What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2024-03-14 compared with 2023-03-15 · 45 added, 48 removed, 57 unchanged (62% of the section changed)

5 unchanged sentences

Year Ended December 31, 2023

Dividend Declared

First quarter

3 unchanged sentences

Year Ended December 31, 2022

Dividend Declared

First quarter

12 unchanged sentences

On November 8, 2022, the Board of Directors authorized an extension to its share repurchase program through December 31, 2024 for an additional $20.0 million of the Company’s common stock (“Repurchase Plan”), which

represents approximately 3% of outstanding shareholders’ equity.

Repurchases by the Company under the Repurchase Plan may be made from time to time through open market purchases, trading plans established in accordance with SEC rules, privately

negotiated transactions, or by other means.

Beginning in 2023 under the Inflation Reduction Act of 2022 (IRA), a 1% excise tax will be imposed on certain public company stock repurchases.

The actual means and timing of any repurchases, the quantity of purchased shares and prices will be subject to certain limitations, including, without limitation, market prices of the Company’s common shares,

general market and economic conditions, the Company’s financial performance, capital position, and applicable legal and regulatory requirements, and at the discretion of the Chief Executive Officer and Chief Financial Officer.

represented approximately 4% of outstanding shareholders’ equity at the time of approval.

Repurchases by the Company under the Repurchase Plan may be made from time to time through open market purchases, trading plans established in accordance

with SEC rules, privately negotiated transactions, or by other means.

On November 14, 2023, the Board of Directors authorized a further extension to its share repurchase program through December 31, 2024 for an additional $25.0 million of the

Company’s common stock, which represented approximately 4% of outstanding shareholders’ equity as of December 31, 2023.

During 2023, the Company repurchased 20,366 shares under the Repurchase Plan, for a total of $20.2 million under the combined $20.0 million share repurchase program authorized in November 2022 and the additional

$25.0 million share repurchase program authorized in November 2023.

All of these shares were purchased at prices ranging from $942.00 to $1,083.00 per share, based upon the then current price on the OTCQX.

The Company did not issue any shares of

common stock during 2023.

As of December 31, 2023, there remains $24.5 million authorized for repurchases under the Repurchase Plan.

conditions, the Company’s financial performance, capital position, and applicable legal and regulatory requirements, and at the discretion of the Chief Executive Officer and Chief Financial Officer.

Repurchases under the Repurchase Plan may be initiated, discontinued, suspended, or restarted at any time in the Company’s discretion.

3 unchanged sentences

authorized but unissued common shares of the Company.

On May 24, 2018, stockholders approved a proposal to increase our authorized shares of common stock from 7,500,000 to 40,000,000.

In approving this proposal the stockholders also granted the Board discretionary

authority (i.e., without further stockholder action) to determine whether to delay the proposed amendment.

The Company has no immediate plans to effect the increase in the authorized shares of common stock.

The following table reports information regarding repurchases of our common stock during the year ended December 31, 2023:

Average price

paid per share (2)

Total number of shares

purchased as part of

publicly announced

plans or programs

Maximum number (or

approximate dollar

value) of shares that

may yet purchased

under the plans or

programs ( In

thousands ) (1)

October 1, 2023 to October 31, 2023

November 1, 2023 to November 30, 2023

December 1, 2023 to December 31, 2023

Total 4th Quarter 2023

(1) As of November 8, 2022, the Board approved an extension of the repurchase program through December 31, 2024,

for an additional $20 million of the Company's common stock.

As of November 14, 2023, the Board approved a further extension to the repurchase program through December 31, 2024 for an additional $25 million of the Company's common stock.

(2) The aggregate purchase price and weighted average price per share does not include the effect of excise tax

expense incurred on net stock repurchases.

For the year ended December 31, 2023, the excise tax expense accrual totaled $202,000.

Shareholder Rights Plan

On August 5, 2008, the Board of Directors approved a Share Purchase Rights Plan (the “Rights Plan”), pursuant to which the Company entered into a Rights Agreement dated August 5, 2008, with Computershare as Rights

22 unchanged sentences

over the past several years.

During 2022, the Company repurchased 21,309 shares under the Repurchase Plan, for a total of $20.31 million.

All of these shares were purchased at prices ranging from $925.00 to $990.00 per share, based upon the

then current price on the OTCQX.

The Company did not issue any shares of common stock during 2022.

The following table reports information regarding repurchases of our common stock during the year ended December 31, 2022:

Average price

paid per share

Total number of shares

purchased as part of

publicly announced

plans or programs

Maximum number (or

approximate dollar

value) of shares that

may yet purchased

under the plans or

( In thousands ) (1)

Total 1st Quarter 2022

Total 2nd Quarter 2022

Total 3rd Quarter 2022

October 1, 2022 to October 31, 2022

November 1, 2022 to November 30, 2022

December 1, 2022 to December 31, 2022

Total 4th Quarter 2022

(1) As of November 8, 2022 the Board approved an extension to the repurchase program through December 31, 2024 and for an additional $20

million of the Company's common stock.

The Company did not issue or purchase any shares of common stock during 2021.

Performance Graphs

Performance Graph

The following graph compares the Company’s cumulative total stockholder return on common stock from December 31, 2018 to December 31, 2023 to that of:

(i) the S&P 600 Regional Banks (Sub Ind) (TR) Index (which

replaces the Morningstar Banks Index - Regional (US) Industry Group going forward through 2020, since the data is no longer accessible);

and (ii) the cumulative total return of the New York Stock Exchange market index.

The graph assumes an

initial investment of $100 on December 31, 2017 and reinvestment of dividends.

The stock price performance set forth in the following graph is not necessarily indicative of future price performance.

The Company’s stock price data is based on

activity posted on the OTCQX and on private transactions between individual stockholders that are reported to the Company.

(i) the S&P 600 Regional Banks (Sub Ind) (TR) Index;

(ii) the cumulative total return of the New York Stock Exchange AMEX Composite market index.

The graph assumes an initial investment of $100 on December 31, 2018 and reinvestment of dividends.

The stock price performance set forth in the

following graph is not necessarily indicative of future price performance.

The Company’s stock price data is based on activity posted on the OTCQX and on private transactions between individual stockholders that are reported to the Company.

This data was furnished by Zacks SEC Compliance Services Group.

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity