AGM 2021

Apr 27, 2021

Good morning. Do you have me on? Good. Welcome to the 1st Financial Bancshares 48th Annual Meeting since the company was organized as a multi bank holding company in 1973. You can't imagine how good it is to see all of you. Gosh, what a great crowd. And I will say, last year was such a bummer to be able to have to do this meeting on video and just have a camera in your face without real people out there. It was really strange, and I want to tell you how much we appreciate you being here today. And I'm sorry, we're not hosting the luncheon. 2 months ago, when we had to make that decision, it was pretty evident at that point that we didn't need to have it. Now that most of us have gotten our shots, and if you haven't gotten your shots, go get them. It's liberating. It's great. But I will promise you next year, we'll do the luncheon. And but what's interesting is we've always wondered who came to the meeting, who really came to the meeting or who came for lunch. Now we know the truth, okay? We know. And we need to give a special dividend to everybody here for some yes. Yes. Well, I can assure you that minus the pandemic, we will do lunch next year. I'm Scott Deeser. And as Chairman of the Board of Directors, it's my pleasure to preside at today's meeting. We are honored to have so many of our shareholders in person and those of you that are on the live stream. Your interest and dedication to our company is very gratifying. Your continued support is greatly appreciated. Like 2 years ago, we are hosting this meeting in the conference center, which allows us to social distance, is more accessible, put you up close so that you can see the presentations and hear them. And frankly, we think it's a lot more personal. We have a great story to tell and we don't want you to miss any part of it. As set out in the proxy statement dated March 12, 2021, our directors, Tucker S. Bredboel and David L. Copeland are serving as our proxies and are authorized to vote in accordance with your proxy card, which was completed and returned by mail, computer or by phone. All proxies received prior to the meeting will be voted in accordance with the instructions contained in the proxy statement. If you have revoked your proxy prior to the meeting and you're voting today at this meeting, please mark your ballot, raise your hand and we will collect your ballot at this time to submit them to Mr. Copeland and Mr. Bridgrew, so that they can tabulate these votes with the proxies previously received. Has anybody not voted yet? I know a few voted earlier, so we've got all those and they can tally those. While Mr. Copeland and Mr. Britt will tabulate the number of shares represented either in person or by proxy, I'd like to introduce our senior management who truly are the ones that lead this company. I'd ask each one of them to stand and remain standing to be recognized as a group. I'd ask each of you to pay particular attention to the experience level of each one of these professionals as we call them out. Scott Deeseard, Chairman of the Board, President and Chief Executive Officer Ron Butler, Executive Vice President and Chief Administrative Officer and also CEO of the Abilene region. James Gordon, Executive Vice President, Chief Financial Officer Gary Greig, Executive Vice President, Chief Lending Officer Luke Longhofer, Executive Vice President, Chief Credit Officer Randy Rowe, Executive Vice President and Chief Risk Officer John Ruska, Executive Vice President and Chief Information Officer. As you can tell, we have a lot of chiefs. And here's one that's not a chief, but he acts like 1, Kirk Thaxton, Chairman, President and CEO of First Financial Trust and Asset Management Company. And that's your management team. Thank you. Now our senior leadership, Troy Forr, President of First Financial Mortgage Marta Yergin, Executive Vice President, Lending Larry Kintz, Senior Vice President and Chief Compliance Officer and Kyle McVeigh, Senior Vice President, Chief Accounting Officer. And that's our senior group. Appreciate each one of you. And then our line of business managers, Will Kristofferson, Executive Vice President, Advertising and Marketing and he's also our CMO, Chief Millennial Officer. He keeps us all in line. Monica Houston, Executive Vice President, Retail, Banking and Training Pat Schultz, Executive Vice President, Human Resources Andrea Smitty Slagle, Executive Vice President, Treasury Management. And I will tell you, we are so glad to have Andrea back at work. She has been fighting cancer and this is her 1st week back and we appreciate you so much. Mike Woolverton, Executive Vice President, Consumer Lending Frank Gioia, Senior Vice President, Customer Care Center Brandon Harris, Senior Vice President, Appraisal Services Josh Brown, Vice President, Human Resources Gary Maillard, Vice President, Property Management. And that's our line of business and we appreciate them so much. They are the experts in each of those categories. And then our presidents, Marilyn Shed, President of Abilene Region David Bailey, CEO of Eastland Division and Executive Vice President and Senior Lender, Abilene Candy Canady, President of the Eastland Division Joseph Crouch, President of the Sweetwater Division Robert De La Cruz, Chairman, President and CEO of our Hereford Division or Region Chris Ebbett, Chairman, President and CEO of San Angelo Austin Elsner, Chairman, President and CEO of our Cleburne region Trent Swearingen, Chairman, President and CEO of Stephenville Justin Hooper, Chairman, President and CEO of Weatherford Mark Jones, Chairman, President and CEO of our South Lake region and Stephen Lee, President, CEO of Southeast Texas Region. Then we go to Sam Baker, Chairman, President and CEO of our Conroe Region Kirby Kaysen, President of our Huntsville division Marcus Morris, President and CEO of Fort Worth Shelly Dacus, President and CEO of Kingwood Ivan Olsen, CEO of Bryan College Station and Nora Thompson, President of Bryan College Station Region. Ladies and gentlemen, these are our presence of each of our banks. Each of our bank regions as well as our trust and technology companies are guided by very capable boards. Altogether, we have 125 business and professional leaders other than bank presidents and company representatives who serve our 12 regions, our trust and technology companies. As we say, our boards are made up of the movers and shakers of the communities that we serve. Their guidance and counsel are greatly appreciated and their influence in the markets we serve is vital to the ongoing success of this organization. We thank them for their time, direction and dedication. For the past 18 fiscal years, the accounting firm of Ernst and Young LLP has performed the audit of our company. We appreciate their professionalism and we are pleased to have representatives from our firm join us at today's meeting. Matt Whip, Partner and Jeff Coons, Senior Manager are here today representing the firm and are available for questions And all the hard questions get directed to these 2 guys right there. Let me tell you, they're not easy either. What's going on in the accounting world today is a lot different than what it's ever been. And it's hard for them and it's hard for us. Now that I've had the opportunity to introduce our management team and auditors, we can move along with today's official business. In accordance with the annual meeting notice and the proxy materials that were mailed on March 12, 2021, to all shareholders of record as of March 1, 2021, there are 4 items that require official vote of the shareholders. These were covered in detail in the proxy materials. However, if we present as we present these items, If any of you have a question, please raise your hand and let us recognize you so that you may ask your question. Mr. Copeland, have you tabulated the votes? Yes. Mr. Copeland, will you please give us the number of shares that are represented by proxy and in person? The total number of shares voted by proxy or in person, 124,800 and 70,342 shares, which represents 87.8 percent of the outstanding shares. Thank you, Mr. Copeland. And I want to say to each of you, thank you for voting. That means a lot to us to have 87%, almost 88% of our stockholders' vote says that's the biggest vote of confidence you could have. And when the market looks at us and they go, wow, you've got that many stockholders that are that interested, it makes a difference. It makes a big difference. So thank you. Okay. The number of shares represented constituted a quorum. Therefore, the meeting is properly and duly convened. That being the case, it is our standard procedure not to read the minutes from last year's meeting. Mr. James Gordon has those minutes in hand and that meeting was which was held April 28, 2020. That meeting had 3 official items of business. Those being the election of directors, the ratification and appointment of independent auditors and the advisory vote on the compensation of our named executives. All three items were approved by the shareholders. As set out in the proxy statement dated March 12, 2021, we have 4 official items of business for this meeting. Our first item is the election of directors to serve on the corporate board for the coming year. As stated in the meeting notice and the proxy statement, the Nominating Corporate Governance Committee and the Board of Directors have recommended that 11 directors be elected, all of whom are currently serving as your Board of Directors. The nominees and their primary businesses are as follows. And I like to for each one of them to stand as I introduce them and remain standing. April Anthony of Dallas, CEO of Encompass Home Health and Hospice and Executive Chair Homecare Homebase. Vianney Lopez Braun of Fort Worth Chief Development Officer, Decker Jones, P. C. Tucker S. Bridwell of Abling, President of Mansfield Investment Corporation David L. Copeland of Ablene, President of CIPCO Inc. And the Shelton Family Foundation Mike B. Denny of Ablene, Owner, President of Batchelor and Associates F. Scott Deeser, Chairman of the Board, President and Chief Executive Officer of First Financial Bancshares Inc. Murray H. Edwards of Clyde, Principal, The Edwards Group Tim Lancaster of Lubbock, retired President and CEO of Hendrick Health System Kadel Matthews of Amarillo, Ranching and Investments Robert C. Nichols of Kingwood, Executive Chairman of the Legacy Group Inc. LLC and Johnny E. Trotter of Hereford, President and CEO of Livestock Investors Limited. Congratulations, gentlemen. Thank you. This is your board. Okay, Mr. Copeland, please give us the tabulation of votes. All nominees received in excess of 97.6 percent of the shares voted. That's outstanding and you all are duly elected. That's great. Thank you. Let me tell you what a great board this is. They're into it. Not you just can't find a board that's more into what we do, knowing what we do, but making sure we're going the right direction and giving us the support that we need. And I couldn't ask for a better board than what you've given us, to say the least. The second item of business is to ratify the Audit Committee of the Board of Directors appointment of Ernst and Young LLP as independent auditors for fiscal year ending December 12, 2021. As noted in the meeting notice in the proxy statement, the Board of Directors has recommended the appointment of Ernst and Young LLP be ratified. Mr. Coakland, the totals in this regard. The number of shares voting for the appointment, 123,000,000,157,018 shares voting against 1,373,739 shares, abstaining 339,585 shares. Thank you, Mr. Copeland. That's a majority and the appointment is ratified. You guys have a job for another year. That's good. That's good. The third item of business is advisory vote on compensation of our named executive officers pursuant to the Securities and Exchange Commission rules. We are again conducting a shareholder advisory vote referred to say as say on pay to give shareholders the opportunity to express their views on compensation of our named executive officers and the executive compensation philosophy, policies and programs described in the proxy statement. As noticed in the meeting notice and the proxy statement, the Board of Directors recommends approval of the resolution approving the compensation of named executive officers. Mr. Copeland, the totals. After excluding for broker non votes, those voting for 101,207,066 shares voting against 1,929,251 shares abstaining 1,069,028 Shares or 97 percent voting for. Thank you, Mr. Copeland. That's a majority and the advisory resolution is approved. Okay. The 4th and last item of business is to approve the First Financial Bancshares Inc. 2021 omnibus stock and incentive plan, which is intended to succeed our 2012 incentive stock plan our stock option plan and the 2015 restricted stock option plan or stock plan and authorizes 2,500,000 shares available under the plan. As noted in the meeting notice and the proxy statement, the Board of Directors recommends approval of the 2021 ominous stock and incentive plan. Mr. Copeland, the totals in this regards. Once again, excluding for the broker non votes, there are 102,000,000 125,827 shares voting for, 1,441,304 shares voting against, 638,214 shares abstaining for an approval rating of 98%. Thank you, Mr. Copeland. That's a majority and the omnibus stock and incentive plan is approved. Okay. This concludes the official business and we appreciate the strong approval, very strong approval of the 4 proposals recommended by the Board of Directors this morning. There being no further official business to come before the meeting, the 2021 Annual Meeting of First Bancshares is now adjourned. James Gordon will now present our financial results and Kirk Thaxton will discuss highlights and activities for the Trust Company. Then it will be my pleasure to present the 2020 and current activities of the company. James? Thank you, Scott, and good morning to everyone. I'm extremely excited to be with you today here in Abilene or via our live stream broadcast. Also, as I close in on my 1st year, I feel truly blessed to be a part of the First Financial family. First, a look at our 2020 financial highlights during a challenging but opportunistic environment for First Financial. We are extremely proud but humble to accomplish our 34th consecutive year of increased earnings. Our net income of $202,100,000 compared to $164,800,000 for 20 19, which represents a 22.6% increase. Contributing to our growth was an increase of $60,800,000 in net interest income, primarily driven by our growth in net loans held for investment of $977,000,000 to $5,170,000,000 at year end and an increase in investment securities of $980,000,000 to $4,300,000,000 at year end. Additionally, our deposits grew by $2,070,000,000 from last year to $8,680,000,000 at year end. In summary, our growth was driven by strong organic growth, the Paycheck Protection Program or commonly referred to as PPP loan originations and the acquisition of the Bank and Trust of Bryan College Station on January 1, 2020, adding $455,000,000 in loans and $552,000,000 in deposits. Our trust business continued its growth with fees of 29.98 percent for the year. Kurt will provide additional details on our trust company shortly. Our secondary mortgage team grew mortgage income to $43,870,000 in 2020, originating over $1,200,000,000 in loans, compared to mortgage income of 18,140,000 dollars and $557,000,000 of loans originated during 2019. Next, looking at our diluted earnings per share, which was $1.42 for 2020 compared to $1.21 for 2019, reflecting the similar increase in net earnings for the year. Our efficiency ratio is a key performance indicator that represents the ratio of non interest expense to total non interest income plus non interest income, our revenues. In simple terms, this ratio reflects how many cents of overhead it takes our company to generate a dollar of revenue. The lower the ratio, the better. In 2020, our efficiency ratio was 45 0.49% compared to 48.61% in 2019, driven by higher revenues offset by continued expense control measures. Our efficiency ratio compares very favorably to our Federal Reserve Bank peer group of 61.85 percent. This Federal Reserve peer group consists of 128 bank holding companies throughout the United States with assets between $10,000,000,000 $50,000,000,000 Our efficiency ratio places us in the top 95th percentile of our peer group. In 2020, our net interest margin was under significant pressure as interest rate declined in the face of the pandemic as the Federal Reserve decreased rates by 150 basis points in early 2020. Our net interest margin was 3.79 percent for 2020 compared to our peer group average of 3.01%, which puts us near the 90th percentile of our peer group. We work hard each day to maximize the investment of our liquid assets, grow loans, maintain our loan rates where appropriate and manage interest paid on deposits. Next, looking at our return on average assets, which is another key measure of financial performance for the banking industry. This is net income as a percent of average assets, which was 1.98% in 2020. This compares extremely well to our peer group average of 82 basis points and placed us again in the 95th percentile of our peer group. Another important measure for our shareholders is the return on equity, which is our net income as a percentage of average shareholders' equity, which was 12.93% for 2020 compared to 14.3% in 2019, which places us in the 95th percentile of our peer group. This ratio is especially strong when you consider our high levels of capital, which will be illustrated on the next slide. And looking at the 4 primary regulatory ratios on this slide, you can see our capital ratios are over double and almost approaching triple the required level to meet the regulatory capital requirements. Our total shareholders' equity and capital at March 31, 2021, totaled $1,680,000,000 and our tangible capital was $1,360,000,000 excluding $318,000,000 of goodwill and intangibles. We have maintained strong ratios along with the significant growth experienced in 2020. From a balance sheet perspective, we had total assets at the end of 2020 totaling $10,900,000,000 our growth in 2020 of $2,640,000,000 driven by the acquisition of the Bank and Trust Company totaling $631,000,000 and our overall growth in deposits of $2,070,000,000 Our loans were $5,260,000,000 at the end of 2020 compared to $4,220,000,000 at the end of 2019, an increase of $1,040,000,000 or 24.4 percent over the prior year. At December 31, 2020, total loans included $484,000,000 in outstanding PPP loans. We stood at a 60.5 percent loan to deposit ratio at December 31, 2020. While we are working hard to increase our loans, credit quality continues to be our focus as we serve our customers across Texas and continue to emerge from the pandemic. Our non performing assets totaled $42,900,000 and as a percentage of loans and foreclosed assets stood at 83 basis points at December 31, 2020 compared to our peer group of 98 basis points. Our allowance for credit losses totaled $66,500,000 or 1.29 percent of total loans, reflecting the new accounting for credit losses, commonly referred to as CECL. Our total deposits increased to $8,680,000,000 up $2,070,000,000 or 32% over 2019. Our net interest demand deposits remain strong at $2,980,000,000 or 34.4 percent of our total deposits, which positively supports our net interest margin and the overall profitability of our company. Now turning from 2020 to 2021, I want to briefly highlight our Q1 2021 operating results released to the public in our earnings release last Thursday. For the quarter, net earnings of $56,900,000 compared to $37,200,000 for the Q1 of 2020, an increase of 52.8%. Net interest income increased $7,900,000 Our overall growth in average earning assets grew to $10,560,000,000 from organic growth, reflecting $2,050,000,000 of growth from last year. Our net interest margin decreased to 3.55 percent due primarily to the interest rate decreases discussed earlier and the corresponding impact on our investment and loan yields, partially offset by reduced funding cost. Mortgage income increased to $9,89,000 from $3,850,000 due to significant increase in our origination volumes. Our activity resulted in the sale of $308,000,000 in the Q1 compared to $142,000,000 of loans sold last year. Our provision for credit losses was a negative provision of $2,000,000 compared to a positive provision of $9,900,000 a year ago. Again, the provision was impacted by CECL and reflective of our forecasted outlook for the economy. Our diluted earnings per share for the quarter was $0.40 compared to $0.26 for the same period in 2020, again reflecting our growth in net earnings. We ended the Q1 with assets totaling $12,100,000,000 up $2,400,000,000 over March 31, 2020, driven again by our strong growth in deposits. Our loan growth for the quarter increased $707,000,000 to $5,390,000,000 at March 31, 2021 over the March 31, 2020 amounts, primarily from our organic growth as well as the PPP loans outstanding of $532,000,000 which includes the origination of $216,000,000 of loans in round 2 of the program through March 31, 2021. Deposits increased again to $9,410,000,000 at March 31, 2020, up $2,200,000,000 over the same balances at March 31, 2020. This concludes my review of 2020 and the Q1 2021 operating results. Now I'll return the meeting over to Kurt Thaxton to review the activities of First Financial Trust and Asset Management Company. Thank you for your support both as shareholders and customers of First Financial. Good morning. First Financial Trust enjoyed another successful year in 2020. The book value of our assets surpassed the $5,000,000,000 milestone, increasing $541,000,000 to finish the year with a book value of $5,400,000,000 an increase of 11.2%. The market value of our assets under management surpassed the $7,000,000,000 milestone, finishing the year at $7,510,000,000 an increase of $764,000 or 11.3%. Despite the challenging year, the trust company experienced good earnings growth in 2020. Trust fee revenue increased $1,130,000 or 4 percent from $28,400,000 in 2019 to $29,530,000 in 2020. Our earnings growth in 2020 was again impacted by our oil and gas fee revenue, which dropped $973,000 or 26 percent from $3,750,000 in 2019 to $2,780,000 in 2020. The decrease was due primarily to price volatility related to the COVID-nineteen pandemic and the release of production cuts from large global traders. As you can see from the slide, our oil and gas revenue continues to be volatile. However, it remains an important line of business for us, representing approximately 10% of our total revenue. Our after tax net income contribution to First Financial Bancshares increased $579,000 or 4.1 percent from $13,89,000 in 20 19 to $14,470,000 in 2020. Our Beaumont office led the way with net income growth of 125% followed by our Fort Worth and Sweetwater offices, which had increases of 13.85% and 12.7% respectively. As has been well documented and discussed, the equity markets had a roller coaster year in 2020. After being down as much as 30.43% on March 23, the S and P 500 finished the year with a positive return of 18.39%. Our best performing portfolio for the year was our strategic growth portfolio, which finished the year with a return of 29.46%. This was followed by our core portfolio, which had a return of 19.17%. All of our portfolios have impressive long term results. Our core portfolio has a 10 year average return of 13.67%, while our equity income portfolio has a 10 year annualized return of 13.39%, which is 317 basis points per year higher than the Lipper equity income benchmark. Our portfolio managers led by Chris Montoya currently manage almost $3,000,000,000 in equity assets, utilizing 5 different equity styles, which allow us to provide the appropriate equity strategy to meet each customer's needs and risk tolerances. Bill Rowe continues to do an excellent job of managing our bond portfolios and currently manages approximately 2 point $7,000,000,000 in fixed income assets. In 2020, Bill produced outstanding returns of approximately 8.13% for our taxable portfolios and 6.84% for our tax free portfolios, outperforming both benchmarks. 2020 was another exciting year for our 2020 was another exciting year for our growth and expansion. As you may recall from last year, we hired Mark Sierra to lead our 9th trust office in San Antonio. We are pleased to announce that this office is now open and fully staffed. In August, we hired Jeff Wind and opened our 10th Trust office located in Bryan College Station. We're excited about the growth opportunities for this new market. Given Jeff's experience, we're confident that we'll be able to make an impact for us. We're also pleased to announce we added to our Board leadership this year with the election of Wat Matthews and Katie Alford. Wat is from San Antonio and is Vice President of the Leggett Foundation and the Kickapoo Springs Foundation. He will also be serving on our investment committee. Katie is from Abilene and is the President and CEO of the Community Foundation of Abilene. Wadd and Katie will be valuable additions to our Board and we look forward to their leadership. We are pleased to announce that the Q1 of 2021 has started off very positive. We have seen good asset growth and net income growth of over 8%. We feel like the Q1 growth has us positioned for a great 2021. The foundation of our business has always been based upon relationships. We are fortunate to have worked with many families for generations, whether it's our experience in investments, mineral management, property management or trust and estate administration, our highly talented and experienced team remains dedicated on providing unparalleled customer service to you and your families for generations to come. Thanks to each and every customer of First Financial Trust for allowing us to serve your trust and investment needs. For those of you who are not yet our customers, we look forward to the opportunity. Thank you for your attention this morning and I will turn the podium to Scott. Well, thank you, James and Kirk. As you can see, the bank and the trust company are doing very well, to say the least. And if you're not doing business with the trust company, you ought to at least check it out. They do an outstanding job. All right. We're going to talk about the company. And what a year. We've really been through it, to say the least, all of us have. But here we are confronted by a global pandemic, the shutdown of the country, lower oil and gas prices, 2 hurricanes and 1 tornado. We stayed Texas strong. During 2020, we kept our doors open, served our customers and safeguarded the health of our associates. By doing that, we achieved extraordinary organic asset growth of more than $1,900,000,000 excluding the acquisition of Bryan College Station. Despite the challenges we faced, we ended 2020 with record annual earnings and entered 2021 with a very strong momentum. That growth rolled right into the Q1 of this year with another one point $2,000,000,000 growth in assets. If somebody would have told me a year and a quarter ago that we'd be at $12,100,000,000 today, I'd say no way, but it happened. When the government throws as much money into the system and much of it we got here, it was outstanding for us. Regarding this accomplishment, I want to say that I couldn't be prouder of the team of professional bankers who rose to the occasion to make 2020 a very successful year. We decided early on that unlike other banks across the country, we were not going to lock our doors. We would learn to manage through the pandemic and we would be here to serve our customers. We split our workforce in our larger non customer areas in half. Half of them went home, half of them stayed so we could social distance. This enabled us to implement social distancing and for the on-site group while other half work from home. Acrylic sneeze guards were put up at every teller window and desk to protect our customers and our employees. We serve lunch for 45 days to all our employees so that they didn't have to go out in the public and we purchased these meals from local restaurants so that we could support them through the early days of the pandemic. We provided our employees with on-site flu vaccinations, COVID testing, COVID supplements and vitamin packs to boost their immune system. We paid 100% of all medical costs related to COVID and we didn't count sick leave or vacation time for people that had to go on leave. All of our buildings were deep cleaned nightly and fogged regularly to kill the viruses and other germs. We also masked early and ran an advertising campaign that went, we're masking for you, will you mask for us? To get our customers to mask when they came to the bank. We urge customers to do as many of their transactions as they could using our motor banks, treasury management products, ATMs, mobile and digital banking platforms. We established a COVID task force that met daily and then weekly to monitor the pandemic and make decisions on how we could keep our employees and customers safe. The task force created a protocol for all associates to follow and we communicated with them consistently. Ron Butler, we call the COVID czar, ran this committee and he has done an excellent job of making sure that employees who contracted the virus are needed to be quarantined, stayed away from the bank until we were until they were cleared to come back. Our goal the whole time has been to make our workplace the safest place for our employees and our customers to be. Now that most of us have had the vaccination, we're ready to move on with our lives to say the least and I know you are too. Okay. Let's talk about earnings, and let's talk about performance. Over the last 5 years, we have increased earnings from $100,000,000 to $202,000,000 an increase of 102,000,000 dollars If you would have told me 5 years ago that we'd be at $202,000,000 I'd go no way on that too, but it happened. The past 5 years, the returns for you is our stockholders. Our compounded average return has been 20.93% a year, which is amazing, just amazing. But this is another slide that's really interesting. Going back to 1973 when we went public, we've increased earnings. We made $1,000,000 that year in 1973. And to this year, I'm making $202,000,000 and that's over 47 years. Okay. Many of you have experienced this because you were stockholders in 1973. Listen to this, if you owned 100 shares in 1973, today you'd have 34,376 shares because of stock splits through all those years. Those shares in 1973 would have been were worth $4,900 And at the end of 2020, those shares are now worth were worth $1,243,380 a 12.5 percent average annual return, excluding dividends over that period of time. While the average annual return of the S and P would have been 7.47% through the same number of years. Pretty interesting when you look back on that and what the bank has been able to accomplish. And as several different management groups to say the least, since this is interesting. Since 1954, there have only been 3 CEOs of this organization, Walter Johnson, Ken Murphy and me. And so it's interesting to see over that period of time, 1973, Walter was running things. Then Ken came in and then we've moved right along. That consistency is extremely important to say the least. As we have always said, we can't control the stock price, but we can work hard to consistently increase earnings, which ultimately drives the stock price. You never people come up to me all the time and say, why is the stock price where it is? I don't know. I don't know why the market does what it does. Sometimes we can put out the best earnings and the price goes down. Sometimes something can happen and the price goes up. You just never know what the market is going to do. But this year, the market has been very generous to us, hitting a high of 51.60 while moving back down yesterday was $48.57 producing a market cap of 6 right at $6,700,000,000 which is over some banks twice our size, which is interesting. As you can see, we have fared well with market and we are pleased with the increase in number of shares that are traded on a daily basis. Okay. Let's talk about the SBA PPP loan program. You hear a lot about that. Well, let's put it in perspective for you of what we were able to do to what we were able to accomplish with this program. And I couldn't be prouder of our team across the company because of their proactive response to the SBA PPP loan program. The first day we had over 3,000 loan applications, which were working that weekend so that we could start funding loans that next Monday. This was a year ago. Our team didn't stop working through the days, nights and weekends to get these loans processed and funded. We funded over 6,500 SBA PPP loans totaling $703,000,000 and we did 7 Federal Reserve Main Street loans totaling $142,000,000 which kept thousands of people employed and strengthened the Texas economy through the pandemic. We are now in our 2nd phase of the SBA PPP loans and have funded at quarter end 2016 loans totaling $217,000,000 So you can see we've done over $1,000,000,000 of government backed loans. Our Opendoor, quick response and efficient process has brought many new loan, deposit and trust customers to our company. What's interesting is we had many customers of other banks that couldn't get their loans done. I had one non customer call me and say, I can't even get them to return my calls. I can't get them to return my emails. I have no idea where my application is. And he said, the funds I know are going to run out in the next couple of days. What do I do? And I said, send me the application. I sent the application to Sabas, and I said, you better go. The one thing we want is we want all your business. This guy never banked with us before, and he lives in the middle of Dallas. But he was doing a project for me at my lake house. And so I said, but we want your business. And he said, I'll gladly move it. So I said, the closest bank to you is Mark Jones' Bank in Southlake. Said, go out, open your accounts, get those open. So he went out that day. Mark, you know who I'm talking about, opened his accounts. And he called me that night. He sent me the stuff. We funded the next day into his account, the next day when his bank could not even call him back. And so anyway, he called me that night and he said, I came home and I told my wife, he said, that's the best experience I've had at any bank. He said, second thought, that's the best experience I've had at any company and any business I've done business with. He said, and he's still a huge fan today and he's amazing. But that's what happened with almost every non customer is when we asked them to move their business, they moved it. And that's why you see the growth that you do there is the fact that people didn't want to bank at their bank anymore because they didn't take care of them. So that's where we were able to perform. Anyway, that's the story about PPP. The past and let's talk about where we sit today. Here's our bank director rating. For the past 12 years, we have been selected as one of the top 7 banks in the country between $5,000,000,000 $50,000,000,000 by Bank Director Magazine. 2 of those years were selected we were selected number 1, 4 of those years number 2. This rating is based on First Financial's financial strength and safety coming from factors such as capital, asset quality, profitability, risk management and sound business practices. Believe it or not, back on that one, go back on slide for me, Clay. Thank you. We're the only bank that has been on this list consistently more than 3 years. So you can see for 12 years of all the banks across the country, we've been on here 12 years, which is very interesting. Okay. In October, we got a big surprise. First Financial Bank was named to the Newsweek inaugural listing of America's Best Banks in 2021. Newsweek's bank ranking recognized the 1st financial institution or the first recognized the financial institutions that best serve their customers' needs in each state. Newsweek Magazine selected First Financial as the number one bank in Texas, an honor we attribute it to the efforts of our officers, employees, board members who put our customers and our communities first through being Texas strong throughout the pandemic. Okay, let's talk about the accomplishments that we made in 2020. On January 1, 2020, we completed the acquisition of the Bank and Trust in Bryan College Station. The purchase price originally established was based on a $30.20 $2.8 per share price for our own common stock and totaled $190,000,000 on the day both parties agreed, okay? Fast forward, At closing, in accordance to the terms of the definitive agreement, we issued approximately 6,300,000 shares of First Financial common stock with an approximate value of $220,000,000 to the shareholders of TBT Bank shares since our stock price from the time we announced that we were going to make the acquisition went up that much that there what they got was from $190,000,000 but they got $220,000,000 because of the bank stock price. Well, nobody griped because everybody won. Those stockholders came up and said, well, you paid too much for it because it was priced right. We didn't make the price go up, the market did. But the market liked the acquisition. And that's one of the things that you want the market to do is when you make an acquisition, you want them to like it. And it reflects in the stock price. So we were very pleased that the market liked the acquisition. And TB and T also paid a special dividend to stockholders of $2,000,000 at that time. When right the day before we closed, the Bank and Trust had total assets of $631,000,000 loans of $455,000,000 and total deposits of 551,000,000 dollars The bank has 5 branches, which expanded our network to 78 locations. This well managed high performing bank in the very high growth area of Bryan College Station is an excellent addition to our company. Between the 3 universities there, they have 90,000 students. Can you imagine the economy 90,000 students brings? It's amazing. It is amazing. With the new expanded products and services that we brought to the table for the bank and trust, which was mobile banking, treasury management, trust services and a larger lending capacity, we now see this 12th region. It's interesting that it's our 12th region, our 12th man region growing and contributing nicely to the bottom line of our company. An interesting note that most of you don't know, the founder of our bank, Fleming James, was one of the founders of Texas A&M University and his brother, John Garland James, was the 2nd President of Texas A and M University. Years later, Fleming's son, Henry James, who was President of the bank for 26 years, was the founder of MacMurray College, which is now Mac Murray University. And so we're very proud of that, the fact that the history of our bank, if I always say if the James family came back today to see what they created, not only in our bank, but if they went down to A and M and to McMurray to see what they created and where it is today, they would be amazed, totally amazed. What was really nice is when we bought the bank and did our ads, we were able to say, you know what, we were part of this years ago and we're coming home. And so it's really cool that we lined up the 2 things. And it's helped our acceptance down there to say the least. Okay, let's talk about our footprint. As you can see, First Financial Bank Bryan College Station fits very well into our footprint with our operations that span from Hereford in the Panhandle to Orange and Southeast Texas. This reflects our philosophy of continuing to be the community bank that doesn't focus on the big cities, but in the smaller communities around the big cities where we're not in fighting the big banks, but we're in where the small where the big fish in the small market where you got the growth factor off the big cities. This philosophy has worked well for us being spread across the state and creating a diversity of types of customers and economies to make up our bank. This diversity is really important because if you look up in Hereford, capital of the cattle feeding industry, and you go all the way down to East Texas, where they produce all the products coming out of oil and gas. It's a the different economies across all of that and across down I-twenty, around Fort Worth and Dallas, now around Houston are very different. So usually when one area is down economically, another area is up. And so that's one of the reasons we have these consistent earnings is because, yes, we have gyrations in the economies across the state, but it's our diversity that helps us. Okay, let's announced that it expanded it into Austin with a announced that it expanded into Austin with a new mortgage office located on BK Parkway. This office is managed by Irene Green, Senior Vice President of our Mortgage Lending. Then in February 2021, we held the groundbreaking ceremony for our new location in Huntsville to replace the 2 buildings we have across the street. Because right now, if you go in and do a teller transaction, but you want to make a loan, you got to go out of the bank into another building. And so it's just not a good situation. So we own the lot across the street and we're building 1 building to have all our employees in. And this building is going to be it's an 8,850 Square Foot building. We'll house all our employees and serve our customers with the latest technology and much better accessibility. This building will be completed in the Q4 of this year, so we're excited about getting that. In February 2021, First Financial Trust and Asset Management announced the opening of its trust office in San Antonio to serve Bexar County and the surrounding areas. Located at 9,601 McAllister Freeway, the office is managed by Senior Vice President, Michael Sierra And we're very pleased to have that center open. This month, we are moving into the 52,800 Square Foot newly remodeled operations center, which will house technology, operations, training and call center. This state of the art building will provide the latest security, safety, connectability and auto visual capabilities while being very energy efficient. This new center will meet the needs of our growing company through the coming years. Right there is our phone center that's already moved into that building. And you can see their pods of desk that are in what they call a honeycomb situation where they kind of work in pods. We're in the process and now we're in the process of leasing the space formerly occupied by these departments in our 400 Pine Street building. So if you know of anybody that's looking for lease space, we've got almost 2 floors that we'll clean out over the next couple of months and they'll all move out there and so we'll have some lease space. Okay. Now let's talk about let's turn to management changes and promotions. In April 2020, the company announced the selection of James Gordon as Executive Vice President and Chief Financial Officer to replace J. Bruce Hildebrand upon his retirement in August 2020. James' vast banking, accounting and public company knowledge and experience and expertise, especially with banks having assets in more than $10,000,000,000 will be instrumental in helping the company navigate its way now that it has assets greater than $10,000,000,000 and is subject to now we're subject to the Durbin bill and the additional laws and regulations. So now we've taken a step up. And what is you go, what's Durbin? Okay. Durbin is what the large retailers did for us when they back in 2,008, 2,009, the Zirvin bill was passed. And when you get to the $10,000,000,000 mark, they your income is cut from the debit card processing that we do, and it goes to the retailers. So we'll lose in a whole year about $14,000,000 $15,000,000 of income that goes to the retailers once we and so that won't start until July of next year. The Fed has given us because we did they realized we did so well in what the government wanted us to do in the PPP program and that's the reason we grew. And so they've given us a year before we have to go into that program, which we appreciate greatly. So anyway, that's kind of why James is so important. He has been at a bank in several banks larger than $10,000,000,000 So he kind of knows where we're stepping in. And then in May 2020, David Bailey was promoted to Executive Vice President and Senior Lender for the Abilene region, while still serving as CEO of the Eastland division. David holds a Bachelor of Business Administration Finance degree from MacMurray University. Then in May 2020, Candy Canady was promoted to President of our Eastland division, which is her hometown. She holds a Bachelor of Business Administration degree from Tarleton State University. In June 2020, Patricia Schultz was named Executive Vice President of Human Resources. Pat comes to First Financial with more than 30 years experience as Chief Human Resources Officer and Consultant. She's led the human resources departments for large companies and holds several professional designations. She has an extensive background in diversity and inclusion, which will complement the company's efforts in developing a team of dedicated and professional bankers that are also more diverse. In August 2020, Will Kristofferson was promoted to Executive Vice President of Marketing from Senior Vice President. Will does an excellent job of enhancing our marketing and advertising throughout the company, while trimming cost and making his department more efficient. Will is an Abilene native and a graduate of Abilene Christian University. He spent a decade in large in a large bank specializing in consumer and small business commercial lending. Then in December 2020, Shelly Dacus added the title of CEO to her existing title of President of our Kingwood region. Shelly has been has more than 16 years experience and is part of the team in Commercial State Bank, which First Financial Bank acquired in 2018. She holds a Bachelor of Business Administration Finance degree from Sam Houston State University and is a graduate of the University of Wisconsin Graduate School of Banking and the Texas Bankers Association Management Development. Then in June 2021, Nora P. Thompson was promoted to President of First Financial Bank, Bryan College Station. Nora has more than 30 years experience in financial services and mortgage lending. Prior to its acquisition, she was a key part of the leadership team of Texas Bank and Trust or The Bank and Trust where she served as Executive Vice President and Senior Lender. She is a graduate of Southwestern Graduate School of Banking at SMU and is the 4th female to be promoted to regional president. This is an ad that I really like. This is a piece we put out on social media to encourage people to come to work for the bank. I couldn't be more pleased with a number of young, bright professionals that are moving up the ladder in our company. With our growth, we have many opportunities for them to advance. Some of them we grow, others we hire and some come with acquisitions. But here are 7 presidents who came to the bank right out of college, went through our training programs, attended graduate schools of banking, received lots of experience and now our presence of different regions throughout our company. We call this a training program that works and it proves that you can come to First Financial Bank like me and many others get the training and education that you need for high level positions. Speaking to young professionals that I am extremely proud of, there is a person that has served is being honored today with the Walter Johnson Award, which is the company's highest honor bestowed upon a person who has contributed greatly and advanced our company to new heights, just as Walter Johnson did. This award is being given has only been given 8 times in the last 15 years And it's bestow for the 9th time to Sebas Sanchez, Vice President of SBA Lending for the company. Sebas, come on up while I talk about you. Okay, stand right here, buddy. I want everybody to see you. Okay, let me tell you about Sabast. He joined the company 2015 in our loan documentation preparation department. He progressed through the analyst program. In 2018, he was promoted to oversee SBA lending for the bank. In this position, his knowledge was paramount to enable us to get out in front of other banks and create the positive plan he and Luke Longhofer put together to execute the Paycheck Protection Program. Facilitating a brand new government program literally overnight with new rules every day was and is still challenging. And let me tell you, he did a fantastic job of doing it. He was our go to guy. But it was once Sebas met head on to pay dividends for our customers, our communities, shareholders and his fellow employees. There's a whole bank of people that created our success in this program, But Sebas rose to the occasion, worked long hours, was the brains and the leadership to make it all happen. Sebas, it is my pleasure, let me get it down here, to honor you for this great contribution for your great contribution to the success of this company and here's the Walter Johnson Award. Here you go. There you go. Okay, let's stand over here. I can tell you, he deserves that award. And with Sebas today is his wife Dee. Dee, would you stand? And his mother, Alicia and his dad, Sebas Sr. Sebas is always so humble. I kept telling him, Sebas, this is a big deal. This is a big deal. So it is a big deal. Okay. Another area that I'm very proud of is the fact that First Financial Bancshares promotes a culture of diversity, equity and inclusion. Out of the 1488 employees, 72% are female, 30.5% minority. So you can see how diverse we are. We continue our efforts to attract, recruit and retain employees who bring to our company diverse backgrounds, orientations, beliefs, culture and interests. And when I talk about diversity, I'm not just talking about color or gender, but I'm talking about where they went to go to church, what part of the country they're from. Diversity comes from a lot of different areas, what schools they go to, what education they have. And so having a diverse team strengthens our company by bringing together people with different ideas, skills and experiences and by enabling our customers regardless of race and other characteristics to feel at home when they visit one of our locations. We are pleased that through these programs, we have been able to promote our 4th woman president, our 1st Hispanic president as well as elect our 2nd woman director. We also continue to refresh and diversify our regional boards, which are made up of the movers and shakers of the communities we serve. We couldn't be more excited about the number of diverse young professionals that we have throughout our company who are being trained and mentored for higher level positions. We're also very proud of the role that the Banco College of Business, Texas Tech University, established the Excellence in Banking program, which has a twofold focus. 1, a graduating top of the line students who have been educated and trained to become future management of banks. But also this program is designed to solicit women, minorities and 1st generation students into the banking business because there is such a great need for them in our industry. Okay. Let's talk about the most important thing that you all like, stock price and dividends. As you can see from the slide over the past 5 years, our annual dividends have increased from $0.35 to $0.51 an increase of $0.46 Okay. Here's what you really like. Due to our strong capital and our historical earnings, the board has voted to increase the cash dividend by $0.02 which will be $0.15 per quarter which is a 15.4% increase. This will be paid to shareholders of record as of June 16, 2021 with the dividends payable on July 1, 2021. We hope you're pleased with this decision. And if you get a chance, you can thank our Board. They're right here before you leave. It's always nice to leave this meeting with a present, that's your present. Okay. All right. Future opportunities. The one thing that differentiated us from other banks last year is that we didn't look at the pandemic, the shutdown of the economy, lower oil and gas prices, 2 hurricanes and a tornado as hurdles to performance. We totally threw out the negatives. We looked at it as an opportunity to serve our customers and communities and excel above the other banks. That is exactly what we did and what we plan to keep doing. Our horse agility training, our mission and vision statements, our 21 non negotiables keep our entire team focused on excellence. We will take the business that we earned and that we gained through the pandemic and we will continue to grow with that positive momentum that we have today. As in the past, we are proceeding strategically on the acquisition hunt. We're searching diligently to acquire at the right price well managed banks that fit our culture and will bring long term value to our stockholders. Consolidation across the industry will continue, and we will play a role in that. We will continue to improve our bottom line by growing loans and deposits, enhancing non interest income while controlling expenses. I couldn't be prouder of this very professional team that I have the honor of working with. They have already proven that they are tireless, dedicated, hardworking, tenacious and smart. I'd rather weather any storm with them than any other bank group across the country. I thank each one of them along with our customers, stockholders and our Board and the communities that have made us what we are today and have made us Texas strong. To you, our stockholders, thank you so much for your strong support, especially your loyalty through all these years. You have certainly you're certainly the wind beneath our wings and we're here to put you first. And we have for the as we have for the last 130 years. Thank you for attending and watching today and being part of this annual meeting. Now I think Butler's got something that he I walk in and he goes, I've got something that I got to get up and talk about. So I'm going to give the podium to Butler, which is dangerous. I promise I will not talk about COVID. It's behind us. So we are calling an audible on the boss today. And I'm going to introduce Chris Furlough, who's the CEO of the Texas Bankers Association in Austin. He's going to make a special award to Scott. But before I do that, the Texas Bankers Association is our trade association, an organization that we've been deeply involved with, I don't know how long, but we have 4 Since inception. Four Chairs of the the Texas Bankers Association, Walter Johnson, Ken Murphy, Mike Malden, retired from Hereford and Scott Deeser. So we have a deep background and a great partnership with TBA. Please welcome Mr. Chris Furlough. Well, I'll tell you all, I'm a little bit nervous because I'm kind of sneaking up on Scott and doing this. As you all know, sneaking up on Scott can be dangerous. So year after year, and we've heard about it today, First Financials recognized for being not just one of the best banks in Texas, one of the best banks in the United States year after year. And that kind of success does not happen by chance. It is the result of hard work and leadership based in a culture of excellence. And excellence is a word that is synonymous with Scott Deisser. It's why I'm here today. Scott Deisser has built a culture of excellence at First Financial, And it is not just a culture that he expects and we all know that Scott does expect it. It is a culture that he leads personally, a culture that he has a passion for. He shares that passion. He invests in that passion. In others, you see it in the quality of the leadership team. He invests in First Financial's people, and they likewise make an impact in the world around them. Scott invests in the community. It's hard to drive around not just Abilene, but across Texas and not see the brand of First Financial in the communities you serve, in projects and in infrastructure and in days of committed service. Scott has invested his time and his talents in our industry to make it better. I am certainly proud to thank him for leading the Texas Bankers Association as Chairman, but he's also served in multiple leadership roles with the American Bankers Association and his peers are grateful. But I believe that the indelible investment Scott has made for our industry is witnessed in his passion for the next generation. His care to see young leaders rise at First Financial and in his investments in the sons and the daughters of Texas, our future business people, our future bankers. And my goodness, the indelible mark he has made at Texas Tech and the Rawls School is amazing. The Excellence in Banking program, it was driven by Scott to help others achieve their best. But even those accomplishments are just parts of a much larger picture. In Scott, we see a portrait of excellence. Excellence not for vanity, but for virtue. Excellence not for celebrity, but for service and community. And excellence not just to achieve for the sake of achievement, but to make a lasting difference in the lives of others. And for those reasons, Scott, I'm here today to present you with the Texas Heritage Community Banker Award from the Texas Bankers Association. Thank you. Thank you. Well, that's a big surprise and a very nice one, to say the least. Thank you. Thank you so much. I say in NEO, when that's new employer orientation, this bank was not built off of one person and is not one person and it's not. It's a team of people. And it's interesting, as we go do presentations on our bank throughout New York and all over to the analysts and to our largest stockholders, always have people come out and say, how did you make that bank so good? Well, I didn't. It's always has been good. When the James family started the bank, 1st 6 months, the bank made money. That's almost impossible. And we've never had a capital raise. This bank, what we have in capital came off of earnings, the 130 years of earnings. And so it's always been a good bank. And then Walter Johnson came in 1954, enhanced it. Ken came in, what, 1973, Ken? What? 'seventy one. 'seventy one. And he enhanced it. And so when I took over the company, I remember the board saying to me, don't screw it up. And so I'm glad so far, I haven't screwed it up. So anyway, just it's the heritage of the people that have built this. I just kind of ride off of that. But it's fun. Yes, I believe in bringing the next generation on because that's our future. We've got to have that for this company to grow and do. So anyway, thank you again, Chris. I'm blown away with this. And such a cool that's outstanding. That's just outstanding. And what a great way to do it on my own turf. They know the real story about me, so somebody else might not believe it. Okay. Well, we'll close this annual meeting. We pray that all of you stay safe and healthy. We look forward to having you next year and having lunch and getting to work the crowd as we always do. But this concludes our annual meeting. Thank you so much for being here. We appreciate your support. We're adjourned.