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AGM 2021

May 18, 2021

Speaker 1

Hello, and welcome to the 2021 Annual Meeting of Shareholders of NVB Financial Corp. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to David Alvarez, Chairman of the Board of Directors. David, the floor is yours.

Speaker 2

Thank you, Victor. Good morning, everyone. Welcome to the 23rd Annual Meeting of the Shareholders of MBB Financial Corp. It's a beautiful May 18 in West Virginia, and I would like to thank you very much for participating in our Annual Meeting online today. In light of COVID-nineteen, a decision was made to hold a virtual meeting again this year.

The health and safety of our shareholders' directors, MVB team members and guests are our number one priority. We followed the protocols that federal, state and local governments have imposed and may continue to impose due to this world pandemic. We appreciate your patience and support through this time. We know that it changes daily, but we're going to on caution. If you need a copy of the annual report or the proxy statement, the links are provided online.

The virtual meeting, Q and A and rules of conduct are also posted for your reference. If you've not yet voted or wish to change your vote, you may do so now by clicking on the cast your vote link provided on the meeting page. The voting option 16 digit control number. You will be notified when the voting has officially closed towards the end of this meeting. You may submit your questions online by clicking on the Dial Log icon in the upper right corner of the meeting screen.

We will address as many questions as we can during this time. Should there be a few questions we do not get to, we will post them online in a timely manner following this meeting. We will now proceed with the formal meeting by reviewing the proposals and reporting the preliminary votes cast for each proposal. I would now like to introduce Lisa McCormick, Corporate Secretary and Investor Relations Officer of MVB, who will be assisting us during this formal meeting. Ms.

McCormick, will you please provide the certification of mailing and certify that a quorum is present so that we may conduct the business of MVB Financial Corp. At this 23rd Annual Meeting of the Shareholders.

Speaker 3

Mr. Chairman, I certify that on or around the 5th day of April 2021, a notice of Internet availability of proxy materials was mailed proxy committee that 70.53% of the outstanding shares of MBB Financial Corp. Are represented at this meeting or by proxy and that in accordance with the bylaws, a quorum is present.

Speaker 2

Thank you, Lisa. I declare that a quorum is present and that the 23rd Annual Meeting of Shareholders of MVB Financial Corp. Is officially convened for conducting business. The directors of MVB shown here on the screen are also present on this call. I'd like to personally thank each of you for your time and commitment to MVB.

All of our directors are actively involved and we appreciate your service to the MVB boards. Dan Holt is retiring and I want to give a special shout out to him. He has been a great contributor to our Board and a strategic partner in his company Bilgo of the bank. We wish you all the best and continue to look forward to working together on the financial frontier. Thanks, Dan, for all you've done.

The purpose of this meeting is to transact business as discussed in the proxy statement. The items of business are those which have been set forth in the proxy in accordance with the bylaws of MVV Financial Corp. And the only items that may be acted on by the shareholders at this meeting. There are 3 proposals for consideration at this meeting of shareholders. The first proposal is for the election of directors.

The directors whose terms expire in 2021 have been nominated for a 3 year term expiring in 2024. There are 2 new directors, Anna Sainsbury and Martie Becker that are up for election this year. Ms. Sainsbury joined the Board in September 2020, filling the vacant seat of Ed Dean, who retired June 30, 2020. The term of that Board seat expires in 2022.

So she is being elected for a 1 year term. Martie Becker joined the Board in November 2020, filling the vacant seat of Jim Cabot, who retired October 9, 2020. The term of that Board seat expires in 2023, so he is being elected to a 2 year term for a 2 year term. Ms. McCormick, will you please read the nominations for Board of Directors of MVB?

Speaker 3

Mr. Chairman, the 5 directors up for reelection for the terms designated in the proxy statement are David B. Alvarez, 3 years W. Marston Becker, 2 years John W. Ebert, 3 years Doctor.

Kelly R. Nelson, 3 years and Anna J. Sainsbury, 1 year.

Speaker 2

Thank you, Lisa. May I have the preliminary results for proposal number 1?

Speaker 3

I certify that 97.99 percent of the votes cast for proposal number 1 voted in favor of all directors.

Speaker 2

Thank you. Based on the preliminary results from the vote, I declare those nominated as directors of MVB Financial Corp. For the terms indicated are hereby elected. The next proposal is required by the Securities and Exchange Commission. It is a non binding advisory vote to the Board of Directors indicating the shareholders' opinion on the proposal.

Ms. McCormick, will you please read proposal number 2?

Speaker 3

To approve a nonbinding advisory proposal on the compensation of the named executive officers.

Speaker 2

May I please have the preliminary results for proposal number 2?

Speaker 3

I certify that 99.13% of the votes cast for proposal number 2 voted in favor of the proposal, 0.71% voted against the proposal and 0.16% abstained from voting.

Speaker 2

Thank you, Lisa. Based on the preliminary results from the vote, I declare proposal number 2 as approved. Ms. McCormick, will you please read proposal number 3?

Speaker 3

To ratify the appointment of Dixon Hughes Goodman LLP as the independent registered accounting firm for MBB for the year 2021.

Speaker 2

I'd like to introduce Cheryl Spielman, who would like to make a statement on behalf of the Audit Committee. Cheryl?

Speaker 4

Thank you, Mr. Chairman. The Audit Committee is directly responsible for the appointment, compensation, retention and oversight of our independent public accounting firm. Dixon Hughes Goodman LLP completed our 2020 audit and found no material issues. Considering Dixon's quality of work, their institutional knowledge of the company and their focus in the industry, we have decided to retain the firm for our 2021 audit.

Speaker 2

Thank you, Cheryl, and thank you for the hard work in your committee. I appreciate the diligence. I'd also like to note that members of Dixon Hughes Goodman are in attendance today. May I please have the preliminary results for proposal number 3?

Speaker 3

I certify that 98.25 percent of the votes cast for proposal number 3 voted in favor of the proposal, 1.65% voted against the proposal and 0.10 percent abstained from voting.

Speaker 2

Thank you, Lisa. Based on the results from the preliminary vote, I declare proposal number 3 approved. Are there any questions specifically relating to any of these proposals? Seeing none, I would move on and now ask that the voting be officially closed. A report confirming the final vote counts will be available online in the next few days for your review.

I would now like to introduce Larry Maza, the Chief Executive Officer of the Bank. Larry, you have the floor. Mr. Chairman, thank you very much. Well done.

And I also want to thank our shareholders.

Speaker 5

Thank you for being on the call today. Thank you for listening to the recorded message. We're very grateful for you. We're grateful for our teammates. We're grateful for our directors and our communities.

When you see our annual report this year, the cover of it starts out with a very important word of ours in our one of our values, and it's adaptive. And I'll tell you in 2020, you had to be adaptive or you wouldn't survive and it's very big in our culture. We say we not only want to think bigger, we want to do bigger. And what drives us is our purpose. We talk about our purpose of being a trusted partner on the financial frontier committed to your success.

And there's 3 pieces to this purpose. And 1 is trusted partnerships, 2 are the financial frontier and 3 is the commitment to success. Out of this purpose, we have values drive way we live the purpose. The first three values that I talk about most are in trusted partnerships. We believe in what I call love, trust and commitment and that's what drives trusted partners.

Can we trust you? Are you committed? Do you care? Each partner asks the other partner that question every day and in every interaction, and we value that greatly. The financial frontier really ties the value of adaptivity.

The financial frontier is constantly changing, constantly improving, constantly different And you have to be adaptive to be able to live on that frontier and our team has done that wonderfully. And I think it's showing up in our results. And the last one is commitment to your success. And when we say commitment to your success, we use the value of teamwork. The reason we use the value of teamwork, just like raising a child, it takes a village.

Well, it takes a team to help with the commitment of success. And when we talk about your, we're talking about 4 constituencies that we serve and honored to serve, and it's our shareholders, it's our teammates, it's our clients and our communities. When we now go to our next phase of our why, what we're looking at is some call it a moonshot. And the moonshot goes back to John F. Kennedy in 1962 when the U.

S. Was trying to get to the moon before the Russians. And now we're landing on Mars. Well, our Mars shot, so to speak, at MBB is to have a positive impact on the financial lives of 1,000,000,000 people. And we know that's a big number.

We know that it's a stretch goal for us, but we do believe we can achieve it over time with our team, with our technology, with what we're trying to do with our purpose. But how do we get there? We get there on our flywheel. We start with people. Once we have the right people on the team, we talk about our blue ocean strategies and our vision and we go to what we call unique places or that financial frontier.

Then the 3rd part of the flywheel, we fund those strategies. We get the people, we get the vision and then we get the funding in place so that we can start driving great partner experiences. And then we want to cultivate a global reputation. We have our companies like Chartwell, Paladin, now Tradian. These are all companies as well as our edge companies that do have client that are on a global basis.

So that's very positive for us in our entry level into that space. And then lastly, what we want to do, which is very important to our shareholders, to our teammates, to our communities, is to have exceptional shareholder value. When we can return exceptional shareholder value, we can go for our moonshot. We can live our purpose of creating value. And that helps us to reinvest into the company and into our communities.

What kind of results are we getting with this vision and purpose? One is, we have grown tremendously on serving people. When we said we want to serve 1,000,000,000 people, we now have we are now the 21st largest bank in the U. S. Based on number of accounts.

And we now serve this number shows 3,800. We're now over 4,000,000 clients that we're serving, well on our way to the 1,000,000,000 that we want to get to. Additionally, what kind of results are we getting? We're also not only growing, we're making money and getting great performance. And we have been recognized by the ICBA as one of the top performing banks in 2020.

As you can see, we're number 15 on the list out of a large group of banks, and we're happy with that. And of course, our saying is, first, we shall be best and then we shall be 1st. And so we're working hard to be the best that we can be in that. Our team worked extremely hard in 2020. We had a number of significant transactions in a COVID environment, people working from home, but still making a difference.

We were able to do an FDIC assisted transaction where we acquired the First State Bank in Barboursville, West Virginia. Our team did a wonderful job of integrating that in a pandemic environment. We then acquired Powhatan Fraud, which has been a fantastic addition to our team in the fraud vertical. That is very important to us because when you have 4,000,000 clients, there's definitely fraud that goes in, in that population and Powhatan has been a big positive for us. We also sold 4 of our branches in Eastern Panhandle, West Virginia to focus on what we call our core banking.

Additionally, we did a combination of our mortgage company with a great partner in Intercoastal. Our strategy there was to have a smaller piece of a much bigger pie. We've now become number 1 in the Northern Virginia D. C. Metro area in mortgage lending, which we're serving a lot of people and helping a lot of people to have a positive financial impact in that market, doing over $6,000,000,000 plus in mortgages there.

We also acquired Invest Forward. In addition to, we did a tender offer and were able to acquire new shares back into the company, which I think has had a positive impact on our shareholders and for our shareholders. Our total assets continue to grow. Our compounded annual growth rate is 16%. We're now over $2,600,000,000 in assets.

Our net income, which is very important to us, is a 17% compounded annual growth rate. We're now we had over 37,000,000 dollars in net income in 2020. We hope to exceed that in 2021. Another great benchmark for us is non interest bearing deposits. You can see from this slide, our total non interest bearing deposits in just a few years ago was only 11%.

And now today, we're near 40%, which is one of the best performances in the country. We have a 71% compounded annual growth rate in non interest bearing deposits. The most valuable deposit in the banking industry is non interest bearing. The reason being is it's what it says, we don't pay interest on it. So it's a very good hedge.

When rates start to rise, our non interest bearing deposits continue to stay at 0. We do believe we will have a rising rate environment in time and MBB will be positioned very well. On the next slide, you'll see that our consistent top tier and asset quality through the cycles is extremely important and we have always honored asset quality. We believe that this is one of the most important risks in the bank is making sure that our asset quality is one of the tops in the business and we are one of the tops in the business. The next slide is net interest margin.

When you look at net interest margin, you can see that ours continues to grow. I think it's a big part of not only our non interest bearing deposit mix that's very positive, but in addition to our asset yields are positive as well. We hope to continue to grow net interest margin over time and again having a positive impact on our shareholders. The next is our return to shareholders. We believe a cash dividend is unique for a growth company such as MBB, but we're committed to our shareholders and we're able to pay you to wait, so to speak.

And what we mean by that is we've been able to grow our dividend as our share price has grown. And we've had a 31% compound annual growth rate in our dividend, and we're very happy with that. From 2019 to 2020, we've increased it 85%. And as you know, in the Q1, we've also increased the dividend as well. Our tangible book value, again, another in house indicator of value growing.

We have grown our tangible book value at a rate of 15% as a compounded annual growth rate. Our peers are much less than that and we're very happy with the way that has turned out in adding value. And what has that value turned into our share price and our total shareholders' return? You can look that we've now had a 26% compounded annual growth rate for our total shareholder return, which we're return, which we're happy to work hard for our shareholders to bring that kind of value. With that, I will open up the floor for questions for our any shareholders.

Lisa, are there any questions?

Speaker 3

I don't see any questions.

Speaker 5

Thank you. Mr. Chairman, I'll turn

Speaker 2

it back over to you. Larry, thank you. And Larry, I personally want to thank you for your tireless leadership. And also, I want to thank you or thank all of your team members. Behind all good leaders is a team that believes.

And I know that when you talk about moon shots and all the great things we're doing, we're not astronauts. But I'll tell you what, this team does care and they believe they can go places and we're doing that. But most importantly, I want to thank our customers and our investors because they are who allow us to be successful. And so I so much appreciate the trust in our customer base and the trust in our investors and know that we're working tirelessly to continue to make you proud. I have nothing further.

Any questions for the group? If not, I would like to adjourn the meeting and thanks everybody for sticking with us through a tough time. In 2020, it was different for everyone. But like Larry said, on the moonshot, we adjusted and we prepared and we're going to continue to work to be better together. Thank you.

Meeting adjourned.

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