CFBK CF Bankshares Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2024

CF BANKSHARES INC.

(Exact name of registrant as specified in its charter)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On August 6, 2024, CF Bankshares Inc. (the “Company”) issued a press release announcing financial results for the second quarter ended June 30, 2024 (the “Earnings Release”). A copy of the Earnings Release is included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits

‎

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Parent of CFBank, NA







CF BANKSHARES INC., PARENT OF CFBANK NA, REPORTS RESULTS FOR THE 2nd QUARTER 2024.



Columbus, Ohio – August 6, 2024  – CF Bankshares Inc. (NASDAQ: CFBK) (the “Company”), the parent of CFBank, National Association (“CFBank”), today announced financial results for the second quarter ended June 30, 2024.



Second Quarter 2024 and YTD Highlights





Recent Developments



CEO and Board Chair Commentary



Timothy T. O’Dell, President and CEO, commented: “Net After Tax Consolidated Earnings for Q2 were $1.7 million (or $0.26 per diluted common share), which included the impact from $3.6 million in elevated loan provision expense. The increased provisioning was related mostly to two acquired loan participations whose performance we have been tracking closely. Both are loan participations led by regional banks.



The two loan participations mentioned are not considered core assets because no underlying customer relationship exists.  These earning assets were purchased in 2021 to hedge the earning asset loan runoff impact and redeploy excess liquidity following our exit of the DTC Mortgage Lending business and payoffs of PPP loans.



Including noncore assets as of June 30, 2024, loans past due 30+ days equaled 0.45% of total loans, classified assets equaled 0.48% of total assets and we held no OREO.



Our core customer loan book continues to perform well as evidenced by the following metrics as of June 30, 2024: core loans past due 30+ days equaled 0.23% of core loans and core classified assets equaled 0.13% of core assets.



Commercial loan generation and loan pipelines remain strong and are increasing.  To date, commercial real estate loan payoffs received are offsetting net loan growth.



In the coming quarters, we foresee lessening amounts of loan payoff's, which would contribute to stronger net loan growth performance.



Earlier investment in strengthening our Regional Banking teams is producing increased business opportunities including loans, deposits and fee income business across our entire footprint. For example, new leadership in Treasury Management has increased fee income by 64% year over year.  Additionally, as of this quarter end, we now have a fully staffed, well-seasoned Commercial Banking team in our Indianapolis Market.

We remain bullish about our business opportunities for the second half of 2024 and believe Our Best is Yet Ahead!”



Robert E. Hoeweler, Chairman of the Board, added: “Our underpinning business fundamentals remain very strong. We are buoyed by our continuing success attracting quality new business and banking talent, as our business model and delivery of commercial banking services resonates strongly with entrepreneurs and closely held businesses.”





Overview of Results 

Net income for the three months ended June 30, 2024 totaled $1.7 million (or $0.26 per diluted common share) compared to net income of $3.1 million (or $0.47 per diluted common share) for the three months ended March 31, 2024 and net income of $4.2 million (or $0.66 per diluted common share) for the three months ended June 30, 2023.  Pre-provision, pre-tax net revenue (“PPNR”) for the three months ended June 30, 2024 was $5.5 million compared to PPNR of $5.0 million for the three months ended March 31, 2024 and PPNR of $5.3 million for the three months ended June 30, 2023.

Net income for the six months ended June 30, 2024 totaled $4.8 million (or $0.74 per diluted common share) compared to net income of $8.7 million (or $1.35 per diluted common share) for the six months ended June 30, 2023. Pre-provision, pre-tax net revenue (“PPNR”) for the six months ended June 30, 2024 was $10.5 million compared to PPNR of $11.1 million for the six months ended June 30, 2023.

Net Interest Income and Net Interest Margin

Net interest income totaled $11.4 million for the quarter ended June 30, 2024 and increased $83,000, or 0.7%, compared to $11.3 million for the prior quarter, and decreased $119,000, or 1.0%, compared to $11.5 million for the second quarter of 2023.

The increase in net interest income compared to the prior quarter was primarily due to a $229,000, or 0.8%, increase in interest income, partially offset by a $146,000, or 0.8%, increase in interest expense.  The increase in interest income was primarily attributed to a 9bps increase in the average yield on interest-earning assets, partially offset by  an  $11.6 million, or 0.6%, decrease in average interest-earning assets. The increase in interest expense when compared to the prior quarter was attributed to a 6bps increase in the average cost of funds on interest-bearing liabilities, partially offset by an $8.3 million, or 0.5%, decrease in average interest-bearing liabilities. The net interest margin of 2.39% for the quarter ended June 30, 2024 increased 3bps compared to the net interest margin of 2.36% for the prior quarter.

The decrease in net interest income compared to the second quarter of 2023 was primarily due to a $3.2 million, or 21.8%, increase in interest expense, partially offset by a $3.1 million, or 11.8%, increase in interest income.  The increase in interest

expense was attributed to a 68bps increase in the average cost of funds on interest-bearing liabilities, coupled with a $56.6 million, or 3.7%, increase in average interest-bearing liabilities. The increase in interest income was primarily attributed to a 40bps increase in the average yield on interest-earning assets, coupled with a $84.4 million, or 4.6%, increase in average interest-earning assets outstanding. The net interest margin of 2.39% for the quarter ended June 30, 2024 decreased 13bps compared to the net interest margin of 2.52% for the second quarter of 2023.

Noninterest Income

Noninterest income for the quarter ended June 30, 2024 totaled $1.2 million and increased $313,000, or 34.6%, compared to $905,000 for the prior quarter.  The increase was primarily due to a $419,000 increase in other noninterest income, partially offset by a $167,000 decrease in net gain on sales of commercial loans.

Noninterest income for the quarter ended June 30, 2024 increased $240,000, or 24.5%, compared to $978,000 for the quarter ended June 30, 2023.  The increase was primarily due to a $244,000 increase in service charges on deposit accounts.

The following table represents the notional amount of loans sold during the three months ended June 30, 2024, March 31, 2024, and June 30, 2023 (in thousands).









Noninterest Expense

Noninterest expense for the quarter ended June 30, 2024 totaled $7.1 million and decreased $95,000, or 1.3%, compared to $7.2 million for the prior quarter.  The decrease in noninterest expense was primarily due to a $188,000 decrease in loan expense, partially offset by a $70,000 increase in franchise taxes.    

Noninterest expense for the quarter ended June 30, 2024 decreased $81,000, or 1.1%, compared to $7.2 million for the quarter ended June 30, 2023.  The decrease in noninterest expense was primarily due to a $208,000 decrease in salaries and employee benefits, partially offset by a $162,000 increase in data processing expense. The decrease in salaries and employee benefits was primarily related to a $62,000 decrease in payroll related taxes, due to a one-time tax rate adjustment payment of approximately $54,000 that occurred in the second quarter of 2023, a $50,000 decrease in incentive expense, and a $36,000 decrease in the deferred compensation plan expense. The increase in data processing expense was primarily due to an increase in our average monthly core processing charges of approximately $26,000 per month coupled with a $37,000 one-time implementation fee.

Income Tax Expense

Income tax expense was $237,000 for the quarter ended June 30, 2024 (effective tax rate of 12.3%), compared to $695,000 for the prior quarter (effective tax rate of 18.5%) and $1.1 million for the quarter ended June 30, 2023 (effective tax rate of 20.0%).

Loans and Loans Held For Sale

Net loans and leases totaled $1.7 billion at June 30, 2024 and decreased $8.0 million, or 0.5%, from the prior quarter and decreased $6.4 million, or 0.4%, from December 31, 2023. The decrease in net loans and leases during the quarter was primarily due to a $6.9 million decrease in loans and leases balances coupled with a $1.1 million increase in the allowance for credit losses.  The decrease in loans and leases balances was primarily due to an $8.5 million decrease in commercial loan balances, a $7.4 million decrease in single-family residential loan balances, $2.0 million decrease in commercial real estate loan balances, and a $447,000 decrease in multi-family loan balances, partially offset by a $6.5 million increase in construction loan balances and a $4.8 million increase in home equity lines of credit.  The increase in the allowance for credit losses was primarily driven by the provision for credit losses of $3.2 million, partially offset by net charge-offs of $2.1 million. 

The decrease in net loans and leases from December 31, 2023, was primarily due to $4.0 million decrease in loans and leases balances coupled with a $2.4 million increase in the allowance for credit losses.  The decrease in loans and leases balances was primarily due to a $17.9 million decrease in commercial loan balances, a $10.4 million decrease in single-family

residential loan balances, a $5.8 million decrease in construction loan balances, and a $2.4 million decrease in multi-family loan balances, partially offset by a  $26.8 million increase in commercial real estate loan balances and a $4.9 million increase in home equity lines of credit.  The increase in the allowance for credit losses was primarily driven by the provision for credit losses of $4.5 million, partially offset by net charge-offs of $2.1 million. 

The following table presents the recorded investment in loans and leases for certain non-owner-occupied loan types (in thousands).





*CFBank possesses a core competency and deep expertise in Construction Lending.  The construction lending business sector has produced many full banking relationships with proven developers with long successful track records.

Asset Quality

Nonaccrual loans were $10.9 million, or 0.64%, of total loans at June 30, 2024, an increase of $3.0 million from $7.9 million at March 31, 2024 and an increase of $5.2 million from $5.7 million at December 31, 2023.  The increase in nonaccrual loans when compared to the prior quarter end was primarily due to two commercial loans, totaling $4.7 million, and one single-family residential loan, totaling $547,000,  becoming nonaccrual during the second quarter of 2024, partially offset by charge-offs of $1.8 million on loans that went into nonaccrual status during the first quarter of 2024.    

The increase in nonaccrual loans when compared to December 31, 2023 was primarily driven by five commercial loans, totaling $4.9 million, and two single-family residential loans, totaling $919,000, becoming nonaccrual during the six months ended June 30, 2024.  Loans past due more than 30 days totaled $7.6 million at June 30, 2024 compared to $5.4 million at March 31, 2024 and $2.0 million at December 31, 2023. 

The allowance for credit losses on loans and leases totaled $19.3 million at June 30, 2024 compared to $18.2 million at March 31, 2024 and $16.9 million at December 31, 2023.  The ratio of the allowance for credit losses on loans and leases to total loans and leases was 1.13% at June 30, 2024 compared to 1.06% at March 31, 2024 and 0.99% at December 31, 2023.  The increase in the allowance for credit losses during the quarter ended June 30, 2024 was primarily driven by additional reserves placed on two individually-evaluated commercial loan participations, totaling $3.1 million, which were acquired from regional banks, partially offset by charge-offs of $2.1 million.

There was $3.6 million in provision for credit losses expense for the quarter ended June 30, 2024, compared to $1.2 million for the quarter ended March 31, 2024 and $12,000 for the quarter ended June 30, 2023.  The increase in the provision for credit losses was primarily driven by additional reserves placed on two individually-evaluated commercial loan participations which were acquired from regional banks.  Net charge-offs for the quarter ended June 30, 2024 totaled $2.1 million compared to net recoveries of $16,000 for the prior quarter and net recoveries of $108,000 for the quarter ended June 30, 2023.

Deposits

Deposits totaled $1.7 billion at June 30, 2024, a decrease of $26.6 million, or 1.5%, compared to $1.7 billion at March 31, 2024, and  a decrease of $47.6 million, or 2.7%, when compared to $1.7 billion at December 31, 2023.  The decrease when compared to March 31, 2024 was primarily due to a $19.1 million decrease in noninterest-bearing account balances, coupled with a $7.5 million decrease in interest-bearing accounts balances.  The decrease when compared to December 31, 2023, was primarily due to a $29.4 million decrease in interest-bearing account balances, coupled with a $18.2 million decrease in

noninterest-bearing account balances.  The decrease in interest-bearing account balances when compared to December 31, 2023 included a $14.2 million reduction in brokered deposits.

At June 30, 2024, approximately 28.6% of our deposit balances exceeded the FDIC insurance limit of $250,000, as compared to approximately 29.8% at March 31, 2024 and approximately 29.2% at December 31, 2023.

Borrowings

FHLB advances and other debt totaled $137.2 million at June 30, 2024 and increased $26.2 million, or 23.6%, when compared to $111.0 million at March 31, 2024 and increased $27.2 million when compared to $110.0 million at December 31, 2023. The increase when compared to March 31, 2024 and to December 31, 2023 was primarily due to a $26.0 million short-term borrowing. 

Capital

Stockholders’ equity totaled $159.6 million at June 30 2024, an increase of $1.6 million, or 1.0%, when compared to $158.0 million at March 31, 2024, and an increase of $4.2 million, or 2.7%, from $155.4 million at December 31, 2023.  The increase in total stockholders’ equity during the three months ended June 30, 2024 was primarily attributed to net income, partially offset by $387,000 in dividend payments. The increase in stockholders’ equity during the six months ended June 30, 2024 was primarily attributed to net income, partially offset by $773,000 in dividend payments.

Use of Non-GAAP Financial Measures

This earnings release contains financial information and performance measures determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”).  Non-GAAP financial measures included in this earnings release include Pre-Provision, Pre-Tax Net Revenue (PPNR), PPNR Return on Average Assets (PPNR ROA), PPNR Return on Average Equity (PPNR ROE), as well as Net income adjusted for impairment expenses (additional specific reserves) on noncore assets and certain credit quality metrics for core assets (Adjusted Core Net Income), Adjusted Return on Average Assets (Adjusted ROA), Adjusted Return on Average Equity (Adjusted ROE) and Adjusted Diluted Earnings Per Share (Adjusted EPS).  Management uses these "non-GAAP" financial measures in its analysis of the Company’s performance and believes that these non-GAAP financial measures provide a greater understanding of ongoing operations and enhance comparability of results with prior periods and peers.  Additionally, Management believes these financial measures provide additional clarity regarding the performance of the Company’s core assets.  These disclosures should not be viewed as substitutes for financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.  A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures is included at the end of this earnings release under the heading " NON-GAAP FINANCIAL MEASURES."



About CF Bankshares Inc. and CFBank

CF Bankshares Inc. (the “Company”) is a holding company that owns 100% of the stock of CFBank, National Association (“CFBank”). CFBank is a nationally chartered boutique Commercial bank operating primarily in Four (4) Major Metro Markets: Columbus, Cleveland, and Cincinnati, Ohio, and Indianapolis, Indiana. The current Leadership Team and Board recapitalized the Company and CFBank in 2012 during the financial crisis, repositioning CFBank as a full-service Commercial Bank model. Since the 2012 recapitalization, CFBank has achieved a CAGR in excess of 20%.

CFBank focuses on serving the financial needs of closely held businesses and entrepreneurs, by providing a comprehensive Commercial, Retail, and Mortgage Lending services presence. In all regional markets, CFBank provides commercial loans and equipment leases, commercial and residential real estate loans and treasury management depository services, residential mortgage lending, and full-service commercial and retail banking services and products.  CFBank is differentiated by our penchant for individualized service coupled with direct customer access to decision-makers, and ease of doing business. CFBank matches the sophistication of much larger banks, without the bureaucracy.

CFBank was named one of Piper Sandler’s “Bank & Thrift Sm-All Stars” for 2023.  This recognition places us among the top 10% of small-cap banks and thrifts in the United States.  In addition, CFBank ranked #7 on American Banker’s listing of Top 200 Publicly Traded Community Banks based on 3-year average return on equity as of December 31, 2022.

Additional information about the Company and CFBank is available at www.CF.Bank





FORWARD LOOKING STATEMENTS

This press release and other materials we have filed or may file with the Securities and Exchange Commission (“SEC”) contain or may contain forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Reform Act of 1995, which are made in good faith by us.  Forward-looking statements include, but are not limited to: (1) projections of revenues, income or loss, earnings or loss per common share, capital structure and other financial items; (2) plans and objectives of the management or Boards of Directors of CF Bankshares Inc. or CFBank; (3) statements regarding future events, actions or economic performance; and (4) statements of assumptions underlying such statements.  Words such as "estimate," "strategy," "may," "believe," "anticipate," "expect," "predict," "will," "intend," "plan," "targeted," and the negative of these terms, or similar expressions, are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements.  Various risks and uncertainties may cause actual results to differ materially from those indicated by our forward-looking statements, including, without limitation those risks detailed from time to time in our reports filed with the SEC, including those risk factors identified in “Item 1A.  Risk Factors” of Part I of our Annual Report on Form 10-K filed with SEC for the year ended December 31, 2023.

Forward-looking statements are not guarantees of performance or results.  A forward-looking statement may include a statement of the assumptions or bases underlying the forward-looking statement.  We believe that we have chosen these assumptions or bases in good faith and that they are reasonable.  We caution you, however, that assumptions or bases almost always vary from actual results, and the differences between assumptions or bases and actual results can be material.  The forward-looking statements included in this press release speak only as of the date hereof.  We undertake no obligation to publicly release revisions to any forward-looking statements to reflect events or circumstances after the date of such statements, except to the extent required by law.