AGM 2021

Apr 26, 2021

Good afternoon. I'm David Trautman, Chair and CEO of Partation Corporation. Welcome to our Annual Shareholder Meeting. I now call the meeting to order and the voting polls are now open. Lacey Priest is with us as recording secretary. Thank you, Lacey. And although we are meeting virtually, we expect and welcome questions. I will take the easy ones and give the hard ones to my colleagues, of course. If you are logged into the meeting as a shareholder, you may submit questions in the questions box on the web page. These questions will be addressed at the end of the meeting. After introducing our officers, directors and guests, we will address the items to be acted upon. To begin with, we'd like to introduce our outside directors who are with us today: Donna Alvarado Bill Englefield Alicia Hupp Jason Judd, Steve Cambytz, Tim McLean, Robert O'Neill, Mark Ramser and Lee Zasworski. Management with us today includes Brady Burt, Kelly Harriman, Matt Miller and Dan De Laoter. We have several guests with us as well from Voorhees, Sater Seymour and Pease LLP. Elizabeth T. Fair, Betsy Fair has been a colleague and friend for years and she is with us. From Co LLP, another friend of a lifetime, Nicole Spyker and Kiley Cunningham as well. Welcome ladies. Nicole will be available for questions during the question and answer portion of our meeting. Also want to thank the following folks for their roles in preparing for today's meeting, our transfer agent, Debbie Daniels from accounting, financial reporting slides, Brady Burt and Kelly Harriman administrative arrangements, Renee Buchanan, Lacey Priest, Ashley Pizzaro, and I want to thank each of our shareholders for joining our meeting today. Our inspectors of the election today are Brady T. Burke and Lacey Priest. And to report to shareholders represented, we have common shares outstanding and entitled to vote as of the March 1, 2021 record date, 16,313,000 540. Brady? The vote polls are now closed. And David, for our report of shareholder vote, out of the 16,313,540 shares, we have represented and voted 13,113,653 shares or 80.38 percent. So we have a quorum. David, I can move next to proposal 1. The election of 4 directors to serve a term of 3 years to expire at the Annual Meeting of Shareholders to be held in 2024. David, I'll report to you that all four directors have received the necessary vote to get another term. Great. And I thus declare FYE Minglefield, the 4th Jason Ann Judd, David L. Trautman and Leon Jazwarski, Directors of Park National Corporation, each elected for a 3 year term. Proposal 2, Brady? Proposal 2 is to approve the non binding advisory resolution to approve the compensation of Park's named executive officers. I report to you, David, that out of those who have voted, 97.93% voted for Proposal 2. Thank you, Brady. We have received a majority thus undeclared Proposal 2 approved. Proposal 3? Proposal 3 is to ratify the appointment of Crowe LLP as the independent registered public accounting firm of Park for the fiscal year ending December 31, 2021. As usual, out of those who voted 99 percent have voted 4. We received a majority of thus I declare ratification of Crowe LLP as Park's independent registered public accounting firm for fiscal year ending twelvethirty onetwenty 21. Thank you, Brady. Last year, we observed that the perception of time warps during periods of stress. On one level, it seems like we were gathering for our 2020 Annual Meeting a week ago. On another level, it seems decades ago. Either way, we are here together today. We also suggested last year that stressful situations can drain individuals and organizations or it can make them better, stronger and faster. With perfect hindsight, the pandemic, tragic for many, certainly uncomfortable for nearly all of us, the pandemic compelled us to reconsider nearly everything we do. That is, we had to consider alternative methods of completing tasks, providing service and supporting our communities. We drew on deep reservoirs of creativity, resilience and perseverance in an effort to be there for our colleagues, customers and communities. And we were there and we still are. Details of our performance last year are included in our 2020 Annual Report and our fiscal year 2020 Form 10 ks. We have a few slides that we think illuminate things we believe you as fellow shareholders might like to see. Brady is driving this truck. We always start with our Safe Harbor statement. I don't know if you I don't know about you, Betsy Fair is the she does most of the heavy lifting creating this Safe Harbor statement. I rarely feel safe after reading this statement, but this is our qualitative Safe Harbor statement. Brady, if you would advance, please. This is a bit of an overview of Parq. I direct your attention to the top left. We've been in this business for over 100 years. We've seen, sadly, multiple pandemics, multiple wars, world wars, famines, fires, tragedies, different political positions, and we're still around. And as of March 31, we're nearly $10,000,000,000 in total assets and over $7,000,000,000 of assets under management. If you go to the top right, Brady, if you click that first thing, you can see we boxed out the asset growth. As I said, we're nearly $10,000,000,000 Brady, if you would, the next. Then we've got some things that we spend some time paying attention to. The net interest margin, you may if you've been a reader of our annual reports and some of our press releases, we like the net interest margin to go up. We're not alone in that. Same with return on assets, return on average tangible common equity. And you can see over the 3 periods, 12.19, 12.20 and then 3.20 1, the bottom 2 did all right. The net interest margin shrunk a bit, but our assets grew disproportionately more so you'll find our net income went up. And then below that, you can see sort of a scatter chart of where we are. This is a more detailed map of who we are and where we are. I would have failed my 4th grade geography test if I were to put it in this particular form. But I would tell you, Brady, if you could real quick go back to the slide before, if that's possible. If not, yes, okay. So you can see we're contiguous with Ohio's contiguous with Kentucky, North and South Carolina are contiguous separated by West Virginia, Virginia and Tennessee. Now go to the next slide, Brady, please. What you see here is what we feel. Ever since we got together with our friends in North and South Carolina and open office in Kentucky, we felt much closer than the geographic distance would indicate. And certainly since we're united under the Park National Bank brand and Park National Bank service promise, there's very little distance at all, even though there's great geographic distance. We are one family. And you can see in the table below, we've broken it down into Western, Northern, Central Eastern Ohio, our Metro offices and Carolina. I should have mentioned, these will be posted later, so you can dig into the details. I just wanted to gloss over them, give you a sense of how we think about ourselves. Brady, next slide please. It's hard to imagine, picture 10, 12 months back, how uncertain things were, how frightened people were. And as I alluded to in the opening comments, we tried to ensure that there was a bit of stability that people could place their faith and trust in Park National Bank and Park National Bankers. So it really became an exercise in magnifying our normal inclination, which is to think beyond ourselves and put ourselves in the positions of those private businesses that were shut down through no fault of their own trying to do the right thing. People who are isolated because they couldn't get out. So we launched a digital application called Park Direct, which is essentially an app that is attached to a real banker that you choose and that was received quite well. You can see in the 2nd bullet point, we started to build capital. We did not know, no one knew what the economy is going to do. We had a couple extra pennies, so we increased the dividend a little bit. PPP is the Payment Protection Program. We did 2 rounds of it. We helped a substantial number of private business owners, mostly current customers, but some new friends as well. And you can see between round 1 and round 2, our average loan dropped from $122,000 to $75,000 So we were not lending to large these are our friends and neighbors. These are the banks. These are the companies in our territories and it was great, great fun to help them. It's really things of a critical nature, their financial survival. And we still have about SEK400 1,000,000 of those outstanding. Rating, next please. So all this activity, if you can hit the first box there, Brady, let's look at this first comparison, which is year end 2020 to year end 2019. There I'm not sure I could have any of us could have predicted that after what we did in 2019 that we would do anything close to it. And as you can see, we did quite well. The benefit of thousands of hours of work by our colleagues and people responding to low interest rates, the PPP program, record mortgage volume, record installment volume, and people working incredible hours under unusually rigorous conditions. So we'd like to look at net income, we'll talk about it more in a second. Next box, Brady, compares quarter to quarter. As you can see, Brady, if you'll hit that next box, the thing that drives most of our earnings is net interest income. And you can see, if you go from right to left, 2019 was less than 2020, that's good. Quarter 1 2020 is less than quarter 2021, that's good. Those are the main engine of our earnings to this point is net interest income, so the higher number is better. If you go up to the next now, this past year was an interesting year because a number of banks were adopting new accounting methods for accounting for credit losses. Ours were kind of all over the map. Anytime you see a parenthesis on provision for credit losses, as you can see, it's a recovery, it's an add. So that helped our earnings. But if you look at our charge offs, which we will in a couple of slides, we've been very fortunate. Our clients, our customers have not suffered terribly. We helped them over some speed bumps, but there haven't been too many brick walls yet. And finally, at the bottom, Brady, you could see, yes, so we did much better year over year in quarter 1 'twenty to quarter 1 'twenty one, hard to even fathom. We're very, very fortunate. Next slide is our favorite numbers. We have 5 of them, return on average assets, average equity, then interest margin, earnings per share efficiency ratio. The first four, we want to go up. And if you start at 2017 on the far right and go to the far left in quarter 1, 2021, you can see it's a bit up and down between there, but 2021 higher than 2017. And then the efficiency ratio, the lower number is better. And you can see in 2017, it was a little over 60% and '21, a little under 59%. Brady, next one. Now, as I said, 2020 was clouded by uncertainty on many levels, but we remain sort of steadfast, kind of like that trawler in the storm. And because we were so steadfast and we told people we were going to be here in good times and bad, we had an unusual number of people who simply couldn't get a phone call answered, coming to do business with us. So whether it's welcoming additional business from current customers or inviting and welcoming new prospects to the Park family, you can see a nice steady growth in total assets, total loans, deposits and equity. And again, not flashy, but a great chance to serve people. We enjoyed it. Brady, next slide, please. Now some banks will grow because they're particularly adept at a particular line of business and we certainly have our areas of expertise. But if you look at this breakdown, it's almost a perfect pie in 4 quarters between major lines of business, commercial, financial, agricultural, commercial real estate, residential real estate and consumer. So it's a very nice balanced deal in part because we don't try to dictate when we're talking to a customer or prospect, we very rarely, in fact, I would like to say never say, here's the loan we have. What we do is we say, Mrs. Jones or Mr. Jones, where are you on your journey and how may we help you? And at some point, they will either have money or they will need money. And either way, we will be there. And so this is the result of that sort of conversation taken thousands of times over. Brady? One thing that helps us be there and be available in good times and bad is that we don't do strange things on the loan side. Our asset quality has been fairly predictable. We've been conservative forever. Now, when everybody and their brother is lending money, their conservatism looks almost Neanderthal by comparison. When no one's lending money, it looks wildly liberal. We just stay in our lane and we're available when we answer phones. I alluded to the charge offs you'll see in the bottom left corner. Charge offs over the last 4.25 years have been negligible and they are a signal, an end signal to the quality of the underwriting and quality of the assets we have. NPAs to total assets, non performing assets to total assets, again, fairly steady. And I should point out the second bullet point, we've got nearly $115,000,000 in non accrual loans, but of that, nearly 83% of them were paying just as they had contractually obligated to pay. Okay, Brady. You may have noticed our favorite word today is stable. We like stability. Stability and predictability are bombs to people in times of turmoil and stress. Our core deposits have been predictable and stable for a long, long time. They grew tremendously because of all the liquidity that was in the system last year, but you can see a nice breakdown. 90% of our deposits are lower cost transaction type deposit, savings transaction, non interest checking, only 10% in CDs, stability. And finally, this is a slide Brady put in because Betsy said, if we're going to use non GAAP measures and we have some of the figures that I've alluded to are non GAAP measures, we have to put this slide in. So I know you all want to go home and read this tonight. I'm not going to try to describe it, but it does reconcile for those who are interested the difference between non GAAP and GAAP. And finally, this is not a throwaway. People ask us, what do you do? How do you do it? Why do you do it? It's sometimes called the golden circle. Everybody knows what they do. Good companies know how they do it, that is how they differentiate themselves. Great companies know why they exist. We exist to serve. We, I would say, if not all, nearly every person in the Park family likes to help people. It's in their nature, it's in their DNA. And we have some tools to do that. And it could be physical, emotional, mental, spiritual, and sometimes maybe financial. But either way, we are here to help people flourish along their journey in life. And with that, that closes out the slideshow. And that concludes our presentation. Brady Burt is moderating our question and answer session. Brady, we're going to turn to you to read the questions, please. All right, David. Thank you. Not seeing any questions at this point. So we can leave it open here for a few seconds. But at this point, David, no questions. I wish it would have been this way when I asked my soon to be father-in-law for his daughter's hand in marriage. You're going to a lot more questions then. David, not seeing any, I would recommend we close the questions and we move on. All right, Randy. Normally, we would adjourn at this point and we will adjourn. I just have two final comments. A cold January day turned colder this year when Julie Sloat informed us that she would not run for reelection to the Board. This is the quandary for people of great skill. They are usually in great demand. So it is with Julie. To her credit, knowing the many competing claims on her time, she bowed out gracefully so she could give her other commitments full attention. We are grateful for her time on the Board and her service to Park. So we will miss Julie Sloat. The second comment, 50 years and 34 days ago, Andrew Lauder began his career at Park National Bank. Over that period, he has profoundly influenced countless people, customers, colleagues and community members alike, setting a lifelong example of leadership, compassion, devotion and service. However, every 50 years or so, it seems appropriate to pull off the highway of life to reflect, to rest, to recharge. Dan informed the Board today that he would retire from active service as of June 30 this year. He will remain on the Park National Corporation and Park National Bank Boards and he will continue to chair the Park Corporation Executive Committee and the Park Bank Trust Committees and he will be around for us to bother, but he will be much harder to find. Dan, you have saved my career more times than I care to count, And you and Diane have been there for Joan and me over 35 plus years, celebrating our triumphs and empathizing with our tragedies. Joan joins me and all your part family, wishing you, Diane and your family blessings and joy in the years ahead. Do you have anything you would like to share with us, Dave? Well, David, thanks for your kind words. And just briefly share with the audience what a privilege and pleasure it's been for me to be a Park these 5 decades plus. I had the great fortune of following footsteps of Bill McConnell, who appreciated me as our Chief Executive Officer of John Alpert, who hired me and had the pleasure of knowing Mr. Everett D. Reese in the earlier years of my engagement with Park. It's been truly an honor to do this. I have marveled at the dedication to the test at hand, to the foresight that's been demonstrated on multiple occasions by the Board and by our leadership. I have especially enjoyed these last 2 years working alongside you and Matt Miller to affect the orderly transition that we have become known for in our organization and that transition is effectively complete. So it makes little sense for me to continue on to draw a paycheck when I know that you guys have saved well in hand and our colleagues who are part of our leadership of the organization as well has been a real honor and a privilege again to work with people like Brady and Tom Buckman and all the other senior leaders of the organization plus card multiple affiliates going back to 'eighty five when Fairfield joined us first to the most recent addition of Carolina Alliance Bank down to Carolina. So it's been a real privilege, and I am honored to have been able to work for Park. I look forward to continuing in my term as a Director and I will be available at any time to help you, Matt and others meet the targets and objectives of the organizations as we have them set out. Thank you again to ladies and gentlemen of the Board and also the support from the shareholders over these years as well. Thank you, David. Dan, thank you. At some point, when we can all gather, as we used to gather, we'll do something appropriate to honor Dan's contribution to this organization, to us personally and professionally and to the communities that he's touched over the years. Until then, it will be hard to find him. He's pretty elusive when he wants to be, but we have a few ideas where we can get to him. There being no further business to come before the meeting, may I have a motion to adjourn? Brady, Dan, Matt, Lee. Is there a motion to adjourn? Can you hear me, David? If you can hear me, this is Dan. I would be happy to offer that in the absence of Mr. Zesworski, who typically offers that motion. But under these mechanics, it's possible that they aren't able to join them. But I move that we adjourn. Thank you, Dan. I declare the meeting is adjourned. Thank you. We wish you and yours all the best. And as we said, call if we can help in any way. Have a great week, everybody. We're adjourned. Okay.