UMB Financial Corporation (UMBF)
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Apr 27, 2026, 1:52 PM EDT - Market open
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AGM 2022

Apr 26, 2022

Operator

Hello, and welcome to the 2022 Annual Meeting of Shareholders of UMB Financial Corporation. Please note today's meeting is being recorded. During the meeting, we'll have a question and answer session. You can submit questions or comments at any time by clicking on the message icon located in the upper right corner of the meeting center screen. It is now my pleasure to turn today's meeting over to Mariner Kemper, Chairman and Chief Executive Officer of UMB. Mr. Kemper, the floor is yours.

Mariner Kemper
Chairman and CEO, UMB Financial Corporation

Well, good morning, and thank you for joining us virtually today for our annual meeting of the shareholders. Although we've brought much of our workforce back into the office over the past two months, the landscape has changed for all of us. One thing has become clear throughout the past couple of years, and that is consistency pays off in challenging times. For more than 109 years, we stayed true to our values of integrity and responsiveness, all while growing our company's footprint and revenue exponentially. That continuity has helped us navigate the pandemic and the ongoing uncertainty of the geopolitical front. I'm incredibly proud of the resiliency our teams have shown. The theme for this year is Count on more, which has been our brand promise since 2004.

For more than 18 years, this statement has been what our stakeholders can come to expect from us. Our agenda for this morning is shown on slide two of our presentation materials. As we get started, I need to remind you all to refer to the forward-looking statement discussion on slide 26 for details about comments we may make today. We'll start with the annual business meeting, then I'll share details about our 2021 performance. At the end of my remarks, there will be time for questions. If you've logged in as a shareholder, you can submit a question by clicking on the dialogue button in the upper right-hand corner of the meeting center screen. I'd now like to call the meeting to order. As Chairman of the Board of UMB Financial Corporation, I will preside over this meeting.

This annual meeting of shareholders is held pursuant to the bylaws of the company and written notice to all shareholders. The Secretary has delivered an affidavit of mailing from our transfer agent affirming that the notice of this meeting was duly given. A copy of the notice in the affidavit will be included in the minutes of the meeting. Shareholders of record at close of business on February 28th, 2022 are entitled to vote at this meeting. The rules of the meeting are available for review through the meeting portal. I'd now like to introduce the directors of UMB who are in attendance today. We welcome Robin Beery, Janine Davidson, Kevin Gallagher, Greg Graves, Alexander Kemper, Gordon Lansford, Tim Murphy, Tamara Peterman, Kris Robbins, Josh Sosland, and Leroy Williams. Of course, our advisory directors, Thomas Wood III and Jim Ryan.

Also attending the meeting are Jeff Bierman and Noah Moravec, who are with KPMG, our independent auditors. Although KPMG has indicated it does not have a comment at this time, Mr. Bierman is available to respond to appropriate questions during the Q&A. In accordance with the bylaws, I will act as Chairman for the meeting, and Mr. Pauls will act as Secretary for the meeting. As Chairman, I appoint John Pauls and Jason Bartel from UMB and Ruth Burnette from our transfer agent as inspectors to receive and canvass the votes and certify the results. I request that the inspectors file their oath of office with the Secretary for inclusion in the meeting minutes. The Secretary has a list of shareholders of record of common stock at the close of business on February 28, 2022.

This list has been open for examination at the company for the purpose of relevant to this meeting for the past 10 days during ordinary business hours. This list is also available during the meeting by shareholders on the meeting website. The Secretary will please file a copy of the list of shareholders with the record of the company. Mr. Pauls, will you please present your report of attendance at the meeting so that we can determine whether we have a quorum?

John Pauls
EVP and General Counsel, UMB Financial Corporation

Mr. Chairman, on February 28, 2022, the record date for this annual meeting, there were outstanding and entitled to vote 48,418,039 shares of common stock. I have been informed that there are 44,411,138 shares of stock represented by proxy or approximately 91.72% of all shares entitled to vote at this annual meeting. The shares represented exceed 50% of the total shares entitled to vote at this meeting and thus constitute a quorum.

Mariner Kemper
Chairman and CEO, UMB Financial Corporation

Thank you, Mr. Pauls. On the basis of the Secretary's report, I find the proper notice has been given and a quorum is present. Accordingly, this meeting has been properly convened. It is now 9:06 A.M. on April 26th, and the polls for voting of all matters are open. All UMB shareholders are entitled to vote at this meeting have the ability to do so online. If you have already voted, you do not need to change your vote. And if you'd like to change your vote, you can do so on our website. Please remember, if you have already voted by proxy, it is not necessary to do it again.

After voting has been completed on all matters on the agenda, we will close the polls, and the Inspector of Election will provide his preliminary report. The proposal to come before the meeting is the election of directors. At this meeting, we will be electing each of the 12 directors for a one-year term expiring at the 2023 annual meeting of shareholders. The nominees are Robin Beery, Janine Davidson, Kevin Gallagher, Greg Graves, Alexander Kemper, myself, Mariner Kemper, Gordon Lansford III, Tim Murphy, Tamara Peterman, Kris Robbins, Josh Sosland, and Leroy Williams Jr. Information concerning the profession, skills, and qualifications of each nominee is contained in the proxy statement. No other nominations were received prior to the deadline established in the company's bylaws. Therefore, no additional nominations may be made at this meeting. I declare the nominations to be closed.

Proposal two asks the shareholders to approve an advisory resolution on the fiscal year 2021 compensation of the named executives. All of this is described in our proxy statement. This proposal is advisory. Although non-binding, the vote will provide information to our compensation committee and our board of directors regarding investor sentiment about our executive compensation philosophy, policies, and practices. This sentiment will be considered when making future compensation decisions. The final matter to come before the meeting is a ratification of the appointment of KPMG as the company's independent registered public accounting firm to audit the company's financial statements for the fiscal year ending December 31st, 2022. The board of directors recommends that the appointment be ratified. We now appear to have all of the proxies and ballots, and I declare the polls to be closed.

The Inspector of Election will maintain the proxies and ballots and will tally the votes. Mr. Secretary, will you please report the results?

John Pauls
EVP and General Counsel, UMB Financial Corporation

Mr. Chairman, based on the Inspector of the Elections preliminary report, each of the nominees for director received more than 88% of the votes cast in favor of his or her election and has been elected as a director of the company to serve for a one-year term that will expire in 2023. The resolution on the advisory basis for the compensation of our named executive officers for fiscal 2021 received more than 97% of the votes cast in favor of the proposal and has been approved. The ratification of the appointment of KPMG as the company's independent registered public accounting firm received more than 99% of the votes in favor and the appointment has been ratified. We will file the final report of the Inspector of the Elections with records of this meeting.

We expect to report the results of the voting on Form 8-K to be filed with the SEC within four business days of this meeting.

Mariner Kemper
Chairman and CEO, UMB Financial Corporation

Thank you, Mr. Pauls. That concludes the business for this meeting. The meeting is now adjourned. Now we'll take a quick look at our results from 2021. As a reminder, we'll be happy to take your questions at the end of the presentation. Again, shareholders may submit a question during the meeting using the dialogue button at the top right of the meeting center screen. In 2021, we delivered solid operating and financial results with strong growth on both sides of the balance sheet, steady asset quality metrics, and continued momentum in our fee businesses. Beginning on slide seven, 2021 net income increased 23.2% to $357 million or $7.24 per share. Total revenue remained steady at $1.3 billion for the year.

The asset growth I mentioned, along with strategic management of our balance sheet, drove improved net interest income. This growth came despite headwinds of the lower rate environment year-over-year. Non-interest income represented 36% of our revenue, and we saw momentum across various businesses. However, results were impacted by the market-related valuations in equity investments. In particular, the large gains we had in 2020 from our investment in Tattooed Chef make year-over-year comparisons difficult. On the expense side, our solid 2021 performance drove higher costs for incentive and compensation expense as our teams share in the success they helped create. Additionally, we continue to make investments in our businesses, including a new private wealth platform that increased processing fees and legal and consulting expense.

We also made nearly $4 million more in charitable contributions in 2021 than we did in the prior year. You'll see some additional metrics behind our results on slide seven and eight. Moving to the balance sheet on slide nine, UMB exceeded $40 billion in assets for the first time in 2021. We've seen asset growth of more than 60% from pre-pandemic levels at the end of 2019. A big driver of this growth is the continued high levels of liquidity in the system. Our deposit balances increased nearly 27% compared to 2020. This influx of cash was put to use on our balance sheet, either in loans or our securities portfolio. The rate at which some of the excess cash will be deployed is a major topic of discussion between banks and investors.

Total loans, excluding Paycheck Protection Program loans, grew nearly 15% compared to 2020 as we continue to take market share in some of our under-penetrated regions. Many in the industry have struggled to find meaningful growth, and median loan growth among our 15 peers was just under 6% for the year. In all, 2021 was a good year, and we're positioned to benefit from higher interest rates and the continued investment we're making in our businesses. 2022 results on our investor call tomorrow morning, which will be available on our website. Now, I'd like to highlight a few points that make UMB different and make us a good long-term partner for associates, customers, communities, and of course, our shareholders. It starts with who we are and how we do business.

As we've weathered all types of economic and business cycles through the years, we've learned lessons to make us better, stronger, and more capable to serve our customers' needs. On slide 12, you'll see that our vision is to provide the unparalleled customer experience. Something we call TUCE for short. It is the underlying belief that we all can make a difference every day with personal connections and a commitment to find solutions. The first value shown on that page is customers first. Obviously, customers drive our success. But behind that success is an engaged, diverse associate base. Our more than 3,500 team members have an average tenure of just under 10 years, almost double that of the U.S. as a whole. Our 16-member executive leadership team has been with us for an average of 17 years, providing steady experience and guidance to our various lines of business.

The dedication of our associates especially shined as we navigated the unknowns related to the pandemic and remote work. One of the best examples is how our team stepped up to facilitate the Paycheck Protection Program loans in 2020 and 2021. You'll see some detail about our PPP program on slide 13 in the presentation. More than 200 associates were involved in the effort to fund $2 billion in loans to over 8,300 businesses in our communities and beyond. These associates came from all over the company and include regional presidents, managers, and several others. Volunteers worked in three shifts around the clock, seven days a week, weekends and nights. I'm proud to say that everyone who applied within the required timeline got funds they needed to help them weather the lockdowns and hardships.

Additionally, the SBA called upon its lending partners to assist eligible borrowers in underserved and disadvantaged communities with obtaining PPP loans. We met this call to action. UMB partnered with local law firms and others in the community to plan, promote, and execute an educational webinar. Another group of UMB associates devoted over 60 hours customizing the content for this audience and coordinating the communication with the communities and partners to ensure that opportunities reached underserved and small business owners across our entire footprint. From these efforts, we estimate that about 15% of loans were made to non-customers, some of whom were unable to access the program through their primary bank. Many of these new customers have built relationships with our bankers and have brought additional business our way.

As I mentioned earlier, we increased our charitable giving in 2021, donating more than $6 million to organizations in underserved communities in our markets. These gifts provided much-needed funding to key local groups that support either housing needs, small business efforts, or education for emerging talent. We've included a few highlights of our customers and community support activities on slide 14. Doing the right thing is in our DNA, and it helps drive customer satisfaction. We engage a third party to help us gauge how our customers feel using net promoter scores. These scores measure the willingness of customers to recommend a company's products and services to others. NPS, we've seen steady improvement continuing in recent months through the pandemic. Our score has increased from 44 in 2016 to just over 63 in January of this year.

I believe this is a result of our customer-centric approach. Engaged associates who serve our communities and customers well, along with our diversified business model outlined on slide 15, are key to our investment thesis shown on the following page. First, we have a track record of relative outperformance and loan growth, and opportunities remain to take market share across our footprint and within several different loan verticals. Second, with solid capital and liquidity for our growth, fueled by an attractive deposit base and diverse sources of funding. Third, strong asset growth drives higher levels of net interest income balanced by fee income. This mix is a natural hedge in all rate environments. Fourth, we've achieved our growth without wavering on credit standards or changing the way we underwrite. Slide 17 shows the long-term results of maintaining those standards.

Lastly, we have a long-tenured credit team with an average of 23 years at UMB. We've worked together for many years and have a shared commitment to do what's right for the business and for each other. All these things serve to create value for our shareholders. We remain focused on our long-term strategies, which allow us to provide risk-adjusted returns by growing earnings, growing book value, consistently paying, and increasing our quarterly dividend as shown on slide 19. 2021 officially marked UMB's 20th consecutive annual dividend increase. We received recognition of our strong dividend history in January as S&P Dow Jones Indices announced that UMB was added to their S&P High Yield Dividend Aristocrats Index. This index is comprised of companies with a track record of consistently increasing dividends.

Our record of growing dividends helps us drive total shareholder return, or TSR, which is what an investment in UMB. We're reviewing 2021 performance today, so it makes sense to look at how our stock performed last year with the chart on slide 20. Our total return for the year was 56%, ranking a very close second among our 15 peers. For comparison, the combined 2021 TSR for our peer group was 35%, while the S&P index returned 29%. In more recent weeks, market volatility from the outlook for interest rates, and of course, the war in Ukraine, has impacted bank stocks materially. On slide 21, you can see the impact of recent events on stock performance for the one-year period ended just last week. However, our returns have held up, slightly outpacing our bank peers.

Both UMB and our peers have greatly outpaced the broader bank performance represented here by the KBW Regional Banking Index. We're built for the long term, so we've included a 15-year chart as well from April 2007 through last week. Here on slide 22, you'll see that UMB shares tracked ahead of both our peers and the banking industry as a whole over that period. Our 15-year price return was 149% compared to just 13% for our peers. The KBW Regional Banking Index lagged behind with negative returns. I'm very proud of our long-term tracker. I firmly believe that sustainable shareholder value comes from a commitment to long-term versus short-term results and to sticking to our principles. Finally, our latest corporate citizen report has just been published, and it's available on our website.

It highlights our continued efforts and actions related to environmental, social, and corporate governance issues. We've been in business for more than 109 years with the same consistent management style the entire time. We stick to what we know works, and we have a track record of doing what's right. Now we'll be happy to answer a few questions.

John Pauls
EVP and General Counsel, UMB Financial Corporation

Mr. Chairman, we have one question at this time from Michael Hines. Mr. Chairman, the Carpenter Pension Funds appreciate the work of the audit committee and the solid disclosure related to its important responsibility to oversee the quality and independence of KPMG's work. The U.S. Securities and Exchange Commission has issued a proposal for new climate-related disclosures in various corporate disclosure documents, including audited financial statements. If adopted, the disclosures will expand the oversight responsibility of audit committees generally, which raises a concern. As climate-related disclosure moves from voluntary disclosures to demanding regulatory requirements, how does the board or the audit committee see that committee's role or the role of the ESG committee evolving to effectively handle expanding responsibilities? Thank you.

Mariner Kemper
Chairman and CEO, UMB Financial Corporation

Thank you for that question. I think it's an important question. This is a subject that's important to UMB, to our management team, to our board. As you noticed in our final comments, we just produced our latest corporate citizen report updating the work that we have been doing of late to pay attention to the environment. We're fully aware of the SEC proposal, of which is more than 500 pages. We believe it will take a couple years for that proposal to become law and rule. We are watching it closely. We in the meantime are doing all that we can do and are not waiting for someone else to tell us to take care of the environment because we care about it deeply ourselves.

You should expect to see us continue to make improvements and we will watch this closely for it to come into law and into practice and be ready for it.

John Pauls
EVP and General Counsel, UMB Financial Corporation

That is the only question we have.

Mariner Kemper
Chairman and CEO, UMB Financial Corporation

Okay. Thank you all for your time. It was a great year in 2021, and we look forward to talking to you about the year that is underway.

Operator

This concludes the meeting. You may now disconnect.

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