Turning Obstacles into Possibilities 2 0 2 0 A N N U A L R E P O R T Our values reflect our commitment to loyalty, integrity, teamwork, results, and our curiosity to challenge the status quo. While 2020 presented many challenges due to the only reflects our mission, but the commitment in COVID-19 pandemic, including a heightened focus our vision statement to look past obstacles. 2020 on safety protocols and expanding technology- certainly offered an opportunity for the Company based service delivery channels, we didn’t lose to execute this vision as we led through many sight of our mission, vision and values. Part of our challenges to ensure we were there to assist clients mission is to deliver flexible and comprehensive and communities with the obstacles they faced. financial solutions. Our focus over the past year is a perfect representation of our execution of this. Our values reflect our commitment to loyalty, integrity, teamwork, results, and our curiosity to We recognized early in the year that the pandemic’s challenge the status quo. Our focus on these values impact would be far reaching, and our clients and is reflected through the programs highlighted the communities we serve would need our help. above, and all support our final core value of results. We began monitoring both our consumer and Our results focus is both external and internal, commercial borrowers, offering payment deferrals ensuring we assist in achieving not only our clients’ to help them financially weather the storm. desired financial results, but also superior financial Additionally, we were active participants in the results for our shareholders. I am pleased to share SBA’s Paycheck Protection Program, assisting with loans to help businesses in need, whether already that we did achieve results for clients, while also achieving record results for our shareholders. our clients or not, providing them access to funds critical in helping their businesses survive. We created an interest free emergency loan program, committing up to $1 million dollars for qualifying individuals and families, and for one month we did cash drawings from community entrants, donating a total of $50,000 to recipients in need. During the “sheltering in place” orders, we modified operations, closing branches to comply with the orders, but continued to perform all transactions with a high level of personalized service through our interactive teller machines and branch transactions by appointment. This flexibility not Once again, the Company experienced strong growth during the year, reaching $1.25 billion in assets at year end. During the year assets increased over $217 million or 20.9%. This strong level of growth was achieved through organic opportunities and both loan and deposit dollars in connection with the Paycheck Protection Program. The majority of the asset growth occurred in the loan portfolio. The commercial loan team, excluding PPP loans, originated approximately $177 million in new loans, the residential mortgage team had a record year, originating more that $487 million in new loans, and the Company originated income and net interest margin in each of the next approximately $214 million of the SBA’s Paycheck three years. Loan loss provision totaled $5.6 million Protect Program loans. Total loans increased in 2020, an increase of $4.3 million compared to by $196 million to $1.07 billion at year end, or 2019. The provision was increased despite historical 22.5%, net of loan payoffs and paydowns. credit quality indicators, largely due to significant The asset increases were primarily funded by deposit growth. Total deposits were $1.07 billion at year end, uncertainty surrounding the long-term impact of the COVID-19 pandemic on the loan portfolio. increasing by $231.7 million or 24.2% over 2019. Once again, our strong overall financial performance Retail, commercial, cash management, and public earned the Company recognition both nationally fund deposits experienced growth and increased and in the State. In May 2020, the Bank was named totals in all deposit categories at year end 2020, to the American Bankers Association’s, Top 200 except for time deposits. Our clients transitioned Publicly Traded Banks, ranking 22nd. Rankings are deposit dollars to checking, savings and money based on the average of the three previous years market accounts based on historically low interest return on average equity. Additionally, the bank rates lowering market rates on time deposits. was ranked 6th in the State based on the Financial Management Consulting Group’s quarterly ranking of Michigan banks at December 31, 2020. I am proud of the team’s commitment to our mission, vision and core values throughout 2020. Even in a year with unprecedented challenges, their efforts produced outstanding results and positioned us for a strong future. As always, I want to thank you for your continued faith in, and support of the Company. Warmly, Ronald L. Justice President and CEO Capital increased by $14.4 million, ending the year at $115.9 million, the increase was primarily driven by our strong earnings. For the fourth consecutive year the Company achieved record earnings. Net income totaled $15.5 million, an increase of $3.9 million or 33.6%. Balance sheet growth and the resulting increase in net interest income, as well as higher noninterest income, contributed to the net income increase. Net interest income totaled $40.1 million for the year, an increase of $5.1 million compared to 2019. Noninterest income totaled $19.6 million, an increase of $11.5 million compared to 2019, largely due to the record loan originations and the resulting gains on the sales of a majority of these residential mortgage loans in the secondary market. Noninterest expenses and provisions for loan losses both increased during 2020 compared to 2019. Noninterest expenses totaled $34.7 million, an increase of $7.5 million over 2019. These expenses increased primarily due to an increase in total compensation, largely commissions and incentives paid in connection with loan originations and due to annual merit increases. Additionally, the Company paid off three Federal Home Loan Bank borrowings, incurring a one-time early payoff fee of $1.9 million. The payoff was executed to enhance net interest PRESIDENT & CEO REPORT 3 Pursuing Growth through Uncertain Times While 2020 was a year when our team worked tirelessly to provide stability to customers through quickly emerging programs like Paycheck Protection and in-house COVID-19 financial support, we also kept our minds focused on the growth of the Bank through entrance into new markets. The State Bank feels like family—I’ve never experienced this kind of banking relationship before. KRIS KRSTOVSKI President K2 Retail Group A Better State in Farmington Hills In 2020 we made our highly anticipated move into Oakland county by obtaining space and renovating it into a full-service office in the Northwestern Professional Center located at 31000 Northwestern Highway, Suite 150. While the office did not officially open until 2021, our business lending and mortgage teams were hard at work in 2020, building books of business and serving customers at a time when both local businesses and homeowners needed support the most. With the office now fully open as of first quarter 2021, our retail, trust and wealth management teams complete our full suite of expert service and guidance, now available to customers in Farmington Hills and surrounding communities. Building a Better State in Downtown Saginaw The revitalization of downtown Saginaw brought an extra level of excitement to our new Saginaw branch and overall expansion into the Great Lakes Bay Region market. We became anchor tenants in a brand-new building located at 218 S. Washington Avenue - right in the heart of downtown. Part of our development plan of this new location was to create a full service, modern space. With a welcoming floor plan and a full team of banking experts ready to serve both businesses and families in this growing community, our team’s work in 2020 meant that when the office opened in Q1 2021, more customers in Saginaw and surrounding communities can find their better state. 4 NEW MARKETS The State Bank: Farmington Hills The State Bank: Downtown Saginaw 5 GROWTH IN NUMBERS GROWTH IN NUMBERS Growing Core Deposits Growing Community Growing Local Business Growing Wealth Retail Accounts Opened in 2020 3,476 $231.7 $18.1 M I L L I O N increase in overall deposits MILLION in Kasasa Accounts Growing Innovation 15,343 Average Monthly ITM Transactions Serving customers seven days a week with 24 Connect! ITMs throughout our markets Growing Homeownership New Mortgage and Refinance Loans 1,517 $713.6 MILLION DONATIONS & SPONSORSHIPS $194,000 in 2020 throughout our local communities $36,000 donated to LOCAL SCHOOL DISTRICTS to support the needs of low to moderate income children and families from the staff-directed fundraising effort through the Change for Kids Program. $30,000 donated to the Food Bank of Eastern Michigan in our 19th year of partnership. As a result of the pandemic, food insecurity rates rose from 14% to 40% throughout Michigan. The Food Bank of Eastern Michigan feeds families in all of the markets served by The State Bank. 6.5% INCREASE in Investment Advisory Revenue $26.2MILLION INCREASE in Trust Assets Under Management Growing Public Funds $ 39.2 MILLION of deposit growth from the efforts of our Public Funds Management Program in 2020. #1 Michigan-Based Community Bank SBA Lender Based on number and dollar amount of SBA loans approved during the fiscal year ending 9/30/20. $29.7 MILLION Small Business Administration (SBA) Loans Paycheck Protection Program $214.3 MILLION in Paycheck Protection Loans HELPING 1,359 BUSINESSES MILLION$177 New Commercial Loans 6 7 GROWING AS A FINANCIAL PARTNER GROWING AS A FINANCIAL PARTNER MORTGAGE | GRAND BLANC “David Scott was absolutely amazing to work with. I was told he was the best and he is. Buying a house right now is a bit crazy due to the Coronavirus and its impact on the economy. David made it happen. I truly believe that without his help we would not be moving into our home in a couple weeks. I am beyond grateful and would without reservation, recommend him to anyone that is looking to buy or refinance a home.” Angela and Jon Foley MORTGAGE | SOUTH LYON “The State Bank is a unique financial institution! Honest, knowledgeable, dependable, prompt, courteous, friendly personalized service delivered in an efficient manner is how I describe my experience with the colleagues at The State Bank. They provided me with the best mortgage experience I have ever received anywhere. I am a repeat customer; a new home construction loan, a mortgage, and now a refinance - all at great interest rates - are the basis for my conclusions. The State Bank - absolutely!” Robert Parker MORTGAGE | CLARKSTON “Carl and his team provided excellent service, information, and comfort in the entire home buying experience. Any questions or concerns we had were answered immediately and our loan got approved extremely fast. I highly recommend The State Bank and Carl Moraw!” Chapin White PPP LOAN | MONTROSE “We own a small business in Montrose doing lawn care, landscaping, irrigation, hydroseeding, snow plowing and salting in winter. We have been in business for 23 years. Because of the pandemic we were forced to shut down. A huge thank you to The State Bank for helping us secure the PPP loan for our business. They saved our business and worked hard to obtain our PPP loan. A special thank you to Brian Rang whom answered every phone call and took extra time with me to make sure I had all my paperwork in order and was informed. I can’t thank you enough for guiding me through the whole process! Your kindness and compassion will never be forgotten!” Charles and Karen Bruton Bruton’s Lawn Care PPP LOAN | WHITMORE LAKE “We are left with the impression that The State Bank cares more about their customers’ needs than the big banks. We certainly have a new appreciation for the value of community banks in general and especially The State Bank. Now that our industry has been allowed back to work - business is booming - and we very much have your bank to thank for allowing us to hit the ground running. We believe the PPP Loan allowed us to get back to full strength more quickly and rehire 43 of our valued employees.” David and Darian Bobby Atlas Home Improvement PPP LOAN | ST. CHARLES “Mr. Grigg assisted me with all the questions and required information according to the CARES Act and was able to get my PPP loan through quickly. He always makes time to talk to me when he comes in for his lunch. I have worked with The State Bank for the past four years and would recommend them to anyone who wants professional, personal service whereas the bank is not so big that it doesn’t even know who you are. They treat you like family!” Susan Reese Subway 8 9 2020 GROWTH HIGHLIGHTS 2020 GROWTH HIGHLIGHTS Dollars in Thousands Except Per Share Amounts Balance Sheet and Asset Quality Ratios CONDENSED CONSOLIDATED BALANCE SHEETS Assets Net Loans to Total Deposits 98.48% 100.19% 100.60% 99.32% 85.01% Cash and Cash Equivalents $46,757 $46,803 $23,412 $15,928 $78,313 12/31/20 12/31/19 12/31/18 12/31/17 12/31/16 12/31/20 12/31/19 12/31/18 12/31/17 12/31/16 ALLL to Gross Loans Net Loan Charge offs to Gross Loans Nonperforming Loans to Gross Loans 1.02% 0.05% 0.75% 0.67% 0.00% 0.17% 0.58% 0.02% 0.14% 0.54% 0.55% -0.02% -0.05% 0.00% 0.00% Per Share Data Earnings per Share Book Value per Share 12/31/20 12/31/19 12/31/18 12/31/17 12/31/16 $3.31 $2.49 $2.65 $2.39 $1.70 $24.80 $21.75 $19.31 $16.37 $14.00 Liabilities and Shareholders’ Equity Total Securities Loans Held for Sale Gross Loans 76,111 27,306 61,621 19,491 94,721 55,323 72,458 903 2,067 3,869 1,066,562 870,555 772,227 672,530 515,775 Less Allowance for Loan Losses 10,900 5,813 4,488 3,603 2,851 Net Loans All Other Assets Total Assets 1,055,662 864,742 767,739 668,927 512,924 45,610 42,102 39,675 39,198 35,786 $1,251,446 $1,034,759 $926,450 $781,443 $703,350 Tangible Book Value per Share $24.00 $20.87 $18.32 $14.96 $12.41 Market Price per Share Dividends per Share $22.00 $25.23 $21.00 $18.88 $16.00 $0.30 $0.28 $0.24 $0.20 $0.40 Total 1 Year Return to Shareholders (%) -11.61% 21.48% 12.50% 19.25% 18.33% Common Shares Outstanding 4,694,275 4,664,369 4,636,455 3,631,933 3,619,282 Average Common Shares Outstanding 4,684,006 4,653,872 3,812,433 3,625,568 2,608,903 Total Deposits Total Borrowed Funds Accrued Interest and Other Liabilities 12/31/20 12/31/19 12/31/18 12/31/17 12/31/16 $1,071,976 $ 863,102 $763,124 $673,505 $603,367 49,000 14,602 61,500 69,000 46,000 45,000 8,713 4,810 2,491 4,323 Total Liabilities 1,135,578 933,315 836,934 721,996 652,690 Total Shareholders' Equity 115,868 101,444 89,516 59,447 50,660 Total Liabilities and Shareholders' Equity $1,251,446 $1,034,759 $926,450 $781,443 $703,350 Performance Ratios CONDENSED CONSOLIDATED STATEMENTS OF INCOME FOR THE YEARS ENDED 12/31/20 12/31/19 12/31/18 12/31/17 12/31/16 Interest and Dividend Income Return on Average Assets 1.29% 1.20% 1.20% 1.19% 0.93% Return on Average Shareholders' Equity 14.05% 12.02% 15.05% 15.38% 10.28% Net Interest Margin Yield (FTE) 3.50% 3.83% 3.84% 4.08% 3.83% Efficiency Ratio Capital Ratios 58.10% 63.20% 65.23% 66.20% 74.56% 12/31/20 12/31/19 12/31/18 12/31/17 12/31/16 Total Capital to Risk Weighted Assets 15.21% 14.03% 14.00% 10.93% 11.47% Tier 1 Capital to Risk Weighted Assets 14.00% 13.33% 13.40% 10.39% 10.95% CET1 Capital to Risk Weighted Assets 12.44% 11.64% 11.52% Tier 1 Capital to Average Assets 9.85% 11.20% 10.92% 8.27% 8.98% 8.40% 11.93% Total Interest and Dividend Income 45,979 43,541 36,350 Loans, Including Fees Investments Total Interest Expense Net Interest Income Provision for Loan Losses Net Interest Income, After Provision for Loan Losses Total Non-Interest Income Total Non-Interest Expenses 12/31/20 12/31/19 12/31/18 12/31/17 12/31/16 $44,238 $41,102 $34,371 $28,765 $18,119 1,741 2,439 1,979 1,346 30,111 3,120 526 18,645 2,372 5,924 8,627 5,827 40,055 34,914 30,523 26,991 16,273 5,634 1,335 1,057 609 (900) 34,421 33,579 29,466 26,382 17,173 19,640 34,684 8,163 8,277 8,988 6,658 27,223 25,310 23,818 17,097 Income Before Federal Income Taxes 19,377 14,519 12,433 11,552 Federal Income Taxes Net Income 3,913 2,941 2,319 2,876 $15,464 $11,578 $10,114 $8,676 $4,441 6,734 2,293 10 11 2020 GROWTH HIGHLIGHTS GROWTH & PERFORMANCE RECOGNIZED MARKET PRICE PER SHARE $21.00 $18.88 $16.00 $25.23 $22.00 BALANCE SHEET (Dollars in Thousands) Gross Loans Total Deposits Total Assets , 3 4 4 1 8 7 $ , 5 0 5 3 7 6 $ , 0 3 5 2 7 6 $ , 0 5 3 3 0 7 $ , 7 6 3 3 0 6 $ , 5 7 7 5 1 5 $ , 0 5 4 6 2 9 $ , 7 2 2 2 7 7 $ , 4 2 1 3 6 7 $ , 5 5 5 0 7 8 $ , 2 0 1 3 6 8 $ , 9 5 7 4 3 0 1 $ , , 6 4 4 1 5 2 1 $ , , 6 7 9 1 7 0 1 $ , , 2 6 5 6 6 0 1 $ , 2016 2017 2018 2019 2020 2016 2017 2018 2019 2020 RETURN ON AVERAGE ASSETS EARNINGS PER SHARE 1.19% 1.20% 1.20% 1.29% 0.93% $3.31 $2.65 $2.49 $2.39 $1.70 2016 2017 2018 2019 2020 2016 2017 2018 2019 2020 EFFICIENCY RATIO NET INCOME (Dollars in Thousands) 74.56% 66.20% 65.23% $15,464 63.20% 58.10% $11,578 $10,114 $8,676 $4,441 2016 2017 2018 2019 2020 2016 2017 2018 2019 2020 5-Star Rating Once again, The State Bank earned Bauer Financial, Inc.’s highest 5-Star Superior rating. Bauer Financial, Inc. is the nation’s leading independent bank and credit union rating firm, and awards star- ratings on a quarterly basis. A 5-Star rating indicates that The State Bank is one of the strongest banks in the nation, excelling in such areas as capital, loan quality, profitability and much more. A 5-Star Superior rating from Bauer Financial, Inc. is the highest rating we can receive and in direct correlation with The State Bank’s strength and profitability. We are proud to have hit the mark again in 2020. Ron Justice, President and CEO Top Performing Community Banks Fentura Financial, Inc., announced in May of 2020 that The State Bank was ranked in the American Banker Magazine’s “Top 200 Community Banks” list, as one of the top performing 25 community banks in the United States. A Passion for Small Business Helping businesses find their better state is at the heart of what we do. We were pleased to share that because of the passion for small business by our lending team, The State Bank ranked 4th in units and 6th in volume of Small Business Administration (SBA) loans in the state of Michigan in 2020. We were also ranked the number 1 community bank SBA lender in the state of Michigan. Community Bank Composite Ranking The State Bank is proud to announce that they have been ranked sixth overall in community banks in Michigan by Financial Management Consulting Group’s Composite Ranking in the 2020 Michigan Bank Performance Report. The performance report considers many key factors such as bank size, margin, fee income, efficiency, asset quality and earnings. #1 Michigan-Based Community Bank SBA Lender 6th Community Bank Composite Ranking 12 13 LOCATIONS Branches MAIN BRANCH 175 N. Leroy Street Fenton, MI 48430 810.629.2263 SILVER PARKWAY BRANCH 15095 Silver Parkway Fenton, MI 48430 810.750.5605 VG’S FOOD CENTER BRANCH NEW LOTHROP BRANCH DOWNTOWN SAGINAW 9380 Genesee Street New Lothrop, MI 48460 810.638.3003 218 S. Washington Avenue Saginaw, MI 48601 989.393.4020 MONTROSE BRANCH 200 W. State Street Montrose, MI 48457 810.639.6101 BIRCH RUN BRANCH 8412 Main Street Birch Run, MI 48415 ATM Only Locations THOMPSON ROAD 3237 W. Thompson Road Fenton, MI 48430 ALPINE FOOD PLAZA 606 W. Broad Street Linden, MI 48451 CHESANING 148 Chapman Street Chesaning, MI 48616 Loan Production Offices FLINT LOAN CENTER Flint Ferris Wheel Building 615 S. Saginaw St 7th Floor Flint, MI 48502 18005 Silver Parkway 989.624.6280 Fenton, MI 48430 810.750.8781 LINDEN BRANCH 107 Main Street Linden, MI 48451 810.750.8794 HOLLY BRANCH BURT BRANCH 10811 Albee Road Burt, MI 48417 989.770.4050 CHESANING BRANCH 12771 Brady Road Chesaning, MI 48616 4043 Grange Hall Road 989.845.7070 Holly, MI 48442 810.750.8701 GRAND BLANC SOUTH BRANCH 7606 S. Saginaw Street Grand Blanc, MI 48439 810.695.9601 GRAND BLANC NORTH BRANCH 1401 E. Hill Road ST. CHARLES BRANCH 207 S. Saginaw Street St. Charles, MI 48655 989.865.9434 THOMAS TOWNSHIP BRANCH 7590 Gratiot Road Saginaw, MI 48609 989.781.2350 Grand Blanc, MI 48439 FARMINGTON HILLS 810.603.9500 BRIGHTON BRANCH 134 N. First Street Brighton, MI 48116 810.534.0800 Northwestern Professional Center 31000 Northwestern Highway, Suite 150 Farmington Hills, MI 48334 248.498.6979 14 800.535.0517 | FENTURA.COM | THESTATEBANK.COM 16