Welcome, everybody, to the BancFirst Corporation 2023 annual meeting. We've got people on the Webex call. We've got people in person. This is gonna be a very scripted event, by and large.
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-to make sure we touch all the legal bases we need to touch. We will mute those of you on the Webex while we're discussing proposals and votes. Rest assured, for each proposal, we will unmute and allow you to ask the questions. If those of you on the Webex have a question, wait until we unmute, and then jump in there. Kevin Lawrence, our CFO, will make some general comments toward the end of the meeting, and we'll take questions that transcend any of the proposals. First off, Randy, would you please provide proof of notice for the meeting?
Yes, I have with me a certified copy of the notice of the meeting that was mailed to shareholders of record on April 11, 2023, and the record date for the meeting was March 31, 2023. At that date, there were 32,889,493 shares of common stock outstanding, and I also have with me, a record list of the shareholders as of that record date.
Okay. Is there anyone present or on the conference call who intends to vote in person?
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If so, please state your name and the number of shares you're entitled to vote. Okay, and noted.
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Kevin, do we have a quorum present?
Yes, the number of shares represented by proxy or person is 29,330,431 shares, which is 89.15% of the shares outstanding. There is a quorum present.
Since quorum is present, the meeting is hereby declared convened. Proposal one is to elect 18 directors nominated by our board for their 1-year term. Everybody's been provided a list of those nominees. Is there any discussion of this proposal?
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Okay, hearing none, Kevin, will you please report the results of the election?
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1 shares, or 81.09% of the shares voting on the election were. Director received affirmative votes of less than a majority of the shares voting. All the nominees have been elected.
Okay. Proposal, 2, to approve the BancFirst Corporation Restricted Stock Unit Plan. Is there any discussion of this proposal?
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All right. Hearing none, Kevin, will you please report the re-
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820,036 shares, or 84.57% of the shares outstanding, voted for the proposal. It has been approved.
All right. Proposal 3, to ratify Forvis, LLP as the company's independent registered public accounting firm. Forvis has been selected by the audit committee to continue as the company's independent registered public accounting firm for the year ending 12/31/2023. They have served as our auditor now for 10 years. Greg Waddell is Chairman of the Audit Committee. Greg, would you have any comments?
No comment.
Thank you. Brian West is the engagement partner with Forvis, he's here, and George G. Cohlmia is here. Brian, would you have any comments? I didn't see where you sat down. There you go.
Appreciate it.
Okay. Is there any discussion?
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-on Forvis? Hearing none.
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Will you please report?
Yes. 29,281,217 shares, or 89% of the shares outstanding, voted for the proposal. It has been approved.
Proposal four, the advisory vote to approve executive compensation. Is there any discussion on this proposal?
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Hearing none. Kevin, will you please re-
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Yes. 741,889 shares, or 94.58% of the shares represented at the meeting, voted for the proposal. It has been approved.
Okay, proposal 5, the advisory vote on the frequency of the company's executive compensation vote. Is there any discussion of this proposal?
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Depends on the committee.
Hearing none, Kevin-
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report on the results of the voting.
Yes, 27,113,562 shares, or 92.44% of the shares represented at the meeting, voted for a frequency of 1 year.
Okay. Well, that ends the formal business session discussion of the proposals to come before the shareholder meeting. I'm gonna have Kevin make some final comments. He'll touch very briefly on the year-end, which was an outstanding year by any measure, and touch briefly on the first quarter, which, as everybody knows, had a lot of twists and turns for the banking industry nationally. He'll make a few comments as that relates to BancFirst, to the extent we have disclosed those in the first quarter 10-Q. First, are there any questions or comments?
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about anything we've discussed so far? Guys? Kevin?
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2022 was a very successful year, and I just want to point out a few metrics to you all, that demonstrated the success of 2022. ROA 1.56%, ROE 16.11%. Our NIM expanded from 3.15% in 2021 to 3.29% in 2022. Diluted EPS of $5.77, compared to $5.03 in the prior year. Our tangible book value continued to increase at $31.90. Our Efficiency Ratio continued to improve from the prior year to 55.6%, and asset quality remains strong. We had our Net Charge-Off Ratio of just 2 basis points. Also highlighting the year is our acquisition of Worthington Bank, with Greg Morse here, with us this morning.
Also something that we are proud of is 30 years of consecutive dividend growth after the increase in 2022. Also, as David said, you know, 2022 was a success, and 2023, as we are experiencing now, and amongst the entire banking industry, is experiencing a very challenging. As highlighted by the events that began on March 9th, the banking industry liquidity pressure, which led to the bank failures of Silicon Valley Bank, Signature, and First Republic. The deposits in the entire industry are down $981 billion since the Fed began to raise interest rates. That's the biggest outflow of deposits on record. That could lead to bank lending shrinking significantly over the coming quarters as tighter credit conditions really slow down the economy.
Net Interest Margin has really seemed to peak for most banks in the fourth quarter of last year. Our margin actually expanded in the first quarter, but we feel like even with our margin, certainly the bank industry margin, that that margin has peaked, and we'll start to see that margin compress in the coming quarters due to the higher Deposit Betas. For BancFirst, things we have disclosed in the first quarter, our total deposits of $10.6 billion, we are certainly experiencing the deposit runoff. Our deposits are down $364 million, mostly in our demand deposits, moving into an off-balance sheet sweep account product. If such movement is permanent, we will certainly see an impact to our Net Interest Income going forward.
Also a significant event that's coming that we've been foreshadowing for quite some time now, being over $10 billion, the Durbin Amendment, which we'll start experiencing July 1st, which would represent a loss of pre-tax income of approximately $22 million on an annual basis. In summary, of a successful 2022 led to a very challenging 2023 as we are experiencing now. David, that's my comments.
All right. Thank you, Kevin. Broadly speaking, there's no doubt 2023 is gonna be a challenge earnings-wise, at least relative to the best-in-class performance we've had the last few years. In absolute terms, it's gonna be a strong year. The good news is, our balance sheet's a fortress. It was then, it is now, and that's not an accident. We manage to this type of economy. If you're a banker, in our opinion, you don't maximize earnings in high-risk, risk-on environments. You manage your balance sheet for times like this, and this is one of those times, and we're in great shape. Hopefully, there'll be opportunities. Usually, there are. That's the whole point. Opportunities manifest themselves in tough times, not in booms.
This is what we wait for, and we'll see how this plays out. Are there any comments by, or questions by those in-person attendance here in the audience? Any questions, comments? Okay, are there any questions or comments by those on the Webex call?
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Any dogs that are gonna bark? Nothing. Even the dogs are happy. All right, in that case, we'll call this meeting to a close. I thank everybody for attending in person and online, and we'll look forward to 2023. We're adjourned.