UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
 
October 27, 2026
Date of Report (Date of earliest event reported)
 
OHIO VALLEY BANC CORP.     
(Exact name of registrant as specified in its charter)
 
Ohio
(State or other jurisdiction of incorporation)
 
0-20914
31-1359191
(Commission File Number)
(IRS Employer Identification No.)
 
420 Third Avenue, P.O. Box 240
Gallipolis, Ohio 
45631
(Zip Code)
(Address of principal executive offices)

 
Registrant's telephone number, including area code:  (740) 446-2631
 
Not Applicable
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).    Emerging growth company   
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class Trading Symbol Name of each exchange on which registered
Common shares, without par value
OVBC The NASDAQ Stock Market LLC
 
 
1

 
 
Section 2 – Financial Information    
 
Item 2.02.  Results of Operations and Financial Condition
 
GALLIPOLIS, Ohio - Ohio Valley Banc Corp. [Nasdaq: OVBC] (the “Company”) reported consolidated net income for the quarter ended September 30, 2026, of $3,295,000, an increase of $265,000, or 8.7%, from the same period the prior year. Earnings per share for the third quarter of 2026 were $.70 compared to $.64 for the prior year third quarter. For the nine months ended September 30, 2026, net income totaled $10,519,000, a decrease of $1,127,000, or 9.7%, from the same period the prior year. Earnings per share were $2.23 for the first nine months of 2026 versus $2.47 for the first nine months of 2025. Return on average assets and return on average equity were .85% and 8.14%, respectively, for the first nine months of 2026, compared to 1.03% and 9.95%, respectively, for the same period in the prior year.
 
Ohio Valley Banc Corp. CEO, Larry Miller said, “Although our year-to-date performance has not met our expectations, the primary driver has been losses tied to a limited number of commercial credits. We remain encouraged by the strength of our core business, including continued loan growth and stable margins. As funding costs remain elevated, we are focused on disciplined execution and are confident in our ability to work through these challenges and create long-term value for our shareholders.”
 
        For the three months ended September 30, 2026, net interest income increased $1,271,000, and for the nine months ended September 30, 2026, net interest income increased $3,882,000 from the same respective periods last year. These increases were related to the increase in average earning assets. For the three and nine months ended September 30, 2026, average earning assets increased $131 million and $143 million from the same periods last year, respectively, which was primarily related to growth in average loan balances. For the nine months ended September 30, 2026, average loans increased $140 million from the same period last year, which occurred mostly within the targeted commercial lending segments. The growth in average earning assets was funded primarily from promotional offerings for certificates of deposit and new money market accounts for individual and business customers. For the nine months ended September 30, 2026, the average balance of certificates of deposit and money market accounts increased $125 million and $28 million, respectively, from the same period last year.
 
       For the third quarter of 2026, the net interest margin was 4.03%, a decrease from 4.05% for the third quarter of 2025. For the nine months ended September 30, 2026, the net interest margin was 3.99%, a decrease from 4.03% for the same period last year. The decrease in the net interest margin was related to the cost of funding sources increasing at a greater pace than the yield on earning assets. Comparing the first nine months of 2026 to the first nine months of 2025, the yield on earning assets improved in relation to the growth in higher yielding loans that now comprise a larger percentage of earning assets, along with the improvement in the yield on securities. During the second half of 2025, the Company sold $36.9 million in securities for which the yield on securities sold was 1.35% and the proceeds were reinvested into securities yielding 4.52%, which has benefited interest income in 2026. Included in the yield on earning assets for the first nine months of 2025 was the recognition of a market discount on purchased loans totaling $817,000, which was not replicated during the same period in 2026. For the first nine months of 2026 versus the first nine months of 2025, the cost of funding sources increased as the composition of funding sources shifted to higher cost deposit sources, such as, certificates of deposit and money market accounts that were offered pursuant to certain promotional offerings mentioned above. These promotional deposit offerings were utilized to fund loan growth and to maintain an appropriate liquidity position. Although the net interest margin contracted, the additional growth in earning assets more than offset the decrease.
 
2

 
For the three months ended September 30, 2026, the provision for credit loss expense totaled $2,825,000, an increase of $1,713,000 from the same period last year. The quarterly provision for credit loss expense was primarily the result of quarter-to-date net charge-offs of $6,357,000, of which $3,284,000 was the conversion of a specific allocation on a collateral dependent loan to an automobile dealership to charge-off status and $2,818,000 was related to recording a foreclosed commercial real estate asset at fair value. This increase in reserves was partially offset by a decrease in modeled loss rates, primarily in relation to the improvement in both unemployment and GDP projections.
 
 For the nine months ended September 30, 2026, the provision for credit losses was $8,202,000, an increase of $5,526,000 from the same period last year. The year-to-date provision for credit loss expense was primarily the result of year-to-date net charge-offs of $6,783,000, the specific allocation of $3,278,000 on a collateral dependent loan to construct a hotel, and additional reserves required for the $52 million year-to-date increase in loan balances. Partially offsetting these increases were lower reserves due to a decrease in certain qualitative risk factors related to improved trends surrounding delinquency and net charge-offs for select portfolios, along with the reduced exposure of borrowers servicing debt as their loans adjust to a market rate. In addition, the modeled loss rates decreased in relation to the improvement in both unemployment and GDP projections since December 31, 2025. The ratio of nonperforming loans to total loans was 1.09% at September 30, 2026, compared to 1.40% at December 31, 2025, and .42% at September 30, 2025. The allowance for credit losses was 1.05% of total loans at September 30, 2026, compared to .96% at December 31, 2025, and 1.01% at September 30, 2025. The increase in the ratio of allowance for credit losses to total loans was primarily related to the specific allocation established on the commercial real estate loan for the construction of a hotel.
 
For the three and nine months ended September 30, 2026, noninterest income increased $1,339,000 and $1,319,000, respectively, from the same periods last year. The quarterly increase in noninterest income was largely due to the $1,219,000 decrease in loss on sale of debt securities during 2025. In the third quarter of 2025, the Company sold $11.0 million in securities that were yielding 1.32% at a loss of $1,219,000. The proceeds were reinvested into securities yielding 4.37%. For the nine months ended September 30, 2026, a gain on equity securities of $395,000 was recorded in relation to recording its Visa Class C common stock at fair value based on the conversion privilege of the Visa Class C common stock and the price of Visa Class A common stock. During the second quarter of 2026, the Company participated in an exchange offer initiated by Visa Inc., where 954 Visa Class B-1 shares were tendered by the Company in exchange for a mix of Visa Class B-3 and Class C common stock. Also contributing to higher noninterest income was interchange income earned on debit and credit cards, which increased $29,000 and $185,000 during the three and nine months ended September 30, 2026, compared to the same periods from 2025, respectively. Lastly, during the nine months ended September 30, 2026, income from bank owned life insurance increased $146,000 due to the receipt of life insurance proceeds, and electronic refund check and deposit fees decreased $676,000 due to the expiration of a tax processing agreement with a third party when compared to the same period in 2025.
 
3

 
For the three months ended September 30, 2026, noninterest expense totaled $12,093,000, an increase of $604,000 from the same period last year. For the nine months ended September 30, 2026, noninterest expense totaled $34,639,000, an increase of $1,283,000, or 3.8%, from the same period last year. The Company’s largest noninterest expense, salaries and employee benefits, increased $292,000 as compared to the third quarter of 2025, and increased $986,000 as compared to the first nine months of 2025. The increases were primarily related to annual merit increases and to health insurance premiums. Further contributing to higher noninterest expense was software expense, which for the three and nine months ended September 30, 2026, increased $133,000 and $339,000, respectively, from the same periods last year. The increase was primarily related to an investment in software to enhance internal processes. In addition, FDIC insurance expense increased $87,000 and $222,000, respectively, for the three and nine months ended September 30, 2026, compared to the same periods last year. The increase was related to a higher assessment base due to growth in assets and to an increase in the assessment rate in relation to higher nonperforming loans. Partially offsetting these increases was a decrease in data processing expense of $61,000 during the third quarter of 2026, and $680,000 during the first nine months of 2026, compared to the same periods from 2025. The year-to-date decrease was primarily related to the recovery of $544,000 from a vendor for a billing error for services provided over a specific time period.
 
The Company’s total assets at September 30, 2026 were $1.655 billion, an increase of $73 million, or 4.6%, from December 31, 2025. The increase in assets was primarily the result of a $52 million increase in total loans and a $25 million increase in balances maintained at the Federal Reserve. At September 30, 2026, total deposits increased $84 million from year end 2025, which occurred primarily within time deposits and money market accounts. At September 30, 2026, shareholders’ equity decreased $.5 million from year end 2025. This was primarily from year-to-date net income of $10.5 million, offset by cash dividends paid of $3.4 million and a decrease in accumulated other comprehensive income of $7.5 million. Based on the increase in market interest rates during 2026, the fair value of securities classified as available-for-sale decreased, which contributed to the decrease in accumulated other comprehensive income.
 
Ohio Valley Banc Corp. common stock is traded on the NASDAQ Global Market under the symbol OVBC. The holding company owns The Ohio Valley Bank Company with 19 offices in Ohio and West Virginia, and Loan Central, Inc. with six consumer finance offices in Ohio. Learn more about Ohio Valley Banc Corp. at www.ovbc.com.
 
Caution Regarding Forward-Looking Information
 
Certain statements contained in this earnings release that are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “believes,” “anticipates,” “expects,” “appears,” “intends,” “targeted” and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying those statements. Forward-looking statements involve risks and uncertainties. Actual results may differ materially from those predicted by the forward-looking statements because of various factors and possible events, including: (i) changes in political, economic or other factors, such as inflation rates, recessionary or expansive trends, taxes, the effects of implementation of federal legislation with respect to taxes, tariffs and government spending and the continuing economic uncertainty in various parts of the world; (ii) competitive pressures;  (iii) fluctuations in interest rates; (iv) the level of defaults and prepayment on loans made by the Company; (v) unanticipated litigation, claims, or assessments; (vi) fluctuations in the cost of obtaining funds to make loans; (vii) regulatory changes; and (viii) other factors that may be described in the Company’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission from time to time. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made to reflect unanticipated events.
 
4

 
 
                                 
OHIO VALLEY BANC CORP - Financial Highlights (Unaudited)
                               
                                 
      Three months ended       Nine months ended
      September 30,       September, 30  
      2026       2025       2026       2025  
PER SHARE DATA
                               
  Earnings per share
  $ 0.70     $ 0.64     $ 2.23     $ 2.47  
  Dividends per share
  $ 0.25     $ 0.23     $ 0.73     $ 0.68  
  Book value per share
  $ 36.04     $ 34.90     $ 36.04     $ 34.90  
  Dividend payout ratio (a)
    35.74 %     35.76 %     32.69 %     27.51 %
  Weighted average shares outstanding
    4,711,001       4,711,001       4,711,001       4,711,001  
                                 
DIVIDEND REINVESTMENT (in 000's)
                               
  Dividends reinvested under
                               
     employee stock ownership plan (b)
  $                   -          $                   -          $ 206     $ 195  
  Dividends reinvested under
                               
     dividend reinvestment plan (c)
  $ 326     $ 327     $ 970     $ 1,039  
                                 
PERFORMANCE RATIOS
                               
  Return on average equity
    7.50 %     7.44 %     8.14 %     9.95 %
  Return on average assets
    0.79 %     0.78 %     0.85 %     1.03 %
  Net interest margin (d)
    4.30 %     4.05 %     3.99 %     4.03 %
  Efficiency ratio (e)
    63.35 %     69.70 %     61.73 %     65.52 %
  Average earning assets (in 000's)
  $ 1,574,471     $ 1,443,534     $ 1,559,916     $ 1,416,815  
                                 
(a) Total dividends paid as a percentage of net income.
                               
(b) Shares may be purchased from OVBC and on secondary market.
                               
(c) Shares may be purchased from OVBC and on secondary market.
                               
(d) Fully tax-equivalent net interest income as a percentage of average earning assets.
                               
(e) Noninterest expense as a percentage of fully tax-equivalent net interest income plus noninterest income.
                               

 

5

 
                                 
OHIO VALLEY BANC CORP - Consolidated Statements of Income (Unaudited)
                               
      Three months ended         Nine months ended  
(in $000's)
    September 30,         September 30,  
      2026       2025       2026       2025  
Interest income:
                               
     Interest and fees on loans
  $ 20,471     $ 18,659     $ 59,873     $ 53,338  
     Interest and dividends on securities
    2,608       2,325       7,611       7,020  
     Interest on interest-bearing deposits with banks
    735       563       2,283       2,028  
          Total interest income
    23,814       21,547       69,767       62,386  
Interest expense:
                               
     Deposits
    7,467       6,442       22,031       18,563  
     Borrowings
    479       508       1,582       1,551  
          Total interest expense
    7,946       6,950       23,613       20,114  
Net interest income
    15,868       14,597       46,154       42,272  
Provision for (recovery of) credit losses
    2,825       1,112       8,202       2,676  
Noninterest income:
                               
     Service charges on deposit accounts
    848       823       2,367       2,266  
     Trust fees
    88       84       269       287  
     Income from bank owned life insurance and
                               
       annuity assets
    245       236       865       719  
     Mortgage banking income
    38       45       113       122  
     Electronic refund check/deposit fees
    0       1       0       676  
     Debit / credit card interchange income
    1,446       1,417       4,030       3,845  
     Loss on sale of debt securities
    0       (1,219 )      0       (1,219 ) 
     Unrealized gains on equity securities
    18       0       395       0  
     Tax preparation fees
    3       3       653       637  
     Other
    401       358       869       909  
          Total noninterest income
    3,087       1,748       9,561       8,242  
Noninterest expense:
                               
     Salaries and employee benefits
    6,659       6,367       19,559       18,573  
     Occupancy
    622       521       1,687       1,535  
     Furniture and equipment
    331       346       987       1,034  
     Professional fees
    501       515       1,440       1,515  
     Marketing expense
    317       280       902       838  
     FDIC insurance
    266       179       748       526  
     Data processing
    873       934       2,148       2,828  
     Software
    724       591       2,058       1,719  
     Other
    1,800       1,756       5,110       4,788  
          Total noninterest expense
    12,093       11,489       34,639       33,356  
Income before income taxes
    4,037       3,744       12,874       14,482  
Income taxes
    742       714       2,355       2,836  
NET INCOME
  $ 3,295     $ 3,030     $ 10,519     $ 11,646  
 
 
6

 
 
 
 
 
 
 
 
 
 
 
OHIO VALLEY BANC CORP - Consolidated Balance Sheets (Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(in $000's, except share data)
 
 
 
September 30,
 
 
 
December 31,
 
 
 
 
 
2026
 
 
 
2025
 
ASSETS
 
 
 
 
 
 
 
 
 
Cash and noninterest-bearing deposits with banks
 
 
$
14,687
 
 
$
14,845
 
Interest-bearing deposits with banks
 
 
 
55,348
 
 
 
31,052
 
Total cash and cash equivalents
 
 
 
70,035
 
 
 
45,897
 
Debt securities available for sale
 
 
 
245,733
 
 
 
253,906
 
Debt securities held to maturity, net of allowance for credit losses of $1 in 2026 and 2025
 
 
 
5,388
 
 
 
5,452
 
Equity securities
 
 
 
394
 
 
 
0
 
Restricted investments in bank stocks
 
 
 
5,147
 
 
 
5,258
 
Total loans
 
 
 
1,247,856
 
 
 
1,196,018
 
Less:  Allowance for credit losses
 
 
 
(13,096
) 
 
 
(11,519
) 
Net loans
 
 
 
1,234,760
 
 
 
1,184,499
 
Premises and equipment, net
 
 
 
21,359
 
 
 
20,509
 
Premises and equipment held for sale, net
 
 
 
0
 
 
 
400
 
Accrued interest receivable
 
 
 
5,664
 
 
 
5,476
 
Goodwill
 
 
 
7,319
 
 
 
7,319
 
Bank owned life insurance and annuity assets
 
 
 
43,148
 
 
 
43,305
 
Operating lease right-of-use asset, net
 
 
 
1,345
 
 
 
923
 
Deferred tax assets
 
 
 
8,755
 
 
 
5,621
 
Other assets
 
 
 
6,304
 
 
 
4,089
 
Total assets
 
 
$
1,655,351
 
 
$
1,582,654
 
 
 
 
 
 
 
 
 
 
 
LIABILITIES
 
 
 
 
 
 
 
 
 
Noninterest-bearing deposits
 
 
$
311,960
 
 
$
314,131
 
Interest-bearing deposits
 
 
 
1,101,555
 
 
 
1,015,536
 
Total deposits
 
 
 
1,413,515
 
 
 
1,329,667
 
Other borrowed funds
 
 
 
31,524
 
 
 
44,848
 
Subordinated debentures
 
 
 
8,500
 
 
 
8,500
 
Operating lease liability
 
 
 
1,345
 
 
 
923
 
Allowance for credit losses on off-balance sheet commitments
 
 
 
713
 
 
 
871
 
Other liabilities
 
 
 
29,953
 
 
 
27,588
 
Total liabilities
 
 
 
1,485,550
 
 
 
1,412,397
 
 
 
 
 
 
 
 
 
 
 
SHAREHOLDERS' EQUITY
 
 
 
 
 
 
 
 
 
Common stock ($1.00 stated value per share, 10,000,000 shares authorized;
 
 
 
 
 
 
 
 
 
5,490,995 shares issued)
 
 
 
5,491
 
 
 
5,491
 
Additional paid-in capital
 
 
 
52,321
 
 
 
52,321
 
Retained earnings
 
 
 
140,087
 
 
 
133,007
 
Accumulated other comprehensive income (loss)
 
 
 
(9,405
) 
 
 
(1,869
) 
Treasury stock, at cost (779,994 shares)
 
 
 
(18,693
) 
 
 
(18,693
) 
Total shareholders' equity
 
 
 
169,801
 
 
 
170,257
 
Total liabilities and shareholders' equity
 
 
$
1,655,351
 
 
$
1,582,654
 
 
7

 
 
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
 
     
OHIO VALLEY BANC CORP.
 
Date: October 27, 2026
 
By:
 /s/Larry E. Miller, II
     
Larry E. Miller, II
Chief Executive Officer
 
 
 
 
 
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