Good morning. We are called to order, and welcome to the BancFirst Corporation shareholders meeting. My introductory comments will be very brief. We all look back at the unwinding of the pandemic stimulus. And, while the stimulus run up was a challenge in its own way, quantitative tightening is probably even more of a challenge to the banking industry. I'm proud to say BancFirst Corporation navigated both sets of challenges very well. David Harlow will make comments specifically about the performance of the company at the end of the meeting, so we will proceed with our business. Randy, would you provide proof of notice of the meeting?
Yes. I have a certified copy of the notice of this meeting that was mailed on April 11, 2024, to shareholders of record as of March 28, 2024. On the record date, there were 32,966,678 shares of common stock outstanding, and I also have a list of the shareholders as of the record date.
Okay, thank you. Is there anyone present or on the conference call who intends to vote in person? None noted. If that changes-
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Would you just please let us know-
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During the meeting, if you've changed your mind. Randy, do we have a quorum?
Yes, we do have a quorum present. The number of shares represented by proxy or in person is 29,044,828 shares, which is 88.1% of the shares outstanding, so a quorum is present.
All right. Since a Quorum is present, the meeting is hereby declared convened. Proposal number one is to elect 17 directors as nominated by our board of directors, which functions as a nominating committee of the whole, for a one-year term. I need to read the nominees? Oh, good. I'm not gonna read the nominees. They were in the proxy, and I'm sure everybody pored through that, for every dot and tittle. Is there any discussion of the proposal?
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Hearing none, would you please report the results of the election?
Yes. I'm pleased to report that 27,209,232 shares voted for all of the directors, which is 93.68%, and so obviously none of the directors received less than a majority of the shares voting.
I think it's important to point out that that percentage includes Broker Non-Votes, basically, as a no.
That's correct. They're not counted as a yes, so essentially they're a no.
Okay. And in general, this is not specifically accurate, but in general, when you add all those broker non-votes back, it pushes this up by 3.5 or 4%. So you end up, you know, give or take, 98, 98+ change on most of these. So as we go through these proposals, mentally, you can add, if you want to, add back broker non-votes to the tune of 3.5 or 4%, which already good numbers become even better at that point. Okay, so proposal number two, to amend the BancFirst Corporation Directors' Deferred Stock Compensation Plan as described in the proxy statement. Any discussion of this proposal? Randy, would you please report on the voting?
Yes.
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In this case, this vote is measured as a percentage of shares outstanding, which of course will be a lower percentage. But there were 27,530,535 shares voted for the proposal, which is 83.51% of the shares outstanding.
And that means it has been approved. So let's look at that 83%. That includes not only broker non-votes, includes non-votes. This is of all shares outstanding, voted or not, which is a requirement for these kinds of changes in the... What is it we're voting on? The deferred compensation.
Yes, it's the amendment- -to the Deferred Stock Compensation Plan.
So that is actually a good number when you factor in the votes that didn't even get cast. All right, proposal number three, to ratify Forvis as the company's independent registered public accounting firm. Audit Committee selected Forvis to continue as our independent registered public accounting firm for 2024. They've served as our auditors for 11 years now. Greg Waddell is chairman of the audit committee. Greg, any comments?
Yeah, yeah. They usually are the winner in terms of the highest percentage, so I doubt if he has much to worry about. But George, any comments from you?
Thank you, George. Any discussion of this proposal?
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Randy, would you report the results?
In this case, this item is-
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... measured by total shares outstanding also.
... but Forvis is the winner by a landslide of the largest number of votes. It's 28,951,659 shares voted for their appointment, and that is 87.82% of the total shares outstanding, so it has been approved. All right. The advisory vote to approve executive compensation, any discussion of-
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All right, Randy?
So this is a matter that we vote on each year-
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It's required under securities regulations and proxy rules now, and it is an advisory vote on our executive compensation levels and our plans. In this case, there were 27,489,508 shares voted for the advisory vote, which is 94.65% of the shares represented here at the meeting. It. Again, it's measured a little differently.
Back up to the only excluding the broker non-votes, so that was a strong outcome there. All right, so the proposal has been approved, which means all the proposals were approved with good percentages. I'll ask one more time, are there any-
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Comments, questions, from any of the attendees, either in person or online?
All right, David Harlow, would you make some final comments?
Whatever you want.
I will work to be as brief as David was on the opening comments, but just a few things for overall, the company, you know, has continued to perform, perform well. 2023 was a very good year for us. You're unmuted.
Q1 of 2024 was we were at $1.50 a share, and the consensus was $1.39. Had a good beat in the Q1 , and what happens then is they adjust you up, if you have a good Q1 . So, I'll speak to that in a minute. But, so overall, what's kind of contributing to our performance? Really good loan growth, probably ahead of what we had anticipated. Through April, we're up $246 million, up to $7.9 billion in loans, up 3.2%. So very good loan growth. Deposit growth, you know, since, when all of the back in, spring of 2023, with the bank failures, we have, finally, reached, you know, deposit shift, mixing, shift in the mix from, DDA and interest bearing.
So we are now back to above where we were in total deposits. Now, the mix has certainly changed, but good deposit growth. Our margin has continued to hang in there very good for a couple of reasons. One, the loan growth that we, I just mentioned, and also as loans are repricing, beginning to reprice, those three and five year fixed loans that begin to reprice. And we've had some securities mature, so get out of the securities portfolio where we had some lower yielding securities that are now moving into Fed funds at, you know, 5.25%. So that's helped our margin. We were actually at 3.71% for the Q1 of 2024 on our margin, and, in the fourth quarter of 2023, we're at 3.67%.
So actually had some improvement in margin, which for the industry, that is kind of an outlier. So that very good performance on our margin. Our non-interest income continues to perform well, absent Durbin. You know, this is our first full year, the impact of the Durbin Amendment, and that's a $23 billion pretax number for us. But outside of. So we will, our non-interest income will be down in 2024 because of the full year of Durbin. But, our other non-interest income items, like our trust business, our insurance business, our treasury business, all growing very nicely and continue to perform well there. Asset quality is still very, very good. You know, we aren't seeing any systemic kind of movement in our classifieds. You know, I think we have always historically performed better than peers through tougher times.
We anticipate if, if things do get tougher, we will perform better again. So asset quality, very good. Our capital levels, obviously very, very strong, however you want to measure it. We continue to grow tangible book value per share at a good pace, and our asset quality, I mean, our capital level is very, very strong. One thing I think through our regulatory filings, you know, we switched to the Federal Reserve as our primary federal regulator from the FDIC, and we're just kind of getting into that. We were at a conference yesterday down in Dallas, Tuesday and Wednesday, with the Federal Reserve for the regional banking companies that we're a part of now, between $10 billion and $100 billion. So really some, you know, there's change there for us.
And our first kind of foray and experience with the Fed has been very positive, kind of what we had hoped for. I think you know, still more to come there. I think we're really trying to get our kind of regulatory footing to understand what the expectations will be, not only for BancFirst, but for Pegasus and Worthington and the company overall. But early, early returns, very positive there. I think we're pleased with that change. Our liquidity is still very, very strong, over $2.2 billion with the Fed, you know, a little less than 20% liquidity. But we don't have... And speaking about our liquidity and our deposits, we don't have any broker deposits, no listing deposits. Still continue to be funded by our core deposits in our community banking system, so very, very strong there.
Our outlook for the remainder of the year, I think, is reasonably positive. You know, everybody's still waiting on what the ultimate outcome will be with the economy, when or if Fed will begin to reduce rates in the second half of the year, we will see. But I feel like we're very, very well positioned regardless of what happens with our strong balance sheet, our fortress balance sheet, and whatever kind of opportunities present themselves here in the next half of the year and into 2025, we'll, we'll be ready for it. So Dave, those are my comments, unless there are questions.
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Okay. I'll ask one more time, are there any other questions from any of the attendees, either online or in person? Well, thank you all for being here, and if seeing no further questions, I'll declare the meeting adjourned.