Landmark Bancorp, Inc. (LARK)
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AGM 2022

May 18, 2022

Operator

Hello, and welcome to the annual meeting of stockholders of Landmark Bancorp, Inc. Please know that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Michael Scheopner, President and CEO of the company. Mr. Scheopner, the floor is yours.

Michael Scheopner
President and CEO, Landmark Bancorp

Thank you, and good afternoon, ladies and gentlemen. Welcome to The 2022 Annual Meeting of Stockholders of Landmark Bancorp, Inc. I'm Michael Scheopner, the President and Chief Executive Officer of the company, and it is my pleasure to serve as chair of this meeting. Thank you for your time and attendance today. We are holding our annual meeting of stockholders virtually this year because we believe that hosting a virtual meeting enables more of our stockholders to attend and participate in the meeting, and it will allow our stockholders to participate from any location around the world with internet access. Before we move to the business at hand, there are a few housekeeping items that I will address related to today's virtual meeting. To vote your shares or submit questions, you will need the control number provided on your proxy card.

If you have not yet voted and wish to vote, or if you wish to revoke a previously submitted proxy and change your vote, you may do so by clicking on the Vote icon. Stockholders who have already voted by internet, telephone, or mail need not vote again online at this meeting. Your voting instructions will be carried out at this meeting by Mark Herpich and myself as your appointed proxies. If you would like to submit a question, please click on the Q&A icon on your screen now or at any time during the meeting. We encourage you to submit any questions as soon as possible to ensure your question is received. We reserve time after the adjournment of the meeting to address any questions that don't directly relate to today's proposals. At this time, I call the meeting to order.

Landmark's executive leadership team and directors are all in attendance at the meeting today. We are very proud of the members of our management team and our board of directors, and we are grateful for their dedicated service. Thank you to all. Also in attendance is a representative of our independent registered public accounting firm, Crowe LLP. Steve Wagner is here today to represent Crowe and is available to respond to appropriate questions during the general question-and-answer period. We will now conduct the formal part of the annual meeting. Mark Herpich will act as secretary of this meeting. Mark has advised me that a quorum is present at this meeting, so I declare this to be a properly constituted meeting, duly organized and ready for business.

Mark has delivered an affidavit from Computershare, which states the mailing of the notice and proxy statement originally commenced on April 14th, 2022, and was mailed to all stockholders of record as of the close of business on March 30, 2022, the record date for this annual meeting. Jeremy Hinkle is serving as the Inspector of Election at this meeting, and that completes the necessary formalities. The purpose of our meeting this afternoon is to conduct the following business matters. One, to elect three Class three directors who will each serve a three-year term. Two, to approve in a non-binding advisory vote the compensation of the company's named executive officers, commonly referred to as the say-on-pay vote. Three, to ratify the appointment of Crowe LLP as the company's independent registered public accounting firm for the year ending December 31, 2022.

We will now take stockholder questions related to the proposals presented. If you have not done so already, at this time, please submit any questions you have. If you would like to submit a question, please click on the Q&A icon on your screen. We have not received any questions regarding the business before this meeting, so the question and answer session is now closed. If you have not already done so, please submit your vote now on each matter by clicking on the Vote icon on your screen. Voting is about to be closed. I now declare that the polls are closed on all matters before the stockholders. That concludes the voting on the proposals considered at this meeting. The results of the votes are as follows: Each of the three nominees has been elected as a class three director of the company.

The say-on-pay vote was approved, and the appointment of Crowe LLP was ratified. That completes the formal business items on today's agenda, and I declare that this part of the meeting is adjourned. I would now like to ask Mark Herpich, our Chief Financial Officer, to make some comments regarding a brief review of the company's financial performance, and Raymond McClanahan, our Chief Credit Officer, to provide a lending division review. I will then provide my comments regarding the company and our strategies for driving value to our stockholders, after which we can take any stockholder questions. Let me now direct your attention to the forward-looking statement slide for today's meeting.

Mark Herpich
CFO, Landmark Bancorp

Thank you, Michael, and good afternoon. It is my pleasure to share with you some of the financial information of the company for 2021 and the first quarter of 2022. The information as of December 31 is obtained from the audited financial statements, and the information as of March 31 is unaudited.

Let's begin by taking a look at an overview of Landmark Bancorp, which is the holding company for Landmark National Bank. We currently have 30 locations serving 24 communities across Kansas. As of March 31, Landmark's total assets have increased to $1.3 billion, along with $1.1 billion in total deposits. Based on our closing stock price on April 29th of $25.55, our market capitalization approximates $128 million. This next slide presents a variety of Landmark stock performance metrics as of March 31, 2022. As you can see, once again, based on the LARK stock price for April 29th, Landmark's price to tangible book value was 108% of our tangible book value was roughly $23.62 per share at March 31st.

Another typical industry multiple in comparing stock values is the price to earnings multiple, in which banks historically have traded in the 12-15 times earnings range. Based on our 2021 earnings, we are still only trading at a 7.1x earnings multiple. Each of these valuation metrics are based on our stock price. Hopefully, this means we still have room for improvement in our stock price based on our announcements of continued solid earnings. Lastly, our dividend yield to our shareholders based on our April stock price computes to 3.3%. Over the years, including the recessionary years and continued low interest rate cycle, Landmark has continued to pay cash and stock dividends. As this slide shows, we have paid 83 consecutive quarterly cash dividends and annual 5% stock dividends since we became Landmark in October 2001.

This streak would be even longer if we included our former company dating back to the mid-1990s. Not only has Landmark continued their dividends, Landmark increased its quarterly cash dividend to $0.21 per share in 2022, or a 10.3% increase from 2021. Additionally, S&P Global cited Landmark as one of only 16 banks that increased dividends greater than 3% annually between 2010 and 2017. When in fact, Landmark has actually increased our cash dividends by at least 5% each year as a result of the 5% stock dividends impact.

Turning to some financial highlights, as we look back over the last four quarters for Landmark, you can see our loans have continued to grow steadily, increasing by $19 million, or an annual growth rate of 3.2% since the first quarter of 2021, excluding the Small Business Administration's Paycheck Protection Program or PPP loans. Landmark was very active in funding PPP loans during both 2020 and 2021 to support our customers as they navigated through the COVID-19 pandemic and gained access to the federal stimulus opportunities available to them. As this slide shows in the gray shaded bars, we had only $5 million in PPP loans outstanding and remaining to be forgiven or repaid at March 31.

As this next slide shows, our net interest margin has declined to 2.99% in the first quarter of 2022, but still remains strong from an industry standpoint. The loan growth has helped maintain our net interest margin from dropping further over the past five quarters, as the interest rates on loans are higher than the alternative of purchasing lower yielding investment securities in the low rate environment of 2021. With the recent increases in interest rates in the first quarter of 2022, we are optimistic that our net interest margin will begin to climb.

This next slide shows our net earnings trend over the past three years, portraying 2020 and 2021's previously reported net income levels of $19.5 million and $18.0 million, which are the two highest net income levels ever for Landmark and were bolstered by the PPP lending activity and record levels of gains on sales of mortgage loans due to the low interest rates. Landmark's core earnings element, net interest income, also shows steady increases over the past year. Now that the government's PPP stimulus lending has ended and interest rates are rising to more normal levels, Landmark has started off 2022 with our recently announced first quarter earnings of $3.1 million, which annualized will significantly exceed the 2019 earnings level for the pre-COVID era years.

A couple of ratios that banks are traditionally analyzed on are the returns on average assets and equity. As the presentation illustrates, our return on average assets has approximated or exceeded 1% in all recent periods presented, which is the standard for designating high performing banks. In the first quarter of 2022, our ROA has dropped to the 1% range, which traditionally the first quarter is a slower period for home purchases and corresponding gains on sales of loans. Additionally, our ROE has remained close to 10% in the first quarter of 2022 after reaching the record highs in 2020 and 2021. While we haven't acquired another financial institution in recent years, we have been able to achieve growth organically and supplemented with the acquisition of a couple lending teams in the Kansas City metro area.

Our net loans have increased by $93 million since 12/31/2019, reaching $625 million at March 31, 2022. Our lending efforts are focused on relationships instead of individual transactions, which has helped grow our deposit balances to $1.1 billion. An earlier slide showed the quarterly earnings of $3.1 million for March 31, 2022, and a net interest margin of 2.99%. Landmark's first quarter earnings were impacted by decreases in certain categories of our diverse non-interest income, but in particular, our gains on sales of loans on one to four family loans originated decreased to $900,000 from $3.1 million in the comparable 2021 first quarter.

This decrease was driven by the higher interest rate environment, which began in the beginning of the first quarter of 2022, driving down purchase and refinancing activity in our markets. One of Landmark's most valuable attributes is our deposit portfolio, of which non-interest bearing deposits comprise approximately 31%. This is a key driver enabling us to achieve a 10 basis points cost of funds. Our efforts to achieve consistent earnings over the years has resulted in Landmark achieving a strong capital base, as exemplified by our risk-based capital ratios exceeding 19% at March 31. Our capital strength and our solid low cost deposit base position us well to meet the financial needs of families and businesses across Kansas.

As I wrap up my comments, I would like to thank my associates in the various departments with whom I work for all their hard work over the past year as they adapted to all the changes and challenges presented by the COVID-19 pandemic. We have a very knowledgeable and professional group of associates who are willing to do whatever is necessary to ensure Landmark's success. While we are pleased with the company's performance in 2021 and the first quarter of 2022, we are continuing to work diligently navigating Landmark through the inflation and interest rate economic uncertainties facing us currently as we continue efforts to grow and diversify your company with shareholder value our foremost goal. Thank you. I would now like to turn the virtual podium over to Raymond McClanahan.

Raymond McClanahan
Chief Credit Officer, Landmark Bancorp

Thanks, Mark. One of Landmark's key credit risk disciplines is to maintain a good geographic and industry diversification mix in our loan portfolio. Looking at our exposure to credit concentrations, as of the end of the first quarter of 2022, our commercial real estate portfolio totaled 31.1% of our portfolio. When you break that down, almost two-thirds of our CRE portfolio is in owner-occupied borrowers. Throughout the past year, we've continued to see growth in our 1-4 family real estate portfolio. That portfolio now represents 26.8% of our total loan portfolio. Commercial and real estate loans represent 20.1% of our portfolio, and our agricultural loan portfolio represents 13%. During 2021 and continuing into 2022, we saw stable to improved economic conditions and improved asset quality.

As a result, provisions for loan and lease losses were limited in 2021 to $500,000. In the first quarter of 2022, because of continued improvement in our asset quality numbers and slightly lower portfolio balances, we provided a reverse provision of $500,000 during the quarter. Our current allowance for loan and lease losses to outstanding gross loans is 1.32% as of quarter end. Net of outstanding PPP loans, the allowance ratio to gross loans is 1.33%. As you can see from the remaining items on this slide, we've seen improvements in net charge-offs, classified loans, and as of quarter end, classified loans have declined to just $11 million. Non-performing assets have declined to 0.4% of total assets.

Non-performing loans have declined to 0.74% of gross loans. Past due and non-accrual loans have declined to 0.87% of gross loans. While these improvements are wonderful to report, one area that we're focused on is improving our real estate owned and repossessed assets. Real estate owned represents $1.3 million of our $6 million in non-performing assets as of quarter end. Overall, we're very pleased with our asset quality trends. We believe our credit disciplines will continue to benefit our organization in the months and years ahead. With that, I thank you, and I'll turn the call back to Mr. Scheopner.

Michael Scheopner
President and CEO, Landmark Bancorp

Thank you, Raymond, for your comments. I wanna thank Mark for his earlier remarks, and thank both of you for your efforts over the past year. As both Mark and Raymond have noted, Landmark's performance in 2021 and through the first quarter of 2022 represents a continued trend of very positive operating results for the company. This positive financial performance and the resulting improvement in credit quality metrics was achieved in the midst of a challenging environment, including the economic uncertainty from dealing with essentially two years of the effects of the COVID-19 pandemic, a sustained period of low interest rates, and as we entered into 2022, a change in interest rate strategy from the Federal Reserve to deal with inflationary pressures that we have not seen since the early 1980s.

I want to now take a few moments to offer my input on a few of the successes that Landmark achieved in 2021. I mentioned the challenges created by the pandemic. One of the successes that should not be overlooked is the company's participation in the SBA Paycheck Protection Program and the resulting positive impact that it had for clients in all of our communities all across the state of Kansas. Another round of PPP loans was authorized by Congress in 2021, and during last year's PPP program, Landmark assisted almost 1,100 additional customers and issued $55 million in new PPP funding. That brought the total Landmark PPP effort during 2020 and 2021 to 2,195 loans totaling $186.8 million.

As previously noted, as of the end of the first quarter 2022, only $5.2 million in PPP loans remained on our books. We have continued to see success across all of our production lines of business and in every Landmark geographic area during 2021. Our commercial banking team generated loan production during 2021, which net of PPP loans represented a 5.2% increase in loan totals during 2021. Our retail banking team continued to focus on solving client needs. This resulted in deposit balances that grew 13% during 2021. Our mortgage banking teammates managed sustained high volumes of activity in 2021. Single-family mortgage loan production totaled $365 million, with that production volume split 57% purchase money and 43% refinance volume.

As of the end of 2021, our $1.3 billion in total assets places us as the 10th largest bank headquartered in the state of Kansas. There are currently 204 banks chartered in the state. In addition to our organic growth efforts, we will continue to evaluate potential merger and acquisition strategies that provide an appropriate return to our shareholders. Landmark's asset quality and capital strength was previously referenced in this report. While it was also mentioned earlier, I wanted to again note our history with respect to the payment of dividends to our shareholders. Landmark shareholders of record as of last Wednesday will be paid a cash dividend of $0.21 per share next Wednesday. This represents the 83rd consecutive quarterly cash dividend since the company's formation in October 2001.

As we focus on 2022 and beyond, your Landmark team will continue to work at recruiting new business in a conservative and disciplined manner. We are dedicated to prudently underwriting loans and investments, monitoring interest rate risk, and maintaining an organizational risk profile to prepare for any unforeseen future events. As a community bank with a strong presence across the state, Landmark is committed to growing our customer relationships and meeting the diverse financial needs of families and businesses. I expect that our success in organically growing market share across the Landmark franchise will continue. In closing, I want to acknowledge and express my appreciation to all of my fellow Landmark associates. They have been doing great work.

Their daily focus on executing our strategies, delivering extraordinary service to our clients and communities, and carrying out our company vision that everyone starts as a customer and leaves as a friend, is a key ingredient to our continued success. They are highly talented community bankers, and I am very proud to be associated with this team. I also want to express my thanks to our board of directors whose leadership, knowledge of our banking markets, and contributions to developing Landmark's strategic plan help set the stage for continued success. Lastly, thank you also to each of our Landmark customers and to our shareholders. Your continued support and confidence have made our team's successes possible. We look forward to continuing to contribute to your success in the years to come.

We'd now like to answer any questions that you have, and we will do our best to address any relevant questions that have already been submitted. If there are any questions at this time, please click on the Q&A icon on your screen now. We have not received any questions, so the question and answer session is now closed. That concludes this year's meeting. Thank you very much for attending this year's annual meeting.

Operator

This concludes the meeting. You may now disconnect.

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