Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market for Common Stock
German American Bancorp, Inc.’s stock is traded on the Nasdaq Global Select Market under the symbol GABC.
The Common Stock was held of record by approximately 3,208 shareholders at February 15, 2021.
Transfer Agent: Computershare
Priority Processing
462 South 4th Street
Louisville, KY 40202-3467
Contact: Shareholder Relations
(800) 884-4225 Shareholder
Information and
Corporate Office: Terri A. Eckerle
German American Bancorp, Inc.
P.O. Box 810
Jasper, Indiana 47547-0810
(812) 482-1314
(800) 482-1314
Stock Performance Graph
The following graph compares the Company’s five-year cumulative total returns with those of the Russell 2000 Stock Index, Russell Microcap Stock Index, and the Indiana Bank Peer Group. The Indiana Bank Peer Group (which is a custom peer group identified by Company management) includes all Indiana-based commercial bank holding companies (excluding companies owning thrift institutions that are not regulated as bank holding companies) that have been in existence as commercial bank holding companies throughout the five-year period ended December 31, 2020, the stocks of which have been traded on an established securities market (NYSE, NYSE American or Nasdaq) throughout that five-year period. The companies comprising the Indiana Bank Peer Group for purposes of the December 2020 comparison were: 1st Source Corp., First Financial Corp., First Merchants Corp., Lakeland Financial Corp., Old National Bancorp, Horizon Bancorp, First Internet Bancorp, and First Savings Financial Corp. The returns of each company in the Indiana Bank Peer Group have been weighted to reflect the company’s market capitalization. The Russell 2000 Stock Index, which is designed to measure the performance of the small-cap segment of the U.S. equity universe, is a subset of the Russell 3000 Index (which measures the performance of the largest 3,000 U.S. companies) that includes approximately 2,000 of the smallest securities in that index based on a combination of their market cap and current index membership, and is annually reconstituted at the end of each June. The Russell Microcap Stock Index is an index representing the smallest 1,000 securities in the small-cap Russell 2000 Index plus the next 1,000 securities, which is also annually reconstituted at the end of each June. The Company’s stock is currently included in the Russell 2000 Index and Russell Microcap Index.
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Stock Repurchase Program Information
The following table sets forth information regarding the Company’s purchases of its common shares during each of the three months ended December 31, 2020.
Period Total Number of Shares
(or Units) Purchased Average Price Paid Per Share (or Unit) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs (1)
October 2020 610 $ 26.95 610 778,088
November 2020 — — — 778,088
December 2020 — — — 778,088
Totals 610 $ 26.95 610
(1) On January 27, 2020, the Company's Board of Directors approved a stock repurchase program for up to 1.0 million of its outstanding common shares. The Company repurchased 610 shares of common stock under the repurchase plan during the quarter ended December 31, 2020.
On January 25, 2021, the Company’s Board of Directors terminated the 2020 repurchase program and approved a new plan to repurchase up to 1.0 million shares of the Company’s outstanding common stock. On a share basis, the amount of common stock subject to the new repurchase plan represented approximately 4% of the Company’s outstanding shares on the date it was approved. The Company is not obligated to purchase any shares under the plan, and the plan may be discontinued at any time. The actual timing, number and share price of shares purchased under the repurchase plan will be determined by the Company at its discretion and will depend upon such factors as the market price of the stock, general market and economic conditions and applicable legal requirements. The Company has not repurchased any shares of common stock under the 2021 repurchase plan.
Equity Compensation Plan Information
T he Company maintains three equity incentive plans under which it has authorized the issuance of its Common Shares to employees and non-employee directors as compensation: its 2009 Long-Term Equity Incentive Plan (under which no new grants may be made), its 2019 Long-Term Equity Incentive Plan (the “2019 LTI Plan”) and its 2019 Employee Stock Purchase Plan (the "2019 ESPP"). Each of these plans was approved by the requisite vote of the Company’s common shareholders in the year of adoption by the Board of Directors. The Company is not a party to any individual compensation arrangement involving the authorization for issuance of its equity securities to any single person, other than option agreements and restricted stock award agreements that have been granted under the terms of one of the three plans identified above. The following table sets forth information regarding these plans as of December 31, 2020:
Plan Category Number of Securities
to be Issued upon Exercise
of Outstanding Options, Warrants or Rights Weighted Average
Exercise Price of
Outstanding Options, Warrants and Rights Number of Securities
Remaining Available for
Future Issuance under
Equity Compensation
Plans (Excluding
Securities Reflected in First Column)
Equity compensation plans approved by security holders — (a) $ — (a) 1,682,123 (b)
Equity compensation plans not approved by security holders — — —
Total — $ — 1,682,123
(a) On December 31, 2020, participants under the 2019 ESPP exercised options to purchase 6,283 Common Shares at the purchase price of $32.88 per share. The Company settled the option exercises in January 2021 with shares purchased on the open market.
(b) Represents 750,000 shares at December 31, 2020 that the Company may in the future issue to employees under the 2019 ESPP (although the Company typically purchases the shares needed for sale to participating employees on the open market rather than issuing new issue shares to such employees) and 932,123 shares that were available for grant or issuance at December 31, 2020 under the 2019 LTI Plan. As stated in note (a) above, the Company settled certain option exercises in January 2021 with shares purchased on the open market. The issuance of such reacquired shares will result in a 6,283 share reduction in the amount remaining available for future issuance.
For additional information regarding the Company’s equity incentive plans and employee stock purchase plan, see Note 8 (Shareholders' Equity) of the Notes to the Consolidated Financial Statements included in Item 8 of this Report.
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Item 6. Selected Financial Data.
The following selected data should be read in conjunction with the consolidated financial statements and related notes that are included in Item 8 of this Report, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is included in Item 7 of this Report (dollars in thousands, except per share data). Year-to-year financial information comparability is affected by the acquisition accounting treatment for mergers and acquisitions, including but not limited to the Company's acquisition of River Valley Bancorp effective March 1, 2016, the acquisition of five branches from First Financial Bancorp effective May 18, 2018, the acquisition of First Security, Inc. effective October 15, 2018, and the acquisition of Citizens First Corporation effective July 1, 2019.
2020 2019 2018 2017 2016
Summary of Operations:
Interest Income $ 174,369 $ 176,474 $ 133,749 $ 111,030 $ 103,365
Interest Expense 19,126 31,249 19,139 11,121 8,461
Net Interest Income 155,243 145,225 114,610 99,909 94,904
Provision for Credit Losses 17,550 5,325 2,070 1,750 1,200
Net Interest Income after Provision For Credit Losses 137,693 139,900 112,540 98,159 93,704
Non-interest Income 54,474 45,501 37,070 31,854 32,013
Non-interest Expense 117,123 114,162 93,553 77,803 76,587
Income before Income Taxes 75,044 71,239 56,057 52,210 49,130
Income Tax Expense 12,834 12,017 9,528 11,534 13,946
Net Income $ 62,210 $ 59,222 $ 46,529 $ 40,676 $ 35,184
Year-end Balances:
Total Assets $ 4,977,577 $ 4,397,672 $ 3,929,090 $ 3,144,360 $ 2,955,994
Total Loans, Net of Unearned Income 3,088,072 3,077,091 2,728,059 2,141,638 1,989,955
Total Deposits 4,106,530 3,430,021 3,072,632 2,484,052 2,349,551
Total Long-term Debt 141,624 181,950 126,635 141,717 120,560
Total Shareholders’ Equity 624,709 573,820 458,640 364,571 330,267
Average Balances:
Total Assets $ 4,729,006 $ 4,128,535 $ 3,380,409 $ 3,002,695 $ 2,841,096
Total Loans, Net of Unearned Income 3,185,542 2,899,939 2,339,089 2,036,717 1,904,779
Total Deposits 3,860,397 3,293,934 2,716,712 2,395,146 2,249,892
Total Shareholders’ Equity 594,781 519,010 385,476 350,913 321,520
Per Share Data:
Net Income (1)
$ 2.34 $ 2.29 $ 1.99 $ 1.77 $ 1.57
Cash Dividends 0.76 0.68 0.60 0.52 0.48
Book Value at Year-end 23.57 21.51 18.37 15.90 14.42
Tangible Book Value Per Share (2)
18.63 16.49 13.81 13.45 11.94
Other Data at Year-end:
Number of Shareholders 3,218 3,672 3,705 3,459 3,513
Number of Employees 776 821 747 621 605
Weighted Average Number of Shares (1)
26,539,024 25,824,538 23,381,616 22,924,726 22,391,115
Selected Performance Ratios:
Return on Assets 1.32 % 1.43 % 1.38 % 1.35 % 1.24 %
Return on Equity 10.46 % 11.41 % 12.07 % 11.59 % 10.94 %
Equity to Assets 12.55 % 13.05 % 11.67 % 11.59 % 11.17 %
Dividend Payout 32.37 % 29.64 % 30.25 % 29.11 % 30.21 %
Net Charge-offs (Recoveries) to Average Loans 0.08 % 0.17 % 0.08 % 0.04 % 0.04 %
Allowance for Credit Losses to Loans 1.52 % 0.53 % 0.58 % 0.73 % 0.74 %
Net Interest Margin 3.63 % 3.92 % 3.75 % 3.76 % 3.75 %
(1) Share and Per Share Data includes the dilutive effect of stock options.
(2) Tangible Book Value per Share is defined as Total Shareholders' Equity less Goodwill and Other Intangible Assets divided by End of Period Shares Outstanding.
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