Hello and welcome to the 2026 annual meeting of Shareholders of MVB Financial Corp. Please note that today's meeting is being recorded. It is my pleasure to turn today's meeting over to Kelly Nelson, Chairman of MVB Financial Corp's Board of Directors. Chairman Nelson, you may begin.
Good morning, everyone. Thank you for joining us today. It is my pleasure, on behalf of the Board of Directors of MVB Financial Corp, to welcome you to the annual shareholders meeting. As Chairman of MVB Financial Corp, I am pleased to be presiding at today's meeting. Members of our board of directors and management team are attending the meeting virtually today. As you may know, Marty Becker recently retired as chair, and I was elected to chair. We certainly will miss Marty's intellect, his gentle demeanor, his patience, his leadership, and his mentorship. Even more special is that we get to keep his friendship and the lessons we learned from him. Marty, from the entire board and management team, a sincere thank you for your years of service.
If you are a registered shareholder and have logged on to this meeting with a valid control number, you will be able to vote and ask questions about the proposals during the meeting. You may submit questions by entering your question into the designated field on the web portal. I will address questions, if there are any, about the proposals after they are presented. I have a copy of the notice of this annual meeting and an affidavit of Computershare, the registrar and transfer agent for our common stock, as to the notice of the meeting, which states that on April 17th, 2026, a notice of this meeting and notice of internet availability of proxy materials was mailed to all shareholders of record as of the close of business on March 25th, 2026, the record date for this annual meeting.
This affidavit is available if any shareholder wishes to examine it, and it will be filed with the minutes of this annual meeting. Unless there is a request, we will dispense with the reading of this notice of this meeting. There being no request, the reading of the notice of the minute is dispensed with. Lisa McCormick, the company's Corporate Secretary, has been appointed to serve as Inspector of Election for this meeting. She has signed an oath to act as Inspector of Election, and this oath will be filed with the minutes of this meeting. The inspector has the alphabetical list of registered shareholders of the company as of March 25th, 2026, the record date for the meeting, which shows the registered shareholders, their respective addresses, and the number of shares held by each shareholder.
This list was available prior to and will remain available via the virtual meeting web portal during this annual meeting for inspection by shareholders. Secretary McCormick advised me shortly before this meeting began that a quorum is present, so I declare the meeting duly and lawfully convened. I direct the secretary to file copies of the notice of this meeting, together with the proxy statement, form of proxy, and the affidavit of Computershare with the minutes of this meeting. I will now call this annual meeting to order. This meeting will be conducted in accordance with the agenda and the rules of conduct, which you can find on the virtual meeting portal. You can also find a link to the annual proxy statement/prospectus on the portal. You will have an opportunity to vote when the polls are open later in the meeting.
Although, if you have already submitted your vote via proxy, you need not vote again. There are four proposals being considered today. Our board of directors has unanimously recommended that the shareholder approves each of the four proposals being presented. The first item to be voted on today is the election of four director nominees. The proxy statement made available to you earlier listed the company's nominees for director. A plurality of votes cast is required for the election of directors. Three directors have been nominated for a three-year term expiring in 2029. They are Richard J. Cordella, Jr., Larry F. Mazza, and Cheryl D. Spielman. One director, Adam F. Famularo, has been nominated for a two-year term, which would expire in 2028.
The second proposal to be voted on at today's meeting is the approval of a non-binding advisory basis of the compensation of our named executive officers. The company's executive compensation is addressed in the proxy statement that was made available to you earlier. Approval of this proposal requires that the number of votes cast favoring the proposal exceeds the votes cast opposing the proposal. The third proposal is the approval to amend the MVB Financial Corp 2022 Stock Incentive Plan to increase the number of shares authorized for issuance under the plan. The last proposal to be voted on at today's meeting is to ratify the appointment of Forvis as the independent registered public accounting firm for 2026. The appointment of Forvis is discussed in the proxy statement that was made available to you earlier.
Approval of this proposal requires that the number of votes cast favoring the proposal exceeds the votes cast opposing the proposal. Jeremy Goss of Forvis is in attendance at today's meeting and would be pleased to respond to appropriate questions submitted by shareholders, which be submitted at this time through the online portal. The meeting is now open for any questions that may have been submitted by our shareholders through the web portal. Seeing that we have not received any questions related to the proposals and having presented all matters to be voted on by shareholders, I declare the polls now open for voting on the proposals. We will take a few moments to ensure all of the online ballots have been properly submitted for the proposals being voted on today. The voting has been completed, so I declare the polls for voting are now closed at this time.
While we finish tabulating the votes, I want to take a minute to express my sincerest thanks to all of our shareholders who have taken the time to attend this annual meeting virtually and vote their shares. I have been advised by Secretary McCormick that each of the proposals presented today has been preliminarily approved by the MVB shareholders, with the directors standing for election having been duly elected for the respective terms as described in the proxy statement. The final results of the meeting will appear in a current report on Form 8-K that the company will file within four business days of this meeting. Having concluded the business as set forth in the annual proxy statement, I hereby adjourn the formal portion of this annual meeting of shareholders and would now like to introduce CEO Larry Mazza, who will deliver his CEO presentation.
Thank you, Chairman Nelson. To our shareholders, teammates, board members, Chairman Nelson and former Chairman Becker, I as well as all of our teammates are very grateful for your continued support and hard work and commitment you've given team MVB. You have our sincere commitment to continue to work hard and create and deliver extraordinary value for our shareholders, team, and communities. Presentation today will be a brief presentation of where we stand and where we're going. The first slide is our strategy on a page, what we fondly call SOAP. The key thing here is our purpose. Our purpose is to be trusted partners on the financial frontier committed to your success. We support that purpose with five values. Our first three values of love, trust, and commitment validate trusted partnerships.
You have to have those three values to be a trusted partner. To be on the financial frontier, our fourth value of adaptivity is critical. Commitment to your success takes teamwork. It just like it takes a village to raise a child, it takes a team for our four constituencies, which are our shareholders, our teammates, our communities, and everyone is involved there is what we want to be successful. We look at our growth vehicles. We have Banking-as-a-Service, our fintech sponsorship lending, our gaming payments, and our core lending and deposits. Our next slide, which is up now, is our AI slide and where we are going with this. This has been a four-year journey for us altogether.
We have started with cleaning up our database to have a clean database. From there, we implemented riskCanvas. From riskCanvas, we worked diligently with a company out of New York called WorkFusion to help us with AI Digies, which we are now using in our compliance and risk areas. It's help us create efficiency, better compliance, and a very good start into our AI journey.
Additionally, our team, who we have six AI teammates that are committed to this area, as well as our rest of our team, we work with Claude as our AI software, and we have now created 26 Digital Workers of our own in-house that will be all rolled out by the end of this year, creating, again, efficiency, better client service, improved risk management. Going forward, we continue to look at expansion in that area from that. 2025 was a very good year for team MVB. When you look at our growth and payments, we've had excellent growth of 46% CAGR with the deposit side.
Then with the payment revenue side, we had 102% compounded annual growth, which we were very happy with and believe that will continue into the 2026 and beyond. When we look at the remix, we see great opportunity. We see CD balances in a good place. More importantly, we see brokered deposits rolling off in a large amount that we'll be able to reprice at a much lower rate and continue to grow our margin in addition to our loan growth, what's shown on the next slide.
With a decrease in our deposit costs, an increase in our returns on our loan asset sides, you can see we have compounded annual growth rate of 12% on the loan side for 2025, which we're very pleased with, and that team continues to grow. Not only did we grow, we have grown with quality. When you look at our asset quality, it remains very good, and looking forward, it continues to remain strong. This is part of the biggest and most important thing is asset quality through the cycles. With that, I'll turn it back over to Chairman Nelson.
Thank you, Mr. Mazza. Certainly great news for the bank in the days ahead. I encourage you to reach out to Secretary McCormick, Corporate Secretary and Head of Investor Relations, or Marcie Lipscomb in Investor Relations at 844 MVB Bank. That number again is 844 MVB Bank, if you have any other questions. Thank you for your support. Thank you for your investment in MVB Financial Corp.
This concludes the meeting. You may now disconnect.