MVB Financial Corp. Announces Second Quarter 2025 Results [Executive Summary & CEO Commentary](index=1&type=section&id=Executive%20Summary%20%26%20CEO%20Commentary) The company reported net income of $2.0 million, highlighting accelerated loan growth and improved asset quality despite earnings falling short of expectations Second Quarter 2025 Key Financials | Metric | Q2 2025 | | :----- | :------ | | Net Income | $2.0 million | | Basic EPS | $0.16 | | Diluted EPS | $0.15 | Second Quarter 2025 Performance Highlights (vs. Q1 2025) | Metric | Change | | :----- | :----- | | Pre-tax, pre-provision income | +3.5% | | Net interest margin | +3 bps (to 3.66%) | | Noninterest income | +13.4% | | Loan growth | +4.4% | | Deposit growth | +8.5% | - The Company repurchased **314,580 shares for $6.4 million** at an average cost of $20.28 per share, reflecting a commitment to shareholder value[3](index=3&type=chunk)[5](index=5&type=chunk) - Loan growth accelerated after **five consecutive quarters of contraction**, with a strong pipeline for the second half of the year[4](index=4&type=chunk) - Reported earnings fell short of expectations primarily due to the timing of loan growth, which occurred late in the quarter, resulting in provisioning without corresponding interest income[6](index=6&type=chunk) Second Quarter 2025 Key Highlights [Operating Performance & Leverage](index=2&type=section&id=Operating%20Performance%20%26%20Leverage) The company achieved positive operating leverage driven by cost stabilization and a 13.4% increase in noninterest income - Positive operating leverage was driven by cost stabilization[8](index=8&type=chunk) Noninterest Income & Expense (QoQ) | Metric | Q2 2025 | Q1 2025 | Change (QoQ) | | :----- | :------ | :------ | :----------- | | Total Noninterest Income | $7.9 million | $7.0 million | +13.4% (+$0.9 million) | | Total Noninterest Expense | $28.6 million | $28.7 million | -0.5% (-$0.1 million) | - The increase in noninterest income was primarily due to an increase in equity method investment income from the mortgage segment, partially offset by declines in other income categories[8](index=8&type=chunk) - Noninterest expense remained relatively flat, consistent with recently-instituted cost control initiatives[8](index=8&type=chunk) [Net Interest Margin & Earning Assets](index=2&type=section&id=Net%20Interest%20Margin%20%26%20Earning%20Assets) Net interest margin expanded by three basis points to 3.69% on a fully tax-equivalent basis, driven by an improved earning asset mix Net Interest Margin & Earning Assets (QoQ) | Metric | Q2 2025 | Q1 2025 | Change (QoQ) | | :----- | :------ | :------ | :----------- | | Net Interest Margin (FTE) | 3.69% | 3.66% | +3 bps | | Average Earning Assets | $2.82 billion | $2.97 billion | -5.2% (-$155.0 million) | | Yield on Interest Earning Assets | 6.04% | 5.91% | +13 bps | | Total Cost of Funds | 2.41% | 2.28% | +13 bps | - Net interest margin expansion was powered by an improved earning asset mix and higher yields[8](index=8&type=chunk) - The decline in average earning assets primarily reflected seasonal considerations related to banking-as-a-service operations, resulting in a significant decline in average cash balances[8](index=8&type=chunk) - The increase in total cost of funds primarily reflected seasonal considerations, which resulted in a change in deposit mix and a lower balance of average noninterest bearing deposits[8](index=8&type=chunk) [Loan & Deposit Growth](index=2&type=section&id=Loan%20%26%20Deposit%20Growth) Total loan balances increased by 4.4% and total deposits grew by 8.5% quarter-over-quarter, with noninterest-bearing deposits representing 37.4% of total deposits Loan & Deposit Growth (QoQ) | Metric | Q2 2025 | Q1 2025 | Change (QoQ) | | :----- | :------ | :------ | :----------- | | Total Loan Balances | $2.15 billion | $2.06 billion | +4.4% (+$90.0 million) | | Total Deposits | $2.80 billion | $2.58 billion | +8.5% (+$220.6 million) | | Noninterest-Bearing (NIB) Deposits | $1.05 billion | $1.03 billion | +1.7% (+$17.0 million) | | NIB Deposits as % of Total Deposits | 37.4% | 40.0% | -2.6 percentage points | | Loan-to-Deposit Ratio | 76.8% | 79.9% | -3.1 percentage points | - Loan growth was primarily due to increased loan demand and improved market conditions[8](index=8&type=chunk) [Capital & Asset Quality](index=3&type=section&id=Capital%20%26%20Asset%20Quality%20(Highlights)) The company maintained a strong capital foundation with improved asset quality, evidenced by a decline in criticized loans and lower net charge-offs - The company is maintaining a strong and resilient foundation[11](index=11&type=chunk) Asset Quality Metrics (QoQ) | Metric | Q2 2025 | Q1 2025 | Change (QoQ) | | :----- | :------ | :------ | :----------- | | Criticized Loans | $112.9 million | $135.5 million | -16.6% (-$22.5 million) | | Criticized Loans as % of Total Loans | 5.2% | 6.6% | -1.4 percentage points | | Net Charge-offs (annualized) | $0.2 million (0.04%) | $0.9 million (0.2%) | -77.8% (-$0.7 million) | | Provision for Credit Losses | $2.0 million | $0.2 million | +$1.8 million | | Allowance for Credit Losses as % of Total Loans | 1.0% | 0.9% | +0.1 percentage points | Capital Ratios (QoQ) | Metric | Q2 2025 | Q1 2025 | Change (QoQ) | | :----- | :------ | :------ | :----------- | | Community Bank Leverage Ratio | 11.4% | 10.9% | +0.5 percentage points | | Tier 1 Risk-Based Capital Ratio | 14.6% | 15.5% | -0.9 percentage points | | Total Risk-Based Capital Ratio | 15.5% | 16.4% | -0.9 percentage points | | Tangible Common Equity Ratio (non-GAAP) | 9.3% | 10.2% | -0.9 percentage points | - The increase in provision for credit losses was primarily attributable to loan growth[11](index=11&type=chunk) [Shareholder Value Initiatives](index=1&type=section&id=Shareholder%20Value%20Initiatives%20(Highlights)) The company actively repurchased shares under a $10 million authorization, reflecting its ongoing commitment to shareholder value - The company actively repurchased stock following the authorization of a **$10 million share repurchase plan** in late May[5](index=5&type=chunk) Share Repurchase Activity (Q2 2025) | Metric | Value | | :----- | :---- | | Shares Repurchased | 314,580 | | Total Cost | $6.4 million | | Average Cost per Share | $20.28 | Income Statement Analysis [Net Interest Income](index=3&type=section&id=Net%20Interest%20Income) Net interest income declined due to lower average earning assets, partially offset by a higher net interest margin Net Interest Income (FTE) | Metric | Q2 2025 | Q1 2025 | Q2 2024 | Change (QoQ) | Change (YoY) | | :----- | :------ | :------ | :------ | :----------- | :----------- | | Net Interest Income (FTE) | $26.0 million | $26.9 million | $27.7 million | -3.4% (-$0.9 million) | -6.4% (-$1.8 million) | - The decline from both prior periods reflects a lower balance of total average earning assets, partially offset by a higher net interest margin[9](index=9&type=chunk) Interest Income & Expense | Metric | Q2 2025 | Q1 2025 | Q2 2024 | Change (QoQ) | Change (YoY) | | :----- | :------ | :------ | :------ | :----------- | :----------- | | Interest Income | $42,384 | $43,229 | $46,127 | -2.0% (-$0.8 million) | -8.1% (-$3.7 million) | | Interest Expense | $16,604 | $16,553 | $18,557 | +0.3% (+$0.1 million) | -10.5% (-$2.0 million) | | Cost of Funds | 2.41% | 2.28% | 2.54% | +13 bps | -13 bps | - The QoQ decline in interest income reflects declines in interest income from cash balances, while the YoY decline reflects lower interest income from loans and cash[10](index=10&type=chunk)[12](index=12&type=chunk) - The higher cost of funds QoQ reflects a shift in the mix of average deposits due to typical seasonal considerations related to banking-as-a-service operations[13](index=13&type=chunk) [Noninterest Income](index=4&type=section&id=Noninterest%20Income) Noninterest income increased significantly, driven by higher equity method investment income from the mortgage segment Total Noninterest Income | Metric | Q2 2025 | Q1 2025 | Q2 2024 | Change (QoQ) | Change (YoY) | | :----- | :------ | :------ | :------ | :----------- | :----------- | | Total Noninterest Income | $7.9 million | $7.0 million | $7.1 million | +$0.9 million | +$0.8 million | - The QoQ increase is primarily attributable to a **$1.7 million increase in equity method investment income** from the mortgage segment, partially offset by declines in other income categories[14](index=14&type=chunk) - The YoY increase was primarily driven by a **$1.8 million increase in equity method investment income** from the mortgage segment, partially offset by a decline in compliance consulting income[14](index=14&type=chunk) [Noninterest Expense](index=5&type=section&id=Noninterest%20Expense) Total noninterest expense saw a slight decline quarter-over-quarter and year-over-year, reflecting cost control initiatives Total Noninterest Expense | Metric | Q2 2025 | Q1 2025 | Q2 2024 | Change (QoQ) | Change (YoY) | | :----- | :------ | :------ | :------ | :----------- | :----------- | | Total Noninterest Expense | $28.6 million | $28.7 million | $28.9 million | -$0.1 million | -$0.4 million | - The QoQ decline primarily reflects a **$0.6 million decrease in salaries and employee benefits**, partially offset by increases in other expense categories[16](index=16&type=chunk) - The YoY decline primarily reflects a **$1.7 million decrease in professional fees**, partially offset by increases in other operating expenses[16](index=16&type=chunk) Balance Sheet Analysis [Loans](index=5&type=section&id=Loans) Total loans increased by 4.4% quarter-over-quarter due to stronger demand, but declined by 2.4% year-over-year due to portfolio management Total Loans | Metric | June 30, 2025 | March 31, 2025 | June 30, 2024 | Change (QoQ) | Change (YoY) | | :----- | :------------ | :------------- | :------------ | :----------- | :----------- | | Total Loans | $2.15 billion | $2.06 billion | $2.21 billion | +4.4% (+$90.0 million) | -2.4% (-$53.5 million) | - The increase in loan balances relative to the prior quarter primarily reflects stronger loan demand and improved market conditions[17](index=17&type=chunk) - The decline relative to the same period a year ago reflects portfolio management and the impact of loan amortization and payoffs[17](index=17&type=chunk) [Deposits](index=5&type=section&id=Deposits) Total deposits grew 8.5% QoQ driven by the Fintech space, while noninterest-bearing deposits also increased Total Deposits | Metric | June 30, 2025 | March 31, 2025 | June 30, 2024 | Change (QoQ) | Change (YoY) | | :----- | :------------ | :------------- | :------------ | :----------- | :----------- | | Total Deposits | $2.80 billion | $2.58 billion | $2.88 billion | +8.5% (+$220.6 million) | -2.7% (-$78.4 million) | | Noninterest-Bearing (NIB) Deposits | $1.05 billion | $1.03 billion | $0.98 billion | +1.7% (+$17.0 million) | +6.7% (+$66.3 million) | | NIB Deposits as % of Total Deposits | 37.4% | 40.0% | 34.1% | -2.6 percentage points | +3.3 percentage points | - The increase in deposits relative to the prior quarter primarily reflects an increased volume in the Fintech banking space[18](index=18&type=chunk) - Relative to the same period a year ago, the decline in total deposits primarily reflects a **$193.1 million decline in brokered certificates of deposit**[18](index=18&type=chunk) [Off-Balance Sheet Deposits](index=5&type=section&id=Off-Balance%20Sheet%20Deposits) Off-balance sheet deposits declined significantly both quarter-over-quarter and year-over-year, primarily due to seasonal factors and lower deposit balances Off-Balance Sheet Deposits | Metric | June 30, 2025 | March 31, 2025 | June 30, 2024 | Change (QoQ) | Change (YoY) | | :----- | :------------ | :------------- | :------------ | :----------- | :----------- | | Off-Balance Sheet Deposits | $1.11 billion | $1.52 billion | $1.36 billion | -27.5% (-$418.4 million) | -18.7% (-$253.4 million) | - The decline in off-balance sheet deposits relative to the prior quarter primarily reflects typical seasonality in certain deposit relationships[20](index=20&type=chunk) - Off-balance sheet deposit networks are utilized to generate fee income, enhance capital efficiency and manage liquidity and concentration risk[20](index=20&type=chunk) Capital Management [Capital Ratios](index=6&type=section&id=Capital%20Ratios) MVB maintained strong capital ratios, with the Community Bank Leverage Ratio increasing both quarter-over-quarter and year-over-year Capital Ratios | Metric | June 30, 2025 | March 31, 2025 | June 30, 2024 | Change (QoQ) | Change (YoY) | | :----- | :------------ | :------------- | :------------ | :----------- | :----------- | | Community Bank Leverage Ratio | 11.4% | 10.9% | 10.7% | +0.5 pp | +0.7 pp | | Tier 1 Risk-Based Capital Ratio | 14.6% | 15.5% | 14.6% | -0.9 pp | 0.0 pp | | Total Risk-Based Capital Ratio | 15.5% | 16.4% | 15.4% | -0.9 pp | +0.1 pp | | Tangible Common Equity Ratio (non-GAAP) | 9.3% | 10.2% | 8.9% | -0.9 pp | +0.4 pp | [Dividends & Share Repurchases](index=6&type=section&id=Dividends%20%26%20Share%20Repurchases) The company maintained its quarterly cash dividend and continued its share repurchase program, buying back 314,580 shares for $6.4 million Shareholder Returns | Metric | Q2 2025 | Q1 2025 | Q2 2024 | | :----- | :------ | :------ | :------ | | Quarterly Cash Dividend per Share | $0.17 | $0.17 | $0.17 | Share Repurchase Activity (Q2 2025) | Metric | Value | | :----- | :---- | | Shares Repurchased | 314,580 | | Total Cost | $6.4 million | | Average Cost per Share | $20.28 | | Authorized Program | Up to $10 million | Asset Quality Review [Loan Quality Metrics](index=6&type=section&id=Loan%20Quality%20Metrics) Nonperforming loans remained stable at 1.0% of total loans, while criticized loans significantly declined quarter-over-quarter due to payoffs and upgrades Loan Quality Metrics | Metric | June 30, 2025 | March 31, 2025 | June 30, 2024 | Change (QoQ) | Change (YoY) | | :----- | :------------ | :------------- | :------------ | :----------- | :----------- | | Nonperforming Loans | $21.1 million | $20.3 million | $23.1 million | +$0.8 million | -$2.0 million | | Nonperforming Loans as % of Total Loans | 1.0% | 1.0% | 1.0% | 0.0 pp | 0.0 pp | | Criticized Loans | $112.9 million | $135.5 million | $125.8 million | -$22.5 million | -$12.9 million | | Criticized Loans as % of Total Loans | 5.2% | 6.6% | 5.7% | -1.4 pp | -0.5 pp | | Classified Loans as % of Total Loans | 3.0% | 3.2% | 2.2% | -0.2 pp | +0.8 pp | | Net Charge-offs (annualized) | $0.2 million (0.04%) | $0.9 million (0.2%) | $0.9 million (0.2%) | -$0.7 million | -$0.7 million | - The decline in criticized loans from the prior periods primarily reflects two commercial loans that were paid off and risk grade upgrades on certain loans[24](index=24&type=chunk) [Provision for Credit Losses](index=6&type=section&id=Provision%20for%20Credit%20Losses) The provision for credit losses increased significantly quarter-over-quarter, primarily driven by the growth in total loans Provision for Credit Losses & ACL | Metric | Q2 2025 | Q1 2025 | Q2 2024 | Change (QoQ) | Change (YoY) | | :----- | :------ | :------ | :------ | :----------- | :----------- | | Provision for Credit Losses | $2.0 million | $0.2 million | $0.3 million | +$1.8 million | +$1.7 million | | Allowance for Credit Losses as % of Total Loans | 1.0% | 0.9% | 1.0% | +0.1 pp | 0.0 pp | - The **$2.0 million provision for credit losses** recorded during the quarter was primarily due to an increase in total loans[26](index=26&type=chunk) Company Information [About MVB Financial Corp.](index=7&type=section&id=About%20MVB%20Financial%20Corp.) MVB Financial Corp. is a publicly traded financial holding company providing services through its subsidiary MVB Bank in the Mid-Atlantic region and beyond - MVB Financial, the holding company of MVB Bank, is publicly traded on The Nasdaq Capital Market® under the ticker **'MVBF'**[27](index=27&type=chunk) - Headquartered in Fairmont, West Virginia, MVB Financial provides financial services to individuals and corporate clients through MVB Bank and its subsidiaries[27](index=27&type=chunk) [Forward-Looking Statements](index=7&type=section&id=Forward-Looking%20Statements) The release contains forward-looking statements subject to various risks and uncertainties, and investors are cautioned not to place undue reliance on them - Forward-looking statements are subject to risks including market, economic, operational, liquidity and credit risk, changes in interest rates, and government regulation[30](index=30&type=chunk) - The Company disclaims any obligation to update, revise or correct any forward-looking statements, except as required by law[31](index=31&type=chunk) [Non-U.S. GAAP Financial Measures](index=9&type=section&id=Non-U.S.%20GAAP%20Financial%20Measures) The document includes supplemental non-U.S. GAAP financial information which management uses for performance analysis and to assist investors - This document contains supplemental financial information determined by methods other than in accordance with U.S. GAAP[33](index=33&type=chunk) - These measures should not be considered a substitute for U.S. GAAP basis measures nor should they be viewed as a substitute for operating results determined in accordance with U.S. GAAP[33](index=33&type=chunk) - Management believes the presentation of non-U.S. GAAP financial measures provides useful supplemental information that is essential to a proper understanding of the Company's financial condition[33](index=33&type=chunk) Consolidated Financial Statements [Consolidated Statements of Income](index=10&type=section&id=Consolidated%20Statements%20of%20Income) Net income was $2.0 million for Q2 2025, a decrease from prior periods due to a higher provision for credit losses and lower net interest income Consolidated Statements of Income (Unaudited, Dollars in thousands, except per share data) | Metric | Q2 2025 | Q1 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :-------------------------------- | :------ | :------ | :------ | :------- | :------- | | Interest income | $42,384 | $43,229 | $46,127 | $85,613 | $96,157 | | Interest expense | $16,604 | $16,553 | $18,557 | $33,157 | $38,448 | | Net interest income | $25,780 | $26,676 | $27,570 | $52,456 | $57,709 | | Provision for credit losses | $1,990 | $177 | $254 | $2,167 | $2,251 | | Total noninterest income | $7,945 | $7,008 | $7,142 | $14,953 | $14,976 | | Total noninterest expenses | $28,569 | $28,701 | $28,930 | $57,270 | $59,121 | | Income before income taxes | $3,166 | $4,806 | $5,528 | $7,972 | $11,313 | | Net income available to common shareholders | $2,002 | $3,577 | $4,089 | $5,579 | $8,571 | | Earnings per share - basic | $0.16 | $0.28 | $0.32 | $0.43 | $0.67 | | Earnings per share - diluted | $0.15 | $0.27 | $0.31 | $0.42 | $0.66 | [Noninterest Income Details](index=11&type=section&id=Noninterest%20Income%20Details) A detailed breakdown of noninterest income shows a significant increase in equity method investments income, partially offset by declines in other areas Noninterest Income Breakdown (Unaudited, Dollars in thousands) | Metric | Q2 2025 | Q1 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :-------------------------------- | :------ | :------ | :------ | :------- | :------- | | Total payment card and service charge income | $4,653 | $4,985 | $3,817 | $9,638 | $8,630 | | Equity method investments income (loss) | $2,315 | $645 | $484 | $2,960 | -$644 | | Compliance and consulting income | $6 | $501 | $1,274 | $507 | $2,274 | | Gain on divestiture activity | $0 | $608 | $0 | $608 | $0 | | Loss on disposal of assets | -$15 | -$342 | -$12 | -$357 | -$66 | | Other noninterest income | $1,232 | $988 | $1,462 | $2,220 | $4,056 | | Total noninterest income | $7,945 | $7,008 | $7,142 | $14,953 | $14,976 | [Condensed Consolidated Balance Sheets](index=12&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets were $3.22 billion as of June 30, 2025, an increase from the prior quarter, driven by growth in loans and deposits Condensed Consolidated Balance Sheets (Unaudited, Dollars in thousands) | Metric | June 30, 2025 | March 31, 2025 | June 30, 2024 | | :-------------------------------- | :------------ | :------------- | :------------ | | Cash and cash equivalents | $399,379 | $251,450 | $455,517 | | Loans receivable, net | $2,132,524 | $2,044,131 | $2,184,709 | | Total assets | $3,224,008 | $3,019,687 | $3,288,004 | | Noninterest-bearing deposits | $1,050,104 | $1,033,056 | $983,809 | | Interest-bearing deposits | $1,754,319 | $1,550,742 | $1,899,043 | | Total liabilities | $2,921,693 | $2,709,633 | $2,991,341 | | Total Stockholders' equity | $302,315 | $310,054 | $296,663 | [Average Balances and Interest Rates](index=13&type=section&id=Average%20Balances%20and%20Interest%20Rates) This section provides detailed average balances, interest income/expense, and yields/costs for assets and liabilities Average Balances and Interest Rates (Three Months Ended June 30, 2025, Unaudited, Dollars in thousands) | Metric | Average Balance | Interest Income/Expense | Yield/Cost | | :-------------------------------- | :-------------- | :---------------------- | :--------- | | Total earning assets | $2,824,946 | $42,561 | 6.04% | | Total loans | $2,090,946 | $35,322 | 6.78% | | Total interest-bearing liabilities | $1,877,341 | $16,604 | 3.55% | | Net interest spread (tax equivalent) | N/A | N/A | 2.49% | | Net interest income and margin (tax-equivalent) | N/A | $25,957 | 3.69% | Average Balances and Interest Rates (Six Months Ended June 30, 2025, Unaudited, Dollars in thousands) | Metric | Average Balance | Interest Income/Expense | Yield/Cost | | :-------------------------------- | :-------------- | :---------------------- | :--------- | | Total earning assets | $2,901,701 | $85,977 | 5.98% | | Total loans | $2,097,500 | $70,389 | 6.77% | | Total interest-bearing liabilities | $1,863,619 | $33,157 | 3.59% | | Net interest spread (tax-equivalent) | N/A | N/A | 2.39% | | Net interest income and margin (tax-equivalent) | N/A | $52,820 | 3.67% | [Selected Financial Data](index=16&type=section&id=Selected%20Financial%20Data) This section provides a summary of key financial and performance ratios for quarterly and year-to-date periods Selected Financial Data (Unaudited, Dollars in thousands, except share and per share data) | Metric | Q2 2025 | Q1 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :-------------------------------- | :------ | :------ | :------ | :------- | :------- | | Net income | $2,002 | $3,577 | $4,089 | $5,579 | $8,571 | | Earnings per share - basic | $0.16 | $0.28 | $0.32 | $0.43 | $0.67 | | Cash dividends paid per common share | $0.17 | $0.17 | $0.17 | $0.34 | $0.34 | | Book value per common share | $23.78 | $23.94 | $22.94 | $23.78 | $22.94 | | Tangible book value per common share (non-GAAP) | $23.68 | $23.85 | $22.70 | $23.68 | $22.70 | | Return on average assets | 0.3% | 0.4% | 0.5% | 0.3% | 0.5% | | Return on average equity | 2.6% | 4.7% | 5.7% | 3.7% | 5.9% | | Net interest margin (FTE) | 3.69% | 3.66% | 3.75% | 3.67% | 3.79% | | Efficiency ratio (non-GAAP) | 84.7% | 85.2% | 83.3% | 85.0% | 81.3% | | Nonperforming loans to total loans | 1.0% | 1.0% | 1.0% | 1.0% | 1.0% | | Allowance for credit losses to total loans | 0.97% | 0.93% | 1.00% | 0.97% | 1.00% | Mortgage Company Equity Method Investees Production Data (in thousands) | Metric | Q2 2025 | Q1 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :---------------- | :------ | :------ | :------ | :------- | :------- | | Mortgage pipeline | $1,128,738 | $1,078,835 | $927,875 | $1,128,738 | $927,875 | | Loans originated | $1,352,603 | $1,310,702 | $1,383,405 | $2,663,305 | $2,433,494 | | Loans closed | $882,361 | $888,022 | $828,849 | $1,770,383 | $1,482,155 | | Loans sold | $699,036 | $644,683 | $639,035 | $1,343,718 | $1,555,150 | [Non-U.S. GAAP Reconciliations](index=17&type=section&id=Non-U.S.%20GAAP%20Reconciliations) This section provides reconciliations for non-U.S. GAAP financial measures to their most directly comparable U.S. GAAP measures Net Interest Income and Net Interest Margin on a Fully Tax-Equivalent Basis Reconciliation (Dollars in thousands) | Metric | June 30, 2025 | March 31, 2025 | June 30, 2024 | YTD June 30, 2025 | YTD June 30, 2024 | | :-------------------------------- | :------------ | :------------- | :------------ | :---------------- | :---------------- | | Net interest income (U.S. GAAP) | $25,780 | $26,676 | $27,570 | $52,456 | $57,709 | | Net interest margin (U.S. GAAP) | 3.66% | 3.63% | 3.73% | 3.65% | 3.77% | | Impact of fully tax-equivalent adjustment | 177 | 186 | 151 | 364 | 345 | | Net interest income on a fully tax equivalent basis | $25,957 | $26,862 | $27,721 | $52,820 | $58,054 | | Net interest margin on a fully tax equivalent basis | 3.69% | 3.66% | 3.75% | 3.67% | 3.79% | Tangible Book Value per Common Share and Tangible Common Equity Ratio Reconciliation (Unaudited, Dollars in thousands, except per share data) | Metric | June 30, 2025 | March 31, 2025 | June 30, 2024 | | :-------------------------------- | :------------ | :------------- | :------------ | | Total equity attributable to parent | $302,315 | $310,054 | $296,625 | | Less: Total intangibles | -$1,200 | -$1,200 | -$3,145 | | Tangible common equity | $301,115 | $308,854 | $293,480 | | Common shares outstanding (000s) | 12,715 | 12,950 | 12,928 | | Tangible book value per common share | $23.68 | $23.85 | $22.70 | | Total assets | $3,224,008 | $3,019,687 | $3,288,004 | | Less: Total intangibles | -$1,200 | -$1,200 | -$3,145 | | Tangible assets | $3,222,808 | $3,018,487 | $3,284,859 | | Tangible common equity ratio | 9.3% | 10.2% | 8.9% |

Core Viewpoint - MVB Financial (MVBF) is expected to report flat earnings of $0.31 per share for the quarter ended June 2025, with revenues projected at $35.9 million, reflecting a 3.4% increase from the previous year [3][12]. Earnings Expectations - The consensus outlook indicates that MVB Financial's earnings will remain unchanged compared to the same quarter last year, which may influence the stock price depending on actual results versus expectations [1][3]. - A positive earnings surprise could lead to a stock price increase, while a miss may result in a decline [2]. Estimate Revisions - The consensus EPS estimate has not changed in the last 30 days, indicating stability in analyst expectations [4]. - The Most Accurate Estimate aligns with the Zacks Consensus Estimate, resulting in an Earnings ESP of 0%, suggesting no recent differing analyst views [12]. Earnings Surprise Prediction - The Zacks Earnings ESP model indicates that a positive or negative reading can predict deviations from consensus estimates, but its predictive power is stronger for positive readings [9][10]. - MVB Financial currently holds a Zacks Rank of 3, making it challenging to predict an earnings beat conclusively [12]. Historical Performance - In the last reported quarter, MVB Financial exceeded expectations by delivering earnings of $0.27 per share against an expected $0.21, resulting in a surprise of +28.57% [13]. - Over the past four quarters, the company has beaten consensus EPS estimates twice [14]. Conclusion - MVB Financial does not appear to be a strong candidate for an earnings beat based on current estimates and rankings, but investors should consider other factors before making decisions [17].

Financial Data and Key Metrics Changes - The company reported a significant turnaround from headwinds in 2023 to tailwinds in 2024, highlighted by a recent share buyback announcement [13] - The payment revenue has shown a remarkable growth with a compound annual growth rate (CAGR) of 123% from 2023 to 2024 [15] - The overall deposit base has increased by 31% off balance sheet, indicating a positive trajectory for the company's franchise value [16] Business Line Data and Key Metrics Changes - The fintech banking segment has experienced a gross deposit CAGR of 29% and gross fees CAGR of 86%, despite a slight decline in 2024 due to exiting the digital space [18] - The gaming vertical holds an impressive 84% market share, contributing to the company's growth strategy [14] Market Data and Key Metrics Changes - The company has nearly $500 million in gaming deposits, showcasing its strong position in the gaming market [15] - The overall market for the products and services offered by the company has markedly improved in recent months, creating a favorable environment for growth [21] Company Strategy and Development Direction - The company's strategy focuses on being trusted partners on the financial frontier, emphasizing values such as respect, commitment, and teamwork [14] - The growth vehicles identified include software as a service, banking as a service, and a strong emphasis on payments, which is rapidly growing [14] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the future, noting that the climate and market conditions for their products and services have improved significantly [21] - The company aims to maintain strong asset quality and capital ratios, positioning itself for future growth [19] Other Important Information - The company has appointed two new directors to the board, which is expected to enhance its governance and strategic direction [2][8] - The meeting included discussions on executive compensation and the appointment of an independent registered public accounting firm for 2025 [10][11] Q&A Session Summary - No specific questions were recorded during the Q&A session, indicating a smooth approval process for the proposals presented [11]

Core Viewpoint - MVB Financial Corp. has authorized a stock repurchase program of up to $10 million, which has positively impacted its share price, increasing by 3.2% following the announcement [1]. Group 1: Stock Repurchase Program - The stock repurchase program will be executed through open-market transactions, block transactions, and privately negotiated deals, adhering to SEC regulations [2]. - The timing and number of shares repurchased will depend on various factors including price, trading volume, and market conditions [2]. Group 2: Capital Distribution Activities - MVB Financial has consistently raised dividends, increasing them five times in the last five years, with the latest hike being 13.3% to 17 cents per share [3]. - The current dividend yield stands at 3.59%, based on the last closing price of $18.95 [3]. Group 3: Financial Position - As of March 31, 2025, MVB Financial reported cash and cash equivalents of $251 million and long-term debt of $74 million, indicating a strong liquidity position [4]. - The CEO emphasized that the company's strong capital position enables the execution of the stock repurchase program, enhancing shareholder value [5]. Group 4: Market Performance - Over the past three months, MVBF shares have increased by 0.6%, while the industry has seen a growth of 5.8% [6]. - Currently, the company holds a Zacks Rank of 3 (Hold) [7].

PART I FINANCIAL INFORMATION [Financial Statements](index=5&type=section&id=Item%201%20Financial%20Statements) The company's total assets decreased to **$3.02 billion** as of March 31, 2025, from **$3.13 billion** at year-end 2024, primarily due to a decrease in loans and cash equivalents; net income for Q1 2025 was **$3.6 million**, a decrease from **$4.5 million** in the prior year's quarter, driven by lower net interest income; total stockholders' equity increased to **$310.1 million** from **$305.8 million** at the end of 2024 Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | **Total Assets** | **$3,019,687** | **$3,128,704** | | Total cash and cash equivalents | $251,450 | $317,913 | | Loans receivable, net | $2,044,131 | $2,080,468 | | **Total Liabilities** | **$2,709,633** | **$2,822,913** | | Total deposits | $2,583,798 | $2,693,615 | | **Total Stockholders' Equity** | **$310,054** | **$305,791** | Consolidated Income Statement Highlights (in thousands) | Account | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Net Interest Income | $26,676 | $30,139 | | Provision for credit losses | $177 | $1,997 | | Noninterest Income | $7,008 | $7,834 | | Noninterest Expense | $28,701 | $30,191 | | **Net income attributable to parent** | **$3,577** | **$4,482** | Key Per Share Data | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Earnings per common shareholder - basic | $0.28 | $0.35 | | Earnings per common shareholder - diluted | $0.27 | $0.34 | - Cash flow from operating activities was a net inflow of **$14.1 million** in Q1 2025, a significant reversal from the **$25.3 million** net outflow in Q1 2024; financing activities resulted in a net cash outflow of **$111.9 million**, primarily due to a net decrease in deposits of **$111.0 million**[22](index=22&type=chunk) [Note 1 – Nature of Operations and Basis of Presentation](index=12&type=section&id=Note%201%20%E2%80%93%20Nature%20of%20Operations%20and%20Basis%20of%20Presentation) MVB Financial Corp. is a financial holding company operating through its subsidiary, MVB Bank, Inc.; the company's business activities are divided into Commercial and Retail (CoRe) banking services and Fintech banking; the Fintech division provides specialized banking services, including operational risk management and compliance, to clients in the gaming, payments, and banking-as-a-service industries; in January 2025, the company divested its 80.8% interest in Trabian Technology, Inc - The company operates through two primary business lines: **CoRe (Commercial and Retail) Banking** and **Fintech Banking**[24](index=24&type=chunk)[25](index=25&type=chunk) - The Fintech Banking segment focuses on providing services to corporate clients in complex industries like gaming, payments, and banking-as-a-service, aiming to capture stable, lower-cost deposits and fee income[25](index=25&type=chunk) - In January 2025, MVB divested its controlling interest in Trabian Technology, Inc. through a stock repurchase agreement[24](index=24&type=chunk) [Note 2 – Investment Securities](index=14&type=section&id=Note%202%20%E2%80%93%20Investment%20Securities) As of March 31, 2025, the fair value of investment securities available-for-sale was **$419.6 million**, with a total amortized cost of **$450.8 million**, resulting in a net unrealized loss of **$31.2 million**; the company states it has no intent to sell securities in an unrealized loss position and believes it is more likely than not that it will not be required to sell them before recovery of value; no allowance for credit losses (ACL) was recorded for these securities Investment Securities Available-for-Sale (in thousands) | Category | Fair Value (Mar 31, 2025) | Fair Value (Dec 31, 2024) | | :--- | :--- | :--- | | United States government agency securities | $39,353 | $39,846 | | United States sponsored mortgage-backed securities | $172,790 | $147,580 | | United States treasury securities | $82,754 | $103,975 | | Municipal securities | $101,063 | $102,140 | | Corporate debt securities | $15,475 | $9,918 | | **Total available-for-sale debt securities** | **$418,935** | **$410,959** | - The portfolio had unrealized losses of **$32.2 million** as of March 31, 2025; management attributes these declines to general market conditions rather than credit-related factors and has not recorded an ACL[38](index=38&type=chunk) - Investment securities with a carrying value of **$258.4 million** were pledged to secure public funds, repurchase agreements, and potential borrowings as of March 31, 2025[36](index=36&type=chunk) [Note 3 – Loans and Allowance for Credit Losses](index=16&type=section&id=Note%203%20%E2%80%93%20Loans%20and%20Allowance%20for%20Credit%20Losses) Total loans receivable decreased to **$2.06 billion** at March 31, 2025, from **$2.10 billion** at year-end 2024; the commercial loan portfolio, comprising business, real estate, and construction loans, remains the largest segment at **$1.39 billion**; the Allowance for Credit Losses (ACL) stood at **$19.2 million**, or **0.93%** of total loans; non-accrual loans totaled **$20.3 million**; during the quarter, the company modified loans with an amortized cost basis of **$6.4 million** for borrowers experiencing financial difficulty, primarily through payment delays Loan Portfolio Composition (in thousands) | Loan Category | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Commercial (Business, RE, ADC) | $1,391,857 | $1,416,856 | | Residential real estate | $642,482 | $650,708 | | Home equity lines of credit | $11,738 | $12,933 | | Consumer | $16,704 | $18,620 | | **Total loans receivable** | **$2,063,296** | **$2,100,131** | Allowance for Credit Losses (ACL) Activity (in thousands) | ACL Activity | Three Months Ended March 31, 2025 | | :--- | :--- | | Beginning Balance (Dec 31, 2024) | $19,663 | | Provision for credit losses | $359 | | Charge-offs | ($1,387) | | Recoveries | $530 | | **Ending Balance (Mar 31, 2025)** | **$19,165** | - As of March 31, 2025, total loans past due were **$33.3 million**, with non-accrual loans amounting to **$20.3 million**[62](index=62&type=chunk) - During Q1 2025, the company modified loans totaling **$6.4 million** for borrowers in financial distress, all through payment delays for commercial business loans[74](index=74&type=chunk) [Note 4 – Equity Method Investments](index=26&type=section&id=Note%204%20%E2%80%93%20Equity%20Method%20Investments) The company holds three equity method investments: a **40%** stake in Intercoastal Mortgage Company (ICM), a **37.5%** stake in Warp Speed Holdings, and a **10%** stake in Ayers Socure II; for Q1 2025, MVB's share of net income from ICM was **$0.3 million**, and its share from Warp Speed (on a three-month lag) was also **$0.3 million**; this represents a significant turnaround from Q1 2024, where both investments resulted in losses for MVB Equity Method Investment Performance (MVB's Share, in thousands) | Investment | Q1 2025 Net Income/(Loss) | Q1 2024 Net Income/(Loss) | | :--- | :--- | :--- | | ICM | $300 | ($200) | | Warp Speed | $300 | ($900) | - The carrying value of the investment in ICM was **$23.9 million** and in Warp Speed was **$53.5 million** as of March 31, 2025[80](index=80&type=chunk)[81](index=81&type=chunk) [Note 5 – Deposits](index=28&type=section&id=Note%205%20%E2%80%93%20Deposits) Total deposits decreased to **$2.58 billion** at March 31, 2025, from **$2.69 billion** at the end of 2024; the decrease was primarily in interest-bearing accounts, particularly savings, money markets, and time deposits; noninterest-bearing demand deposits, however, increased to **$1.03 billion**, constituting **40%** of total deposits Deposit Composition (in thousands) | Deposit Category | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Noninterest-bearing demand | $1,033,056 | $940,994 | | NOW | $528,632 | $473,225 | | Savings and money markets | $280,731 | $437,145 | | Time deposits | $741,379 | $842,251 | | **Total deposits** | **$2,583,798** | **$2,693,615** | [Note 9 – Derivatives](index=33&type=section&id=Note%209%20%E2%80%93%20Derivatives) The company utilizes derivative instruments, including fair value hedges and matched interest rate swaps, to manage interest rate risk; in Q1 2025, MVB discontinued two fair value swaps with notional amounts of **$30.0 million** and **$50.0 million**; as of March 31, 2025, the notional amount of active fair value swaps was **$92.8 million**; matched interest rate swaps with commercial borrowers had a notional amount of **$132.3 million** - In January 2025, the company discontinued two portfolio layer method fair value swaps: one hedging fixed-rate mortgages (**$30.0 million** notional) and one hedging fixed-rate municipal bonds (**$50.0 million** notional)[111](index=111&type=chunk)[112](index=112&type=chunk) Outstanding Derivative Instruments (March 31, 2025, in thousands) | Derivative Type | Notional Amount | Fair Value of Asset (Liability) | | :--- | :--- | :--- | | Fair value hedge (Pay fixed rate swaps) | $92,827 | ($543) | | Matched interest rate swaps with borrowers | $132,325 | $4,349 | | Matched interest rate swaps with counterparty | $132,325 | ($4,349) | [Note 12 – Segment Reporting](index=38&type=section&id=Note%2012%20%E2%80%93%20Segment%20Reporting) The company reports across three main segments: CoRe Banking, Mortgage Banking, and Financial Holding Company; for Q1 2025, the CoRe Banking segment generated **$11.0 million** in operating income; the Mortgage Banking segment, driven by equity method investments, contributed **$0.8 million** in operating income, a significant improvement from a **$1.0 million** loss in Q1 2024; the Financial Holding Company segment recorded an operating loss of **$5.5 million** Segment Operating Income (Loss) (in thousands) | Segment | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | CoRe Banking | $11,047 | $12,895 | | Mortgage Banking | $751 | ($1,026) | | Financial Holding Company | ($5,464) | ($5,211) | | Other | ($1,528) | ($873) | | **Total Operating Income** | **$4,806** | **$5,785** | - The CoRe Banking segment includes the Fintech division and represents the primary source of revenue through loans, deposits, and service charges[122](index=122&type=chunk) - The Mortgage Banking segment's revenue is primarily comprised of the company's share of net income or loss from its equity method investments in ICM and Warp Speed[122](index=122&type=chunk) [Note 13 – Divestiture](index=40&type=section&id=Note%2013%20%E2%80%93%20Divestiture) In January 2025, MVB completed the divestiture of its **80.8%** controlling interest in Trabian Technology, Inc.; Trabian repurchased all shares held by MVB for **$3.5 million**; this transaction resulted in a recognized gain of **$0.6 million** for the first quarter of 2025 - The company sold its controlling interest in Trabian Technology, Inc. in January 2025 for **$3.5 million**[128](index=128&type=chunk) - The divestiture resulted in a pre-tax gain of **$0.6 million**, which was recognized in the first quarter of 2025[128](index=128&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=40&type=section&id=Item%202%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management reports that the company is adapting to a challenging market characterized by high interest rates and a slowing economy; for Q1 2025, net income fell to **$3.6 million** from **$4.5 million** year-over-year, driven by an **11.5%** decline in net interest income; the tax-equivalent net interest margin compressed to **3.66%** from **3.83%**; the loan portfolio contracted, and the provision for credit losses decreased significantly to **$0.2 million**; the company continues to focus on its Fintech verticals (gaming, payments, banking-as-a-service) and maintains strong capital, with a Community Bank Leverage Ratio of **10.9%** - The company is adapting its business model in response to high interest rates and a slowing economy, while remaining committed to its Fintech verticals: gaming, payments, and banking-as-a-service[131](index=131&type=chunk) Q1 2025 vs. Q1 2024 Performance | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net Income | $3.6M | $4.5M | | Diluted EPS | $0.27 | $0.34 | | Return on Average Assets | 0.4% | 0.5% | | Return on Average Equity | 4.7% | 6.2% | | Tax-Equivalent Net Interest Margin | 3.66% | 3.83% | - The company's capital position remains strong, with a Community Bank Leverage Ratio (CBLR) of **10.9%** at March 31, 2025, exceeding the **9%** minimum requirement[176](index=176&type=chunk) - Off-balance sheet custodial deposits, primarily from the gaming and banking-as-a-service industries, totaled **$1.52 billion** at March 31, 2025[168](index=168&type=chunk) [Net Interest Income and Margin](index=45&type=section&id=Net%20Interest%20Income%20and%20Margin) Net interest income for Q1 2025 decreased by **11.5%** to **$26.7 million** compared to Q1 2024; the tax-equivalent net interest margin (NIM) compressed by **17 basis points** to **3.66%**; this was primarily due to a decline in earning asset yields, driven by lower average loan and cash balances, which was only partially offset by a **51 basis point** reduction in the cost of interest-bearing liabilities - Net interest income declined by **$3.5 million** year-over-year, primarily due to a **$205 million** decrease in average earning assets[144](index=144&type=chunk) - The tax-equivalent net interest margin fell to **3.66%** from **3.83%** in the prior year's quarter, reflecting lower earning asset yields[143](index=143&type=chunk) - The average cost of interest-bearing liabilities decreased to **3.71%** in Q1 2025 from **4.22%** in Q1 2024[147](index=147&type=chunk) [Allowance and Provision for Credit Losses](index=46&type=section&id=Allowance%20and%20Provision%20for%20Credit%20Losses) The provision for credit losses was significantly lower at **$0.2 million** for Q1 2025, compared to **$2.0 million** in Q1 2024; this decrease was driven by a reduction in the required reserve for pooled loans, resulting from lower portfolio balances and improved allocation rates; the Allowance for Credit Losses (ACL) ended the quarter at **$19.2 million**, or **0.93%** of total loans, a slight decrease from **0.94%** at year-end 2024; net charge-offs for the quarter were **$0.9 million** - The provision for credit losses decreased to **$0.2 million** in Q1 2025 from **$2.0 million** in Q1 2024, mainly due to lower required reserves from the pooled loan analysis[148](index=148&type=chunk) - The ACL as a percentage of total loans was **0.93%** at March 31, 2025, compared to **0.94%** at December 31, 2024[163](index=163&type=chunk) - Net charge-offs for Q1 2025 totaled **$0.9 million**, down from **$1.3 million** in Q1 2024[149](index=149&type=chunk) [Noninterest Income and Expense](index=46&type=section&id=Noninterest%20Income%20and%20Expense) Noninterest income decreased to **$7.0 million** in Q1 2025 from **$7.8 million** in Q1 2024; the decline was mainly due to a **$1.6 million** drop in other operating income and a **$0.7 million** reduction in gains on securities sales; this was partially offset by a significant turnaround in equity method investment income (a **$0.6 million** gain vs. a **$1.1 million** loss) and a **$0.6 million** gain from the Trabian divestiture; noninterest expense fell to **$28.7 million** from **$30.2 million**, primarily due to a **$2.2 million** decrease in professional fees - Noninterest income declined year-over-year, primarily due to lower other operating income and gains on securities sales[151](index=151&type=chunk) - Positive contributors to noninterest income included a **$1.7 million** positive swing in equity method investment results and a **$0.6 million** gain on the sale of Trabian[151](index=151&type=chunk) - Noninterest expense decreased by **$1.5 million** year-over-year, largely driven by a **$2.2 million** reduction in professional fees[152](index=152&type=chunk) [Financial Condition and Capital](index=47&type=section&id=Financial%20Condition%20and%20Capital) Total assets declined by **$109.0 million** during Q1 2025 to **$3.02 billion**, while stockholders' equity increased by **$4.4 million** to **$310.1 million**, improving the equity-to-assets ratio to **10.3%**; the loan portfolio contracted by **$36.8 million** to **$2.06 billion**; deposits, the primary funding source, decreased by **$109.8 million** to **$2.58 billion**, with a notable shift from interest-bearing accounts to noninterest-bearing deposits, which grew to **40%** of the total; the Bank remains well-capitalized with a Community Bank Leverage Ratio of **10.9%** - Stockholders' equity increased by **$4.4 million** in Q1 2025, driven by net income and other comprehensive income, partially offset by dividends[171](index=171&type=chunk) - The equity to assets ratio improved to **10.3%** at March 31, 2025 from **9.8%** at year-end 2024[172](index=172&type=chunk) Deposit Concentration (March 31, 2025, in millions) | Vertical | Deposit Balance | | :--- | :--- | | Payments | $489.6 | | Banking-as-a-Service | $317.0 | | Gaming | $190.8 | [Quantitative and Qualitative Disclosures About Market Risk](index=50&type=section&id=Item%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate risk, which is managed by the Asset and Liability Committee (ALCO); the objective is to maintain consistent growth in net interest income while minimizing risk exposure; management strategies include managing balance sheet liquidity, using interest rate swaps, and structuring loan terms; the company also faces counterparty credit risk from derivative contracts, which it mitigates by working with well-capitalized, investment-grade third parties - The primary market risk is interest rate risk, managed by the ALCO to structure the balance sheet for consistent net interest income growth[194](index=194&type=chunk)[195](index=195&type=chunk) - Interest rate risk management tools include interest rate swaps, commercial loan swap transactions, and structuring loan terms to reinvest cash flows throughout the rate cycle[195](index=195&type=chunk) - Counterparty credit risk is managed by dealing with well-capitalized, investment-grade partners and is monitored annually[197](index=197&type=chunk) [Controls and Procedures](index=50&type=section&id=Item%204%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures as of March 31, 2025, and concluded they were effective; there were no material changes to the company's internal control over financial reporting during the first quarter of 2025 - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the quarter[198](index=198&type=chunk) - No material changes were identified in the internal control over financial reporting during the first quarter of 2025[199](index=199&type=chunk) PART II OTHER INFORMATION [Legal Proceedings](index=51&type=section&id=Item%201%20Legal%20Proceedings) The company is not aware of any material pending legal proceedings; while it may be subject to various claims in the ordinary course of business, management and counsel do not expect the outcomes to have a significant adverse effect on the consolidated financial statements - The company is not currently a party to any material pending legal proceedings[201](index=201&type=chunk) - In the opinion of management and counsel, any legal actions arising from the ordinary course of business will not have a significant adverse effect on the company's financial statements[188](index=188&type=chunk) [Risk Factors](index=51&type=section&id=Item%201A%20Risk%20Factors) The company highlights a specific risk factor related to its growth strategy; failure to effectively manage its expected growth in loans, deposits, and fee income could negatively impact its business, financial condition, and results of operations; this includes challenges in hiring qualified employees, finding desirable business opportunities, and scaling operational infrastructure to handle an increasing number of customer relationships - A key risk is the failure to manage expected business growth effectively, which could negatively affect financial results[202](index=202&type=chunk) - Successful growth depends on hiring qualified employees, finding good business opportunities, and competition[203](index=203&type=chunk) - Future growth could strain administrative and operational infrastructure, potentially increasing costs and reducing profitability[204](index=204&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=51&type=section&id=Item%202%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) There were no unregistered sales of equity securities during the period - None[205](index=205&type=chunk) [Other Information](index=51&type=section&id=Item%205%20Other%20Information) During the first quarter of 2025, no directors or officers of the company adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement - No directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or other trading arrangement during the quarter[208](index=208&type=chunk) [Exhibits](index=52&type=section&id=Item%206%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including certifications by the principal executive officer and principal financial officer pursuant to the Sarbanes-Oxley Act of 2002, as well as XBRL data files - The report includes required certifications from the CEO and CFO under Sections 302 and 906 of the Sarbanes-Oxley Act[209](index=209&type=chunk) - Interactive Data Files (XBRL) are included as exhibits[209](index=209&type=chunk)

Core Viewpoint - MVB Financial (MVBF) reported quarterly earnings of $0.27 per share, exceeding the Zacks Consensus Estimate of $0.21 per share, but down from $0.34 per share a year ago, indicating a 28.57% earnings surprise [1][2] Financial Performance - The company posted revenues of $33.68 million for the quarter ended March 2025, surpassing the Zacks Consensus Estimate by 0.25%, but down from $37.97 million year-over-year [2] - Over the last four quarters, MVB Financial has surpassed consensus EPS estimates two times and topped consensus revenue estimates two times [2] Stock Performance - MVB Financial shares have declined approximately 17.6% since the beginning of the year, compared to a decline of 5.5% for the S&P 500 [3] - The stock currently holds a Zacks Rank 2 (Buy), indicating expectations of outperforming the market in the near future [6] Earnings Outlook - The current consensus EPS estimate for the upcoming quarter is $0.33 on revenues of $35.3 million, and for the current fiscal year, it is $1.40 on revenues of $143.7 million [7] - The trend for estimate revisions ahead of the earnings release has been favorable, which may influence future stock movements [6][5] Industry Context - MVB Financial operates within the Zacks Financial - Miscellaneous Services industry, which is currently ranked in the top 35% of over 250 Zacks industries, suggesting a positive outlook for the sector [8]

[Q1 2025 Financial Highlights](index=1&type=section&id=Q1%202025%20Financial%20Highlights) [Overview of Q1 2025 Performance](index=1&type=section&id=Overview%20of%20Q1%202025%20Performance) MVB Financial reported a net income of $3.6 million, with improved net interest margin, reduced noninterest expenses, enhanced capital, and increased book value per share Q1 2025 Key Financial Results | Metric | Value | | :--- | :--- | | Net Income | $3.6 million | | Basic Earnings Per Share | $0.28 | | Diluted Earnings Per Share | $0.27 | Q1 2025 Key Performance Changes (vs. Q4 2024) | Metric | Value/Change | | :--- | :--- | | Net Interest Margin | 3.63% (+20 bps) | | Net Interest Income | +7.1% | | Noninterest Expense | -14.6% | | Book Value Per Share | $23.94 (+1.4%) | | Tangible Book Value Per Share | $23.85 (+2.1%) | - Noninterest bearing deposits constituted **40.0% of total deposits**, indicating a strong funding profile[4](index=4&type=chunk) - The company reported improved asset quality indicators and further enhanced capital strength[4](index=4&type=chunk) [CEO's Remarks](index=1&type=section&id=CEO%27s%20Remarks) CEO Larry F. Mazza highlighted Q1 results as tangible progress from strategic repositioning, noting strong funding, margin expansion, and expense management - The CEO views the Q1 results as a reflection of tangible progress following the strategic repositioning of the business model over the past year[5](index=5&type=chunk) - A best-in-class funding profile was credited for the meaningful expansion in net interest margin and growth in net interest income[5](index=5&type=chunk) - Significant progress was made in right-sizing the cost structure after prior infrastructure investments made to support the next phase of growth[6](index=6&type=chunk) - Asset quality metrics improved, the strong liquidity position was preserved, and the capital base was further strengthened, providing flexibility for opportunistic capital deployment[6](index=6&type=chunk) [Detailed Financial Analysis](index=4&type=section&id=Detailed%20Financial%20Analysis) [Income Statement Analysis](index=4&type=section&id=Income%20Statement%20Analysis) Net interest income rose 7.1% with margin expansion, while noninterest income declined due to a prior one-time gain, and expenses decreased 14.6% Net Interest Income and Margin (Tax-Equivalent) | Metric | Q1 2025 | Q4 2024 | Change (QoQ) | | :--- | :--- | :--- | :--- | | Net Interest Income | $26.9 million | $25.1 million | +7.1% | | Net Interest Margin | 3.66% | 3.46% | +20 bps | - The increase in net interest margin from the prior quarter was primarily driven by a decline in funding costs to **2.28% from 2.56%**, reflecting a favorable shift in deposit mix[11](index=11&type=chunk)[12](index=12&type=chunk) - Noninterest income declined by **$14.3 million** from the prior quarter, largely due to the absence of an **$11.8 million** gain on sale of assets that occurred in Q4 2024[13](index=13&type=chunk) - Noninterest expense decreased by **$4.9 million (14.6%)** from the prior quarter, mainly due to lower salaries and employee benefits (-$2.4 million) and professional fees (-$2.2 million)[15](index=15&type=chunk) [Balance Sheet Analysis](index=5&type=section&id=Balance%20Sheet%20Analysis) Total loans and deposits decreased, but noninterest-bearing deposits and off-balance sheet deposits increased, reflecting a shift in funding mix Loan and Deposit Balances (as of March 31, 2025) | Metric | Value | Change vs. Dec 31, 2024 | | :--- | :--- | :--- | | Total Loans | $2.06 billion | -1.8% | | Total Deposits | $2.58 billion | -4.1% | | Noninterest-Bearing Deposits | $1.03 billion | +9.8% | - The decline in loans included **$13.4 million** in amortization and payoffs of classified loans, which strengthened the portfolio's asset quality[17](index=17&type=chunk) - The decrease in total deposits was mainly driven by a **$90.2 million (18.2%)** decline in brokered CDs[18](index=18&type=chunk) - Off-balance sheet deposits increased by **$98.6 million (6.9%)** from the prior quarter to **$1.52 billion**, which are used to generate fee income and manage liquidity[21](index=21&type=chunk) [Capital Adequacy](index=7&type=section&id=Capital%20Adequacy) MVB's capital position strengthened in Q1 2025, with improved Tangible Common Equity and regulatory capital ratios, while maintaining its dividend Capital Ratios Comparison | Ratio | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Community Bank Leverage Ratio | 10.9% | 11.2% | | Tier 1 Risk-Based Capital Ratio | 15.5% | 15.1% | | Total Risk-Based Capital Ratio | 16.4% | 15.8% | | Tangible Common Equity Ratio (Non-GAAP) | 10.2% | 9.7% | - The company issued a quarterly cash dividend of **$0.17 per share**, consistent with the previous quarter and the same quarter last year[23](index=23&type=chunk) [Asset Quality](index=7&type=section&id=Asset%20Quality) Asset quality improved with a 17.6% decrease in nonperforming loans and lower net charge-offs, while the allowance for credit losses remained stable Asset Quality Indicators | Metric | Q1 2025 | Q4 2024 | | :--- | :--- | :--- | | Nonperforming Loans | $20.3 million (1.0% of loans) | $24.6 million (1.2% of loans) | | Net Charge-offs | $0.9 million (0.2% of loans) | $1.5 million (0.3% of loans) | | Provision for Credit Losses | $0.2 million | $0.3 million | - Classified loans as a percentage of total loans decreased to **3.2%** as of March 31, 2025, from **3.8%** at the end of the prior quarter[24](index=24&type=chunk) - The allowance for credit losses for loans was **0.9%** of total loans, consistent with the prior quarter-end[26](index=26&type=chunk) [Financial Statements and Data](index=11&type=section&id=Financial%20Statements%20and%20Data) [Consolidated Statements of Income](index=11&type=section&id=Consolidated%20Statements%20of%20Income) This table presents the unaudited consolidated income statement for Q1 2025, detailing income, expenses, and earnings per share Consolidated Statements of Income (Unaudited, in thousands, except per share data) | | 2025 First Quarter | 2024 Fourth Quarter | 2024 First Quarter | | :--- | :--- | :--- | :--- | | Net interest income | $ 26,676 | $ 24,904 | $ 30,139 | | Provision for credit losses | 177 | 331 | 1,997 | | Total noninterest income | 7,008 | 21,280 | 7,834 | | Total noninterest expenses | 28,701 | 33,620 | 30,191 | | Net income available to common shareholders | $ 3,577 | $ 9,440 | $ 4,482 | | Earnings per share - basic | $ 0.28 | $ 0.73 | $ 0.35 | | Earnings per share - diluted | $ 0.27 | $ 0.72 | $ 0.34 | [Noninterest Income Breakdown](index=11&type=section&id=Noninterest%20Income%20Breakdown) This table details noninterest income components for Q1 2025 and comparative quarters, highlighting the impact of a prior asset sale gain Noninterest Income (Unaudited, in thousands) | | 2025 First Quarter | 2024 Fourth Quarter | 2024 First Quarter | | :--- | :--- | :--- | :--- | | Total payment card and service charge income | $ 4,985 | $ 3,818 | $ 4,813 | | Equity method investments income (loss) | 645 | 1,319 | (1,128) | | Gain (loss) on sale of loans | (69) | 1,012 | — | | Gain on divestiture activity | 608 | — | — | | Gain (loss) on sale of assets | (342) | 11,771 | — | | Total noninterest income | $ 7,008 | $ 21,280 | $ 7,834 | [Condensed Consolidated Balance Sheets](index=12&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This table presents the condensed consolidated balance sheet as of March 31, 2025, detailing key asset, liability, and equity accounts Condensed Consolidated Balance Sheets (Unaudited, in thousands) | | March 31, 2025 | December 31, 2024 | March 31, 2024 | | :--- | :--- | :--- | :--- | | Total assets | $ 3,019,687 | $ 3,128,704 | $ 3,547,390 | | Loans receivable, net | 2,044,131 | 2,080,468 | 2,244,506 | | Total deposits | 2,583,798 | 2,693,615 | 3,145,329 | | Noninterest-bearing deposits | 1,033,056 | 940,994 | 1,391,070 | | Stockholders' equity | 310,054 | 305,791 | 291,828 | | Total liabilities and stockholders' equity | $ 3,019,687 | $ 3,128,704 | $ 3,547,390 | [Average Balances and Interest Rates](index=13&type=section&id=Average%20Balances%20and%20Interest%20Rates) This table details average balances, interest income/expense, and yields/costs for earning assets and interest-bearing liabilities Average Balances and Rates Highlights (Q1 2025, in thousands) | Category | Average Balance | Yield/Cost | | :--- | :--- | :--- | | Total earning assets | $2,979,992 | 5.91% | | Total loans | $2,104,126 | 6.76% | | Total interest-bearing liabilities | $1,811,603 | 3.71% | | Net interest spread (tax equivalent) | - | 2.20% | | Net interest margin (tax equivalent) | - | 3.66% | [Selected Financial Data](index=15&type=section&id=Selected%20Financial%20Data) This table summarizes key performance ratios, per-share data, and asset quality metrics for Q1 2025 and comparative quarters Selected Performance Ratios (Q1 2025) | Ratio | Value | | :--- | :--- | | Return on average assets | 0.4% | | Return on average equity | 4.7% | | Net interest margin (tax-equivalent) | 3.66% | | Efficiency ratio | 85.2% | | Equity to assets | 10.3% | | Nonperforming loans to total loans | 1.0% | [Non-U.S. GAAP Reconciliations](index=16&type=section&id=Non-U.S.%20GAAP%20Reconciliations) These tables reconcile non-U.S. GAAP financial measures, including net interest margin and tangible common equity, to their U.S. GAAP equivalents Reconciliation of Net Interest Margin (Q1 2025) | Metric | Value | | :--- | :--- | | Net interest margin (U.S. GAAP) | 3.63% | | Impact of fully tax-equivalent adjustment | +0.03% | | Net interest margin (Non-U.S. GAAP) | 3.66% | Reconciliation of Tangible Common Equity (March 31, 2025) | Metric | Value | | :--- | :--- | | Total equity attributable to parent | $310,054 thousand | | Less: Total intangibles | ($1,200) thousand | | Tangible common equity | $308,854 thousand | | Tangible book value per common share | $23.85 | | Tangible common equity ratio | 10.2% | [Supplementary Information](index=8&type=section&id=Supplementary%20Information) [About MVB Financial Corp.](index=8&type=section&id=About%20MVB%20Financial%20Corp.) MVB Financial Corp. is a publicly traded financial holding company providing services through MVB Bank in the Mid-Atlantic region - MVB Financial Corp. is the holding company for MVB Bank and is publicly traded on Nasdaq under the ticker "**MVBF**"[27](index=27&type=chunk) - The company is headquartered in Fairmont, West Virginia, and serves clients in the Mid-Atlantic region and beyond[27](index=27&type=chunk) [Forward-looking Statements](index=8&type=section&id=Forward-looking%20Statements) This section cautions that forward-looking statements are subject to risks and uncertainties, advising reliance on SEC filings for details - The press release contains forward-looking statements regarding possible future results of operations, which are protected under the Private Securities Litigation Reform Act of 1995[30](index=30&type=chunk) - Numerous factors could cause actual results to differ materially from those expressed in forward-looking statements, including market, economic, operational, liquidity, and credit risks[31](index=31&type=chunk) - The company disclaims any obligation to update forward-looking statements and directs readers to its Annual Report on Form 10-K for additional risk factors[31](index=31&type=chunk) [Non-U.S. GAAP Financial Measures Explanation](index=10&type=section&id=Non-U.S.%20GAAP%20Financial%20Measures%20Explanation) This section explains the use of non-U.S. GAAP financial measures for supplemental analysis, noting they are not substitutes for U.S. GAAP - The document uses non-U.S. GAAP financial measures which management believes provide useful supplemental information for understanding the company's financial condition and results[34](index=34&type=chunk) - These measures are not substitutes for U.S. GAAP basis measures and are presented to assist investors in comparing financial conditions, consistent with industry practice[34](index=34&type=chunk)

Financial Performance and Position - On-balance sheet gaming deposits totaled $227.6 million as of December 31, 2024, down from $354.1 million as of December 31, 2023[150] - Off-balance sheet gaming deposits totaled $221.0 million as of December 31, 2024, compared to $277.1 million as of December 31, 2023[150] - The company had $3.1 million of goodwill and other intangible assets as of December 31, 2024, with potential future write-downs impacting financial results[154] - The company anticipates potential volatility in earnings from Fintech investments, which could impact strategic initiatives[157] - The company may experience dilution of tangible book value and net income per common share from future acquisitions[163] Strategic Initiatives and Growth - The company is focused on long-term growth through new business initiatives, including investments in Fintech, which carry substantial risks[155] - The company sold its interest in Trabian in January 2025, indicating ongoing strategic asset management[162] Regulatory and Compliance Risks - The company is subject to extensive government regulation, which could adversely affect its business and operations[186] - The company's ability to pay dividends is restricted by capital adequacy requirements imposed by regulatory authorities[190] - The company's ability to pay dividends is uncertain and may depend on future earnings, capital requirements, and regulatory restrictions[197] - The company is subject to federal policies that restrict dividend payments, which could limit shareholder returns[197] - Compliance with Nasdaq listing requirements is critical; failure to maintain compliance could lead to delisting and adversely affect stock trading[194] Market and Economic Conditions - The company faces competitive pressures that may increase funding costs and compress net interest margins due to the gaming deposit base[150] - A deterioration in economic conditions may result in deposit base outflows, limiting access to customary sources of liquidity[166] - The trading volume of the company's common stock is lower than that of larger financial services companies, which may affect marketability and price stability[193] - The stock price can be volatile, influenced by factors such as quarterly results, sustainable core earnings, and general market conditions[195] - The company's stock price may be affected by geopolitical conditions and economic fluctuations, including the upcoming 2024 U.S. presidential election[196] Operational and Technological Risks - The company is adapting to technological changes and evolving legislation, which may increase operational and compliance risks[156] - Cyberattacks on information systems could adversely affect operations and harm the business[169] - The company relies on external vendors for day-to-day operations, exposing it to risks if these vendors do not perform satisfactorily[177] - A significant portion of the loan portfolio is secured by real property, which may expose the company to environmental liability risks[178] Financial Reporting and Credit Risks - Changes in accounting standards by FASB and SEC could materially affect how the company reports its financial condition and results of operations[204] - The company relies on analytical and forecasting models for credit loss estimates and fair value measurements, which may prove inadequate during market stress[206] - The company may need to increase its allowance for credit losses if actual losses exceed reserves, potentially impacting financial results[203] - The company faces risks related to credit and liquidity, which may impact the valuation of its securities portfolio and lead to accounting charges[199] - The company is subject to liquidity risk, which could disrupt its ability to meet financial obligations[164] - Limited availability of borrowings from the FHLB system could negatively impact earnings[167] - Failure to meet capital adequacy guidelines could compromise the company's status as a financial holding company[189]

Core Viewpoint - MVB Financial (MVBF) reported quarterly earnings of $0.72 per share, significantly exceeding the Zacks Consensus Estimate of $0.27 per share, marking an earnings surprise of 166.67% [1][2] Financial Performance - The company posted revenues of $46.18 million for the quarter ended December 2024, surpassing the Zacks Consensus Estimate by 37.45%, compared to $35.55 million in the same quarter last year [2] - Over the last four quarters, MVB Financial has exceeded consensus EPS estimates only once [2] Stock Performance and Outlook - MVB Financial shares have declined approximately 3.6% since the beginning of the year, while the S&P 500 has gained 2.9% [3] - The current consensus EPS estimate for the upcoming quarter is $0.30 on revenues of $34.6 million, and for the current fiscal year, it is $1.62 on revenues of $146.7 million [7] Industry Context - The Financial - Miscellaneous Services industry, to which MVB Financial belongs, is currently ranked in the top 19% of over 250 Zacks industries, indicating a favorable outlook compared to lower-ranked industries [8]

Financial Performance - Net income for Q4 2024 was $9.4 million, an increase of $7.4 million from the prior quarter[4] - Net income available to common shareholders for Q4 2024 was $9,440,000, an increase of 353.8% from $2,080,000 in Q3 2024 and an increase of 19.9% from $7,911,000 in Q4 2023[34] - Earnings per share from continuing operations for Q4 2024 was $0.73, compared to $0.16 in Q3 2024 and $0.62 in Q4 2023[34] - The efficiency ratio improved to 72.8% in the fourth quarter of 2024 from 88.7% in the third quarter of 2024[44] Income and Expenses - Noninterest income increased by $14.6 million, or 219.7%, to $21.3 million compared to the prior quarter, primarily due to an $11.8 million gain on sale of assets[9] - Noninterest expense rose by $4.1 million, or 14.0%, to $33.6 million from the prior quarter, driven mainly by higher personnel costs[16] - Interest income for Q4 2024 was $43,058,000, a decrease of 8.5% from Q3 2024's $46,627,000 and a decrease of 13.5% from Q4 2023's $49,699,000[34] - Net interest income after provision for credit losses for Q4 2024 was $24,573,000, down 3.9% from Q3 2024 and down 26.0% from Q4 2023[34] Loans and Deposits - Loans totaled $2.10 billion, a decline of $71.1 million, or 3.3%, from the previous quarter[17] - Deposits decreased by $308.0 million, or 10.3%, to $2.69 billion compared to the prior quarter[18] - Nonperforming loans decreased by $3.9 million, or 13.8%, to $24.6 million, representing 1.2% of total loans[22] - Loans originated in 2024 totaled $5,228,415,000, an increase from $4,319,382,000 in 2023[44] Assets and Equity - Total assets as of December 31, 2024, were $3,128,704,000, a decrease from $3,418,756,000 as of September 30, 2024, and a decrease from $3,313,882,000 as of December 31, 2023[38] - Total stockholders' equity attributable to the parent increased to $296,996 million from $293,849 million[40] - Tangible book value per share increased by 0.7% to $23.37 from the prior quarter[4] - Total equity attributable to the parent increased to $305,679,000 as of December 31, 2024, compared to $303,086,000 as of September 30, 2024[47] Credit Quality - The provision for credit losses totaled $0.3 million, down from $1.0 million in the prior quarter[24] - The allowance for credit losses was $21,542 million, slightly decreased from $22,043 million in the prior quarter[40] - The company reported a provision for credit losses of $331,000 in Q4 2024, compared to a release of allowance of $2,103,000 in Q4 2023[34] - The allowance for credit losses was $19,663,000, compared to $22,124,000 a year earlier, indicating improved asset quality[44] Future Plans - The company plans to continue focusing on expanding its fintech investments and addressing operational risks in the upcoming quarters[28] - The company plans to continue focusing on market expansion and enhancing its product offerings in the upcoming quarters[40]