company Performance - The stock price of Civista Bancshares, Inc. has decreased by around 4% since the downgrade [1]. - The company has initiated a new public offering of its shares, indicating potential changes in capital structure or funding strategies [1].

Financial Data and Key Metrics Changes - The company reported net income of $12.8 million, or $0.68 per diluted share, representing a 53% increase from Q3 2024 and a 16% increase from the linked quarter [2] - Pre-provision net revenue increased by $4.9 million, or 45% year-over-year, and by $1.9 million, or 14% sequentially [3] - Net interest income totaled $34.5 million, consistent with the linked quarter, while the net interest margin declined by six basis points to 3.58% [3] - Non-interest income increased by $3 million, or 46.2% over the linked quarter, and was consistent with Q3 2024 [5] Business Line Data and Key Metrics Changes - Non-interest income for the quarter was $9.6 million, consistent with the prior year's third quarter, despite a $494,000 decline in leasing fees [6] - The company experienced a $55.1 million decline in total loans and leases, with significant declines in commercial and agricultural loans and non-owner occupied commercial real estate [8] - Residential loans increased by $27 million, indicating a shift in loan origination focus [9] Market Data and Key Metrics Changes - Total deposits grew by $33.4 million, with a $56.4 million increase in core deposit funding during the quarter [11][12] - The loan-to-deposit ratio was 95.8%, down from the linked quarter, with expectations to reduce this further post-acquisition of Farmers Savings Bank [14] Company Strategy and Development Direction - The company completed a follow-on common stock offering, raising $80.5 million to support organic growth and investments in technology and infrastructure [4] - The merger with Farmers Savings Bank is expected to enhance liquidity and expand the customer base, with preparations for system conversion underway [4][18] - The focus remains on organic growth, deepening customer relationships, and enhancing fee income through capital investments in technology and automation [25][27] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the economic environment across their footprint, noting strong credit quality and stable credit metrics [16] - The company anticipates loan growth returning to a mid-single-digit range for Q4 and increasing into mid to high single digits in 2026 [10][34] - The effective tax rate for the quarter was 18.5%, with expectations to remain in the 16% to 16.5% range for the remainder of the year [28] Other Important Information - The company announced a quarterly dividend of $0.17 per share, consistent with the prior quarter, representing a 3.3% yield [5] - The tangible common equity ratio increased from 6.7% to 9.21% due to strong earnings and successful capital raise, with expectations of a decline post-merger [15] Q&A Session Summary Question: Margin outlook with potential rate cuts - Management anticipates a margin expansion of about five basis points in Q4, considering potential rate cuts [23] Question: Capital priorities post-Farmers acquisition - The focus will be on organic growth and increasing tangible book value, with a disciplined approach to M&A [24][25] Question: Confidence in achieving loan growth targets - Management expressed confidence due to a strong pipeline and historical loan-generating capabilities [34] Question: Fee income outlook - Anticipated fee income for Q4 is projected to be around $9.2 million, including contributions from Farmers Savings Bank [39] Question: Loan yield decline explanation - The decline was attributed to a mix shift and competitive pricing, with expectations for yield improvement as loans reprice [42][44] Question: Timing of Farmers acquisition closure - The acquisition is expected to close shortly after the shareholder meeting on November 4 [50]

Financial Data and Key Metrics Changes - The company reported net income of $12.8 million, or $0.68 per diluted share, representing a 53% increase from Q3 2024 and a 16% increase from the linked quarter [2] - Pre-provision net revenue increased by $4.9 million, or 45%, compared to Q3 2024, and by $1.9 million, or 14%, from the linked quarter [3] - Net interest income totaled $34.5 million, consistent with the linked quarter, while the net interest margin declined by 6 basis points to 3.58% [3] - Non-interest income increased by $3 million, or 46.2%, over the linked quarter, remaining consistent with Q3 2024 [6] Business Line Data and Key Metrics Changes - Non-interest income for the quarter was $9.6 million, consistent with the prior year's third quarter, despite a decline in leasing fees [7] - The company experienced a $55.1 million decline in total loans and leases, with significant declines in commercial and agricultural loans and non-owner occupied commercial real estate [9] - Residential loans increased by $27 million, indicating a shift in loan origination focus [10] Market Data and Key Metrics Changes - Total deposits grew by $33.4 million, with a $56.4 million increase in core deposit funding during the quarter [12] - The loan-to-deposit ratio was 95.8%, down from the linked quarter, with expectations to reduce this ratio further post-acquisition [15] - The securities portfolio had $44.5 million of unrealized losses, a reduction of $8.9 million since December 31, 2024 [15] Company Strategy and Development Direction - The company completed a follow-on common stock offering, raising $80.5 million to support organic growth and investments in technology and infrastructure [4] - The merger with Farmers Savings Bank is expected to enhance the company's deposit base and overall growth strategy [4][19] - The focus remains on organic growth, deepening customer relationships, and expanding digital services [26] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the economic environment across their footprint, noting strong credit quality and stable credit metrics [17] - The company anticipates loan growth returning to a mid-single-digit range for Q4 and increasing into the mid to high single digits in 2026 [11] - Management highlighted the importance of capital investments in technology and automation to improve efficiency and profitability [28] Other Important Information - The company announced a quarterly dividend of $0.17 per share, consistent with the prior quarter, representing a 3.3% yield [5] - The effective tax rate for the quarter was 18.5%, with expectations to remain in the 16%-16.5% range for the remainder of the year [29] Q&A Session Summary Question: Margin outlook with potential rate cuts - Management anticipates a margin expansion of about 5 basis points in Q4, considering potential rate cuts [24] Question: Capital priorities post-Farmers acquisition - The focus will be on organic growth and increasing tangible book value, with M&A opportunities evaluated on a disciplined basis [25][26] Question: Confidence in achieving loan growth targets - Management expressed confidence due to a strong pipeline and historical loan-generating capabilities [35] Question: Fee income outlook - Anticipated fee income for Q4 is projected to be around $9.2 million, including contributions from Farmers [40] Question: Loan yield decline explanation - The decline was attributed to a mix shift and non-recurring items from the previous quarter, with expectations for yield improvement from upcoming repricing [43][44] Question: Timing of Farmers acquisition closure - The acquisition is expected to close shortly after the shareholder meeting on November 4, likely before mid-November [52] Question: Loan competition and pricing - Competition has increased, with rates falling below 6.5%, but demand remains consistent across markets [55][57]

Financial Data and Key Metrics Changes - The company reported net income of $12.8 million, or $0.68 per diluted share, representing a 53% increase from Q3 2024 and a 16% increase from the linked quarter [3][4] - Pre-provision net revenue increased by $4.9 million or 45% compared to Q3 2024, and by $1.9 million or 14% from the linked quarter [4][18] - Net interest income totaled $34.5 million, consistent with the linked quarter, while the net interest margin declined by six basis points to 3.58% [4][12] Business Line Data and Key Metrics Changes - Non-interest income increased by $3 million or 46.2% over the linked quarter, driven primarily by a $1.4 million increase in leasing operation fees [6][7] - Non-interest expense was $28.3 million, an increase of $845,000 or 3.1% over the linked quarter, mainly due to non-recurring acquisition expenses related to the merger [7][8] - The efficiency ratio improved to 61.5% compared to 64.5% for the linked quarter and 70.5% for the prior year's third quarter [8] Market Data and Key Metrics Changes - Total deposits grew by $33.4 million, with a $56.4 million increase in core deposit funding during the quarter [12][15] - The loan-to-deposit ratio was 95.8%, down from the linked quarter, with expectations to reduce this ratio further post-acquisition [15][16] - The securities portfolio was $657 million, representing 16% of the balance sheet, with unrealized losses of $44.5 million [16] Company Strategy and Development Direction - The company completed a follow-on common stock offering, raising $80.5 million to support organic growth and investments in technology and infrastructure [5][19] - The merger with Farmers Savings Bank is expected to enhance liquidity and expand the customer base, with preparations for system conversion underway [5][19] - The focus remains on organic growth, deepening customer relationships, and enhancing fee income through capital investments in technology and automation [24][25] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the economic environment across their footprint, noting strong credit quality and stable credit metrics [17][18] - The company anticipates loan growth to return to a mid-single-digit range for Q4 and increase into the mid to high single digits in 2026 [11][30] - The effective tax rate for the quarter was 18.5%, with expectations to remain in the 16 to 16.5% range for the remainder of the year [26] Other Important Information - The company announced a quarterly dividend of $0.17 per share, consistent with the prior quarter, representing a 3.3% yield [6] - The tangible common equity ratio increased from 6.7% to 9.21% due to strong earnings and the capital raise, with expectations of a decline post-merger [16] Q&A Session Summary Question: Margin outlook with potential rate cuts - Management anticipates a margin expansion of about five basis points in Q4, considering potential rate cuts [22] Question: Capital priorities post-Farmers acquisition - The focus will be on organic growth and increasing tangible book value, with a disciplined approach to M&A [23][24] Question: Confidence in achieving loan growth targets - Management expressed confidence due to a strong pipeline and historical loan-generating capabilities [30] Question: Fee income expectations - Anticipated fee income for Q4 is around $9.2 million, including contributions from Farmers Savings Bank [35] Question: Loan yield decline explanation - The decline was attributed to a mix shift and pricing competition, with expectations for yield improvement in the coming quarters [38][39] Question: Timing of Farmers acquisition closure - The acquisition is expected to close shortly after the Farmers shareholders meeting on November 4 [46] Question: Loan competition and pricing - Competition remains aggressive, with rates falling below 6.5% for better deals [50]

Financial Data and Key Metrics Changes - The company reported net income of $12.8 million or $0.68 per diluted share, a 53% increase from Q3 2024 and a 16% increase from the linked quarter [5] - Pre-provision net revenue increased by $4.9 million or 45% compared to Q3 2024 and by $1.9 million or 14% from the linked quarter [5] - Net interest income totaled $34.5 million, consistent with the linked quarter, while net interest margin declined by six basis points to 3.58% [5][6] - Non-interest income increased by $3 million or 46.2% over the linked quarter, totaling $9.6 million, consistent with Q3 2024 [8][10] Business Line Data and Key Metrics Changes - Non-interest income for the quarter was $9.6 million, with a $494,000 decline in leasing fees offset by increases in other categories [10] - The company experienced a decline in total loans and leases by $55.1 million, primarily due to over $120 million in payoffs [12] - Significant declines were noted in commercial and agricultural loans by $36 million and non-owner occupied commercial real estate by $48 million [13] Market Data and Key Metrics Changes - Total deposits grew by $33.4 million, with a reduction in brokered deposits by $23 million [16] - The loan-to-deposit ratio was 95.8%, down from the linked quarter, with expectations to reduce this further post-acquisition of Farmers Savings Bank [18] Company Strategy and Development Direction - The company plans to use new capital to reduce overnight borrowings and strengthen tangible common equity, while focusing on organic growth and technology investments [6][7] - The merger with Farmers Savings Bank is expected to close shortly after November 4, enhancing the company's deposit base and operational capabilities [7][20] - The company aims to streamline deposit accounts and enhance digital services to attract new customers and deepen existing relationships [17][30] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the economic environment across their footprint, noting strong credit quality and stable credit metrics [21][22] - The company anticipates organic loan growth returning to mid-single digits in Q4 and increasing into mid to high single digits in 2026 [15][40] - The effective tax rate for the quarter was 18.5%, with expectations to remain in the 16% to 16.5% range for the remainder of the year [34] Other Important Information - The company announced a quarterly dividend of $0.17 per share, consistent with the prior quarter, representing a 3.3% yield [8] - The tangible common equity ratio increased from 6.7% to 9.21% due to strong earnings and a successful capital raise [20] Q&A Session Summary Question: Margin outlook with potential rate cuts - Management anticipates margin expansion by five basis points in Q4 if rate cuts occur as expected [27] Question: Capital priorities post-Farmers acquisition - The focus will be on organic growth and increasing tangible book value, with M&A opportunities evaluated on a disciplined basis [28][30] Question: Confidence in achieving loan growth targets - Management noted a strong pipeline and historical loan generation capabilities, despite recent payoffs [39][40] Question: Fee income outlook - Anticipated fee income for Q4 is around $9.2 million, including contributions from Farmers [45] Question: Loan yield decline explanation - The decline was attributed to a mix shift and pricing competition, with expectations for yield improvement as loans reprice [48][49] Question: Timing of Farmers acquisition closure - The acquisition is expected to close shortly after the shareholder meeting on November 4 [54][55]

Core Insights - Civista Bancshares (CIVB) reported quarterly earnings of $0.68 per share, exceeding the Zacks Consensus Estimate of $0.61 per share, and up from $0.53 per share a year ago, representing an earnings surprise of +11.48% [1] - The company posted revenues of $44.18 million for the quarter ended September 2025, surpassing the Zacks Consensus Estimate by 1.78%, and an increase from $38.92 million year-over-year [2] - Civista Bancshares has outperformed consensus EPS estimates three times in the last four quarters and has also topped consensus revenue estimates three times during the same period [2] Earnings Outlook - The current consensus EPS estimate for the upcoming quarter is $0.66 on revenues of $43.62 million, while for the current fiscal year, the estimate is $2.66 on revenues of $169.12 million [7] - The estimate revisions trend for Civista Bancshares was mixed ahead of the earnings release, resulting in a Zacks Rank 3 (Hold) for the stock, indicating expected performance in line with the market [6] Industry Context - The Banks - Midwest industry, to which Civista Bancshares belongs, is currently ranked in the top 26% of over 250 Zacks industries, suggesting a favorable outlook compared to lower-ranked industries [8] - Empirical research indicates a strong correlation between near-term stock movements and trends in earnings estimate revisions, which can be tracked by investors [5]

Financial Performance - Net income for Q3 2025 was $12.8 million, a 53% increase from $8.4 million in Q3 2024, and a 16% increase from $11.0 million in Q2 2025[2] - Diluted earnings per common share rose to $0.68, up 28% from $0.53 in Q3 2024, and down from $0.71 in Q2 2025[2] - Net income for the nine months ended September 30, 2025, was $33,943,000, a 55.9% increase from $21,790,000 in the same period of 2024[53] - The return on average assets improved to 1.22% in Q3 2025, compared to 0.83% in Q3 2024, indicating enhanced asset efficiency[67] - The return on average equity for the same period was 10.70%, up from 8.73% a year earlier, demonstrating stronger profitability for shareholders[67] Income and Revenue - Net interest income increased by $5.3 million, or 18.2%, to $34.5 million compared to Q3 2024[12] - Noninterest income for Q3 2025 totaled $9.6 million, a decrease of 4.6% compared to the same period last year[18] - Total noninterest income increased to $9,633 million in Q3 2025 from $10,099 million in Q3 2024, showing a decrease of 4.6% year-over-year[68] - Total interest income for the three months ended September 30, 2025, was $55,240 million, an increase from $52,741 million in the same period last year, representing a growth of 9.5%[66] Efficiency and Ratios - Efficiency ratio improved to 61.4%, compared to 70.5% in Q3 2024 and 64.5% in Q2 2025, marking the fifth consecutive quarter of improvement[2] - The effective income tax rate for Q3 2025 was 18.5%, up from 15.6% in Q3 2024[23] - The equity to asset ratio improved to 12.13% as of September 30, 2025, from 9.48% as of December 31, 2024[55] - The Tier 1 leverage ratio improved to 10.96% from 8.80% in the previous quarter[74] Assets and Liabilities - Total assets as of September 30, 2025, were $4.1 billion, a decrease of 1.7% from June 30, 2025, but an increase of 0.4% from December 31, 2024[9] - Total loans at the end of the period reached $3,095,994, a slight increase of 0.5% from $3,081,230[48] - Total deposits increased to $3.2 billion, up 1.1% from June 30, 2025, and 0.6% from December 31, 2024[10] - Total shareholders' equity increased to $499.0 million as of September 30, 2025, up by $94.9 million from June 30, 2025[24] Expenses - Compensation expense decreased by $0.7 million for Q3 2025 compared to Q3 2024, primarily due to increased deferral of salaries related to loan originations[8] - Noninterest expense for the nine months ended September 30, 2025, was $82,935, a decrease of 1.5% from $84,225 in 2024[47] - Noninterest expense for the three months ended September 30, 2025, was $28,327 thousand, slightly down from $28,394 thousand in the same period last year, indicating cost management efforts[69] Mergers and Acquisitions - The company announced a definitive merger agreement to acquire The Farmers Savings Bank, expected to close in November 2025[8] - The merger with The Farmers Savings Bank is expected to close in November 2025, pending shareholder approval[27] - Non-recurring adjustments negatively impacted net income by approximately $0.7 million on a pre-tax basis due to acquisition-related expenses from the merger with The Farmers Savings Bank[85] Credit Quality - The allowance for credit losses to loans ratio was 1.30% as of September 30, 2025, compared to 1.29% at December 31, 2024[17] - Provision for credit losses decreased to $378,000 for the three months ended September 30, 2025, compared to $1,346,000 in the same period of 2024, reflecting improved asset quality[53] - Non-performing assets totaled $22,804,000 as of September 30, 2025, down from $32,852,000 as of December 31, 2024, indicating a reduction in credit risk[54]