Welcome to the annual meeting for Sierra Bancorp. Our host for today's call is Kevin McPhaill, President and CEO. At this time, all participants will be in a listen-only mode. I will now turn the call over to your host. Mr. McPhaill, you may begin, sir. Great. Thank you very much, Paul, and again, welcome to all of our shareholders. We will call the annual meeting of shareholders for Sierra Bancorp to order. We have some introductions to make. We are excited to have our directors on the line from Sierra Bancorp, starting with Morris Tharp, our Chairman. Our Vice Chairman, Jim Holly. On to our directors, Susan Abundis, Dr. Al Berra, Julie Castle, Vonn Christenson, Larry Dutto, Robb Evans, Lynda Scearcy, and Gordon Woods. Great to have them all on the call with us today. In addition, we have our independent accountants from Eide Bailly LLP, our Partner, Mike Soza, and Senior Manager Karen Kabur. We also have our corporate legal counsel, Ken Moore, from Stuart Moore Staub. We have our Executive Officer team, Hugh Boyle, our Chief Credit Officer, Jennifer Johnson, our Chief Administrative Officer, Matt Macia, our Chief Risk Officer, Mike Olague, our Chief Banking Officer, and Christopher Treece, our Chief Financial Officer, who will be participating on the call with me today. To support the health and well-being of our employees, shareholders, and communities, this year's annual meeting includes a virtual format. This is just one example of the many adjustments we have made to help combat the virus while continuing to fulfill our responsibilities. If you are attending the meeting online, please take a moment to review the rules of conduct set forth for this meeting. These are made available to each shareholder in the Files section in the lower left of the screen. These rules offer guidance on a variety of aspects of the meeting, including what to do in the event we experience technology challenges, as well as considerations related to voting through the meeting site and parameters for asking questions during the meeting. During the meeting, all those participating virtually will be in listen-only mode. Registered shareholders attending the meeting virtually can submit questions at any time during the meeting by clicking on the dialogue icon at the upper right corner of the meeting center screen. Questions generally will be answered following the conclusion of the business portion of the meeting. Please note your name will be announced along with the question. Guests attending the meeting virtually are in registered listen-only mode and will not be able to submit questions. Finally, if you are attending the virtual meeting component as a registered shareholder and have not yet voted by proxy, the online voting system will allow you to lodge your vote during the meeting until we close the voting polls. This meeting is being held pursuant to the call of the board of directors and the legal notice of the annual meeting dated April 15th, 2021. Absent a request from a shareholder, we will dispense with the reading of the legal notice of the meeting. I would like to announce that pursuant to the company's bylaws, that I, as President of the company, will serve as Chairman of the Meeting, and Alexandra Blazer, as Secretary of the Corporation, will serve as Secretary of the Meeting. I would also like to announce that Christopher Treece, our Chief Financial Officer, has been selected by the board of directors to serve as Inspector of Election, to tabulate the results of the voting and announce the preliminary results of the voting at this meeting. As you know from the notice of this meeting you received, there are four legal actions to be taken at today's annual meeting of shareholders. The election of the company's Class II directors, the ratification of appointment of our independent accountants, the ratification of indemnification agreements with our directors and executive officers, and finally, the advisory vote on executive compensation. Before we turn to the legal actions to be taken today, I would like to call on the Inspector of Election for the quorum report to make sure we have a valid meeting. Mr. Treece, can you tell me the number of shares issued and outstanding as of the record date for the meeting? Yes. There are 15,410,763 shares. The number of shares present and voting by proxy or otherwise? Prior to the start of this meeting, we had approximately 12.25 million shares, which represent 79.5% of the issued and outstanding shares. Thank you. We do have a quorum and a valid meeting, so we will now proceed to the election of directors and other business items. For those of you who have not voted by proxy or wish to cast your votes at this time, if you're attending the meeting as a registered shareholder online, you may vote using the online voting platform. Additionally, if you have already voted by proxy and wish to change your vote, if you're attending the meeting as a registered shareholder online, you may update your vote using the online voting platform. Please note that it is not necessary to vote online if you have already voted by proxy. The first legal item on the agenda is the election of directors. Initially, I would like to inform you that we have not received any notices of intention to nominate a director pursuant to the bylaws. I would also like to remind you that the company does not have cumulative voting in the election of directors, and that since we have a staggered or classified board of directors, only six of our 11 directors are up for re-election this year. The following individuals have been nominated to serve as Class II directors until the 2023 meeting of shareholders and until their successors are elected and have qualified. Those are Albert Berra, Julie Castle, Vonn Christenson, Larry Dutto, Kevin McPhaill, Gordon Woods. Now, I would like to call on the inspector for the preliminary results of the voting for our Class II directors. As you probably know, your proxy card gives you the ability to vote against individual candidates in addition to being able to vote in favor of or against the whole slate of nominees. As a result, different nominees may have different numbers of votes. Mr. Treece, could you please tell me if all nominees have been elected to serve as Class II directors? Thank you. Yes. All six Class II directors have officially been elected or re-elected to serve for an additional two-year term. Thank you very much, Christopher. The next item on the agenda is the ratification of the appointments of our independent accountants. As indicated in the proxy statement, this proposal is not legally required, but the board has chosen to voluntarily give the shareholders the opportunity to ratify or not ratify the Audit Committee's appointment of the independent accountants for the upcoming year. The Audit Committee is still required to be the body that makes the ultimate decision about the selection of the company's independent directors, but it is interested in the opinion of the shareholders concerning its decision. Now, I would like to call on the Inspector again for the preliminary results of the voting. Can you tell me the number of shares voted for and against this proposal? Yes. We had approximately 12.2 million shares vote for this proposal. The number abstaining? Just 6,000 shares abstained. Can you also tell me the percentage of shares represented and voting that were in favor of this proposal? 99.8%. All right. That sounds like a pass to me. Yes. The third item on the agenda is the shareholder ratification of indemnification agreements with our directors and executive officers, as more fully described in our proxy statement. On January 28, 2021, the board of directors of the company adopted indemnification agreements with each of its non-employee directors and each of its executive officers, Kevin McPhaill, Christopher Treece, Hugh Boyle, Mike Olague, Jennifer Johnson, and Matt Macia. All of whom I will collectively refer to as the indemnified parties. The agreements are intended to indemnify the indemnified parties from and against liability incurred in any proceeding in which he or she is made a party because he or she is a director or officer of the company and are further intended to encourage the indemnified parties to excel in their respective positions with the company, which includes making business decisions deemed necessary for the long-term success of the company. The proxy statement contained a detailed description of the agreements and the company's reasons for putting them in place, and our board believes it is in the best interest of the shareholders to ratify the agreements. Now, I would like to call on the inspector again for the preliminary results of the voting. Can you tell me the number of shares voted for and against this proposal? Yes, Kevin. There were 8,626,000 shares voted for and approximately 679,800 voted against this proposal. The number abstaining? 77,636 shares abstained. Can you also tell me the percentage of shares represented and voting that were voted in favor of this proposal? Yes. That ratio is 92.7% in favor of the proposal. Thank you. This proposal has been approved. The last item on the agenda is the advisory vote on executive compensation. As indicated in the proxy statement, this proposal gives our shareholders the opportunity to endorse or not endorse the executive pay program and policies as disclosed in the compensation discussion and analysis, the executive compensation tables and any related disclosures contained in the proxy statement you received. The compensation committee intends to take the views of the shareholders into account in making its compensation decisions. Now, I would like to call on the inspector again for the preliminary results of the voting. Can you tell me the number of shares voted for and against this proposal? Yes. There were 8,588,102 shares voted for the proposal and 728,443 against. The number abstaining? 67,105 shares abstained. Can you also tell me the percentage of shares represented in the voting that were voted in favor of this proposal? There were 92.2% in favor of the proposal. Thank you. This proposal has been approved. I now declare the voting polls officially closed. If there are any remaining ballots to be turned in, please do so as soon as possible. Mr. Treece and I will now provide our reports on the company and following those presentations, take and answer questions. Now we have the formalized part of the agenda done. For those of you that are online, there are some slides that you can follow along with. For those of you that are on the telephone, we will verbally be going through these as well. It's always a fun time to talk a little bit about what's going on with the bank here, and so we're excited to do that. This first slide here that Alex has put up on the screen is our safe harbor statement. This is a standard safe harbor statement, just reminding you that this presentation contains forward-looking statements and to keep that in mind that those could vary as we go forward. Please do take some time to read through that when you have an opportunity. Go on to the next, Alex. All right. As we look at some of the key metrics here for the bank and where we stand right now in terms of stock performance, our recent stock price is at $27.88. You look at the price to our earnings is 11.02x. Price to tangible book is about 1.36x. Our most recent dividend was $0.21, which gives a very strong dividend yield, actually, of a little over 3%, and market cap just shy of $430 million. You can see where we've tracked relative to the KBW Bank Index, as well as the Nasdaq Bank Index. You can see we've tracked along pretty well. With that, we do believe that there is some upside potential, though, as well. On to the next, Alex. The company background, just for those of you that may be new to Sierra Bancorp, we opened in Porterville, California, in 1978 as a single-branch bank with just $1.5 million in capital. If you remember, I said our market cap is now just shy of $430 million. Quite a return from the beginning. We formed our holding company in 2001. We have now reached $3.3 billion in assets, and that growth includes two relatively recent whole bank acquisitions. We've actually made three whole bank acquisitions over the last five, six years. We continue to work on maintaining our reputation as a service-oriented and customer-focused community bank. On the next slide, you can see our reach here throughout the state. I like seeing the northern part there. We actually have now a loan production office up in the Sacramento market, and this has worked out quite well for us. You can see that as we go from Fresno County all the way down into Tulare, Kings, Kern, out of Ventura, Santa Barbara County, and up to San Luis Obispo County, we have nice coverage throughout those markets and continue to work on building market share throughout our area. On to the next, Alex. We have a long history as being a community bank here in the South Central Valley and really the lead community bank in the California South Central Valley. I mentioned our loan production office in Rocklin as well as our team down in Southern California. We have a strong net interest margin, we have a favorable mix in earning assets that we will talk a little bit about here in just a little bit when I turn it over to Christopher. We have very low cost deposit base. Another thing that Christopher will point out here in just a moment as well. On to the next, Alex. Our executive management team consists of myself, Christopher Treece, who you'll hear from a little bit more than just number of shares and yes and no in just a few moments, get a chance to hear him. You'll hear from him in a moment. Michael Olague is our Chief Banking Officer and has been with us for a number of years. Hugh Boyle is our Chief Credit Officer. He is relatively new to the bank. He's the newest executive that is on our team, following Jim Garduno, our Chief Credit Officer, who was with us. He retired in January this year. We brought Hugh on in December. Had a little bit of overlap there. Hugh is really a great addition to the team. Jennifer Johnson is our Chief Administrative Officer and fills a wonderful role overseeing IT, HR, and corporate operations. Matt Macia is our Chief Risk Officer. On to the next, Alex. For this, for the financial highlights, I will turn it over to our Chief Financial Officer, Christopher Treece. Over to you, Christopher. Thank you, Kevin. Looking at our five-year profitability trends, you can see in 2020 that our profitability, our return on average assets, did come down a little bit as we faced some pretty strong headwinds with the economic uncertainty created by the pandemic. That mostly impacted our net interest margin as a result of lower rates in 2020. Also, like a lot of other banks, we ended up providing quite a bit in our provision for loan losses, which impacted our overall profitability. Even with that decline, we still remain extremely strong compared to peers with an ROAA of 1.22% compared to peers of 0.82%. The same solid performance compared to peers also applies to return on equity and interest margin, while our expense ratio stayed very consistent with peer levels. I also want to point out that our net interest margin remained very strong given our loan demand in 2020 and our loan growth we had. This allowed us to improve our earning asset mix to include more higher-yielding loans and less lower-yielding investments and cash assets. Next slide, please. As mentioned, 2020 was a strong growth year. Although 2020's growth year outpaced our five-year compounded annual growth, we still have double-digit compounded growth looking back for the past five years for both loans and deposits. Next slide. The nearly 40% loan growth in 2020 resulted in some pretty significant increases in different categories of loans. In particular, we saw growth in our mortgage warehouse and in our PPP loans, with $119 million at the end of the year. The largest increase in 2020 came from our commercial real estate loans, in particular in our owner-occupied commercial real estate loans. Next slide, please. In 2020, we did see a slight increase in Non-Performing Assets, but they still remain well below where they were five years ago and significantly below where they were before that. The increase in NPAs was really caused by a handful of loans. As we continue on to the first quarter of 2021, I should point out that we still had a net recovery on loans for the first quarter of 2021. Next slide, please. We continue to have a very strong core deposit base, which is consisted mostly of non-interest-bearing deposits and lower interest-bearing deposits, as well as lower interest-bearing savings. Our cost of deposits for the entire year 2020 was 16 basis points. At the end of the fourth quarter, it was actually under 10 basis points. It came in at nine basis points for the fourth quarter and continued that way into the first quarter of 2021. Next slide. Looking at the year-over-year results of our deposit base, the growth in deposits came really from three different areas, both personal accounts, consumer-type accounts, as well as non-personal, which is mostly business accounts. The growth in personal accounts was $217 million or 26%. The non-personal growth was $241 million or 29%. Relatively similar growth in both categories in 2020. Next slide. Even though the growth came from both personal and non-personal accounts, as you can see from this slide, the vast majority of our customers are consumers, which we continue to serve through all of our branches. The last slide, please. Last slide I'm going to point out is our equity remains well above peers for all years here, going back 25 years. The capital ratio did come down a little bit in 2020, that was more due to the fact that our asset growth far exceeded our equity growth. That helped improve profitability in 2020, it did cause a decline in our overall capital ratios. We continue to be stronger than our peers on capital. With that, I'll turn it back over to Kevin. Great. Thank you very much, Christopher. As we go to our last slide here, this is the 2020 annual meeting, but we thought we would point out a few things that happened as well during the first quarter. We had very strong profitability, actually record profitability in the first quarter of 2021 with our diluted earnings per share of $0.72, which gave us a return on average assets of 1.4% and a strong return on average equity as well of 12.94%. We participated in round two of the SBA's Paycheck Protection Program. I'd note that we also participated in the first round of the PPP program during 2020 as well. Total assets as of the end of the first quarter were $3.3 billion, and that compares to $2.7 billion from just a year ago from that date. Growth, as Christopher pointed out, of $600 million. Net recoveries in the first quarter, $300,000. Really nice to see that and continued strength there in the loan portfolio. We also continue to enhance our digital offerings as we strive to really be best in class, not just in person, but also online. That is a really important element for us and for all financial institutions, but we believe it's particularly important for Sierra Bancorp and for Bank of the Sierra that we are able to offer really that best-in-class service in both of those modalities. We've seen through the pandemic a shift in customer behavior, and we certainly want to continue to meet and exceed those customer expectations, not just for in-person service, but online as well. With that, Alex, you can go to the last slide there. This is typically where we would take questions- and- answers. There are no questions. I should say there are no questions, so we don't have to provide any answers on those. I do want to thank everybody for taking the time out and for attending our annual meeting of shareholders for Sierra Bancorp for 2020. We're excited to see what lies ahead, and we appreciate everybody attending. With that, we will adjourn the meeting. This now concludes the meeting. Thank you for joining, and have a pleasant evening.
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