It's my pleasure to welcome all of you to our annual shareholder meeting. Before we get started, I'd like to ask Charles Lightsey to open the meeting with a word of prayer. Charles? Thank you. Dear Heavenly Father, we thank you this day. Thank you, Lord, for all the many blessings you have bestowed on each of us. We ask for your blessings today on First Bancshares Incorporated annual shareholders meeting, and we're thankful for everyone in attendance by video, virtual, I mean. As we celebrate the 27th anniversary of The First, we're grateful for our past success and feel confident about success in the future. Thank you, Lord, for our employees, our customers, our shareholders, and their contributions to our success. We pray that we will continue to make the correct decisions by the bank and the board for the future of this company. We ask you to be with those who lead us today and give them the wisdom and knowledge to conduct this meeting. Thank you, Lord, for your love, and forgive us our sin. In Jesus' name, I pray. Amen. Amen. Thank you, Charles. Today's virtual-only meeting is being held via live webcast. We're excited to embrace the latest technology to provide expanded access, improved communication, and cost savings for our shareholders and the company. There are six items of business on this afternoon's agenda: the election of directors, an advisory vote on executive compensation, an advisory vote on the frequency of the advisory vote on executive compensation, an amendment to the company's articles of incorporation to increase the number of authorized shares of the company's common stock, an amendment to the company's articles of incorporation to declassify the board of directors, and ratification of the appointment of independent registered public accounting firm. As the bylaws provide, I will act as chairman of the meeting, Chandra Kidd will act as secretary of the meeting, and Dee Dee Lowery will act as the inspector of the election. After the voting has been completed, a report to shareholders by management will be delivered. Shareholders who participate in the meeting by entering a control number may submit questions regarding the proposals during the meeting up until the time the relevant proposal is presented. Questions should relate to the official business of the meeting. It is 4:00 P.M. In accordance with the notice of the meeting, I call to order the 2023 annual meeting of shareholders. Before we get started, I'd like to introduce a couple of special guests. With us today is Trey Turnage of Forvis, LLP, our independent auditor, and Will Hooper of Alston & Bird LLP, our outside legal counsel. Chandra Kidd will now read the presentation of the 2022 annual shareholder meeting minutes, and the December 29, 2022, special shareholder meeting minutes will be read by Chandra Kidd. The special meeting of shareholders of The First Bancshares was held at 3:00 Central Time on December 29th, 2022. Hoppy Cole served as Chairman of the Board of the meeting. Chandra Kidd acted as Secretary of the meeting, and Dee Dee Lowery acted as the Inspector of the election. The special meeting of shareholders was called to order. The invocation was given. Chandra Kidd gave a report on the mailing of the meeting notice and presence of a quorum. It was noted that as of the record date, holders of 24,027,827 shares of common stock were entitled to vote at the meeting, and that they were represented in person or by proxy, 17,752,546 shares of common stock, or approximately 73.88% of all the shares entitled to vote at this meeting. The meeting was convened for purposes of transacting such business as may properly come before it. Appreciation was expressed to all shareholders who voted their proxies. The first matter to be acted upon by the shareholders was the proposal to adopt and approve the agreement and plan of merger, dated July 27, 2022, by and between The First Bancshares and Heritage Southeast Bancorporation, Inc., which provided for the merger of Heritage with and into The First Bancshares, with The First Bancshares as the surviving corporation and the transactions contemplated by the agreement and plan of merger, including the issuance of shares of common stock to shareholders of Heritage Southeast Bancorporation, Inc. and connected with the merger. Next on the agenda was the proposal to adjourn the special meeting of The First Bancshares, if necessary or appropriate, to solicit additional proxies in favor of the merger and share issuance proposal. The polls were then opened, and shareholders were given the opportunity to vote if they had not already done so. Dee Dee Lowery, Inspector of the Election, reported on the results of the vote. It was reported that 17,752,546 of the outstanding shares of the company were voted. Each of the proposals were approved. Hoppy Cole declared that both proposals were approved. There being no further business to come before the meeting, a motion was made and seconded that the special meeting of shareholders be adjourned. The meeting was adjourned. The 2022 annual meeting of shareholders of The First Bancshares was held virtually at 4:00 P.M. on Thursday, May 19th, 2022. Ricky Gibson, Chairman of the Board, recognized Hoppy Cole as Chairman of the Meeting, Chandra Kidd acted as Secretary, and Dee Dee Lowery acted as the Inspector of the Election. The 2022 annual meeting of shareholders was called to order. The invocation was given by Ricky Gibson. Announcements and introductions were made, and special guests were introduced. The minutes from the 2021 annual shareholder meeting were read. A motion was made and seconded that the minutes be approved as presented. The minutes were approved. A report was given on the mailing of the meeting notice and the presence of a quorum. It was noted that as of the record date, holders of 20,484,762 shares of common stock were entitled to vote at the meeting, and they were represented in person or by proxy, 16,588,777 shares of common stock, or approximately 80.98% of all the shares entitled to vote at this meeting. The meeting was convened for purposes of transacting such business as may properly come before it. Appreciation was expressed to all shareholders who voted their proxies. Dr. David Bomboy, Mr. M. Ray Cole, Jr., and Mr. E. Ricky Gibson were nominated to serve as Class 3 directors for a three-year term, expiring at the 2025 annual meeting of shareholders. No shareholder nominations were filed with the Secretary in advance of this meeting, so the nominations were declared closed. The directors standing for election were introduced. Also on the ballot were the following proposals: advisory vote on executive compensation and appointment of BKD, LLP as the independent registered public accounting firm for the fiscal year ended December 31st, 2022. The polls were then opened, and shareholders were given the opportunity to vote if they had not already done so. Dee Dee Lowery, Inspector of the election, reported on the results of the vote. It was reported that 16,588,777 of the outstanding shares of the company were voted. Each of the nominees for director were elected, and all proposals were approved. There being no further business to come before the meeting, a motion was made and seconded that The First Bancshares 2021 annual meeting of shareholders be adjourned. The meeting was adjourned. Hoppy Cole presented to the report to shareholders by management. Those in attendance were given the opportunity to ask questions, and there were none. This meeting is held pursuant to a printed notice mailed on or about April 12, 2023, to each shareholder of record as of March 31, 2023. The company has received an affidavit of mailing, establishing that notice of this meeting was duly given. A copy of the notice of the meeting and the affidavit of mailing will be incorporated into the minutes of this meeting. All shareholders of record at the close of business on March 31st, 2023, are entitled to vote at the annual meeting. Thank you, Ms. Kidd. Our first order of business at this meeting is to determine whether the shares represented at the meeting, either in person or by proxy, are sufficient to constitute a quorum for the purpose of transacting business. Ms. Kidd, do you have a report? Yes. As of the record date, holders of 31,054,478 shares of common stock of the company were entitled to vote at this meeting. We are informed by Ms. Lowery that they are represented in person or by proxy, 26,326,306 shares of common stock, or approximately 84.77% of all shares entitled to vote at this meeting. Thank you, Ms. Kidd. Because holders of a majority of the shares entitled to vote at this meeting are present, virtually or by proxy, I declare this meeting to be duly convened for purposes of transacting such business as may properly come before it. On behalf of the board of directors of the company, we would like to express our appreciation to all shareholders who voted their proxies. Proposal number one: The first matter to be acted upon by the shareholders is the election of four directors nominated as Class One directors to serve a three-year term expiring at the 2026 annual meeting of shareholders, or until their successors are elected and qualified, and the election of 1 director as Class Three director to serve a two-year term, expiring at the 2025 annual meeting of shareholders, or until his successors are elected and qualified. Additional information about them is provided in the proxy statement. The directors nominated for Class One director are Ted E. Parker, J. Douglas Seidenberg, Renee Moore, Valencia M. Williamson. The director nominated for Class Three director is Jonathan A. Levy. No stockholder nominations were filed with the Secretary in advance of this meeting, I declare the nominations closed. Our directors are elected by plurality of the votes cast. This means that the director nominee with the most votes for a particular board seat is selected for that seat, regardless of whether or not such nominee receives a majority of the votes cast. Next on the agenda is approval on an advisory basis of the 2022 compensation of the company's named executive officers, as disclosed in the 2023 proxy statement. This vote is non-binding but will be taken into account when considering future compensation decisions for our named executive officers. For this proposal to be approved on an advisory basis, it must receive the affirmative vote of a majority of the shares of our common stock present or represented by proxy at this meeting. Next on the agenda is approval on an advisory basis of the frequency of future advisory votes on compensation of our named executive officers. For this proposal to be approved on an advisory basis, the proposal is a plurality of the votes cast. This means that the most votes for a particular frequency option is approved, regardless of whether the majority of the votes cast is received. Next on the agenda is approval of an amendment to the company's amended and restated articles of incorporation, to increase the number of authorized shares of the company's common stock. For this proposal to be approved, it must receive the affirmative vote of a majority of the shares of our common stock present or represented by proxy at this meeting. Next on the agenda is approval of an amendment to the company's amended and restated articles of incorporation to declassify the board of directors. For this proposal to be approved, it must receive the affirmative vote of a majority of the shares of our common stock present or represented by proxy at this meeting. The next item to be acted upon is the ratification of the appointment of Forvis, LLP as the independent registered public accounting firm for the company. The audit committee has approved Forvis, LLP to serve as the independent registered public accounting firm for the company for fiscal year ended December 31, 2023. For this proposal to be approved, it must receive the affirmative vote of a majority of the shares of our common stock present or represented by proxy at this meeting. If you have not voted or you wish to change your vote, you may do so now by clicking on the link provided online. Any shareholder who has already voted and does not want to change their vote, they need not take any further action. The online voting will now be closed. It is now time for the report on the results of the balloting. I would like to call upon Dee Dee Lowery, Inspector of the Elections, for this meeting, for this report. The ballots and proxies have been counted. 84.77% of the outstanding shares of the company has been voted. The results are as follows: With respect to Proposal One, the proposal to elect four Class One directors and one Class Three director, I am pleased to report that each director receives a plurality of the votes cast, therefore, the proposal is considered approved. With respect to Proposal Two, the proposal to approve on an advisory basis, the 2022 compensation of the company's named executive officers as disclosed in the 2023 proxy statement, I am pleased to report that the proposal received the affirmative vote of a majority of the shares of common stock, virtually present or represented by proxy, and therefore, the proposal is considered approved. With respect to Proposal Three, the proposal to approve on an advisory basis, the frequency of future advisory votes on the compensation of our named executive officers, I'm pleased to report that the frequency of one year received the affirmative vote of a majority of the shares of common stock, virtually present or represented by proxy, and therefore, the proposal is approved. With respect to Proposal Four, the proposal to amend the company's amended and restated articles of incorporation to increase the number of authorized shares of the company's common stock, I am pleased to report that the proposal received the affirmative vote of a majority of the shares of common stock, virtually present or represented by proxy, and therefore, the proposal is approved. With respect to Proposal Five, the proposal to amend the company's amended and restated articles of incorporation to declassify the board, I am pleased to report that the proposal received the affirmative vote of a majority of the shares of common stock, virtually present or represented by proxy, and therefore, the proposal is approved. With respect to Proposal Six, the proposal to ratify the appointment of Forvis, LLP as the independent registered public accounting firm for the company for the fiscal year ending December 31st, 2023, I am pleased to report that the proposal received the affirmative vote of a majority of the shares of common stock, virtually present or represented by proxy, and therefore, the proposal to ratify this appointment is considered approved. Thank you, Dee Dee. I hereby declare that the nominees for directors have been elected, the 2022 executive compensation has been approved on an advisory basis, and the frequency of future advisory votes on the compensation for our named executive officers will be one year, and the amended and restated articles of incorporation will be amended to increase the number of authorized shares of the company's common stock to 80 million shares, and the amended and restated articles of incorporation will be amended to declassify the board, and Forvis, LLP has been appointed as the company's independent public registered accounting firm for the fiscal year 2023. I would again like to express my sincere appreciation to the shareholders who attended the meeting, as well as those who submitted their proxies. There being no further business to come before the meeting, I hereby declare The First Bancshares, Inc. 2023 annual meeting of the shareholders adjourned. Management will now give a report to the shareholders. Before we get started this afternoon, let's take a quick look at our safe harbor and forward-looking statement. We'll start by taking a quick look at where the company stood at 12/31/2022, and then we'll look at where the company was at the end of the first quarter of 2023 after we closed the Heritage Southeast acquisition. As of 12/31, the company was the sixth largest bank headquartered in the state of Mississippi, with $6.5 billion in assets, a total capital ratio of 16.7%, 59% efficiency ratio, a 1.38 Pre-Tax, Pre-Provision, Return on Average Assets operating in 90 locations in the Southeast, in Mississippi, Louisiana, Alabama, Florida, and Georgia. As of 3/31, the company stood at over $8 billion in assets as we closed the Heritage Southeast transaction as of January 1. You can see over the last 15 years, over the last 13 years, the evolution of our franchise, in that we have grown our assets at a Compound Average Annual Growth Rate of over 25% per year. About 70% of that has been acquired, about 30% of that has been organic. We now stretch all the way from Baton Rouge, Louisiana, across the Southeastern U.S. to Tampa, Florida, Central Florida, up the Georgia coast, all the way to Atlanta. In addition to record growth, we continue to keep a diversified balance sheet. You can see that we are pretty evenly spread across those five Southeastern states. With the closing of the Heritage Southeast transaction, as of March 31, Georgia was the largest part of our company, with 32% of our loans in Georgia, 28% of our deposits. Mississippi was second in deposits with 28, but third in terms of loans with 23. Florida was second in terms of loans with 24% and 20% in deposits in Florida. Even though those% are pretty close, it's a very well, very geographically diverse market share across some of the best markets in the Southeast and some of the best markets in the country. Over the last 12 months, that's been a record year in terms of growth in our company, not only from organic growth, but also through the two acquisitions that we've done. We acquired Beach Bank and closed that in July of 2022, on January 1 of 2023, we closed Heritage Southeast Bank. Beach Bank added $600 million in assets, built additional density for us in the Florida Panhandle, and opened up Central Florida with a meaningful presence in Tampa. Heritage Southeast added 23 branches with total deposits of $1.4 billion, with 68,000 individual deposit accounts at an average cost of funds of 35 basis points. They had a tenured long-term deposit base, with the average account being on the books for nine years. We acquired $1.2 billion of gross loans at a yield of 5.62, and current branch personnel of 104 employees. The Heritage Southeast acquisition, as I spoke earlier, gave us nine branches in Atlanta, so it built meaningful market share for us in Atlanta, meaningful presence in Savannah, down to Southeast Georgia, the Southeast Georgia coast, all the way to Jacksonville. I talk about some of the markets that we added, but building additional density in the Florida Panhandle, opening up Central Florida, opening up Jacksonville, additional density on the southeastern Georgia, and a significant market share in Atlanta is really an inflection point in the history of our company. Now we've got some of the best markets in the United States to help further our organic growth as we continue to move forward. Now, in addition to a record year in terms of asset growth, it also was a record year in terms of operating earnings. You can see on the chart on the left, we increased our operating earnings to $68.3 million a year, and that was at EPS increased to $3.11 per share. I'll call your attention to the graph on the right. The graph on the right takes into account the first quarter. At the end of the first quarter, on a quarterly basis, our operating income, our Pre-Tax, Pre-Provision Operating Income was $35 million. That's a significant increase over the fourth quarter, which was $22.2 million, and a 178% Pre-Tax, Pre-Provision Return on Assets. Now that we've talked about the growth and what that's meaning in terms of increased profitability, how do we compare it? We always like to look at how we compare to our peers. We consider our peers to be institutions across the country with $2 billion-$10 billion in assets. We further break that down into private and public banks. There's a total of 373 banks. There's 149 public banks. There's 31 public banks in the Southeast. If you look at our growth over the last five years, we've more than doubled what our peers have done, in that we've grown 28.4% on an average annual basis versus 10.9% for all our peers, 11% for our public peers. That growth has translated into above-peer returns, as measured in terms of Return on Average Assets and Return on Tangible Common Equity. During the first quarter, we produced a Return on Average Assets of 1.36%, compared to our peers of 1.16%. Return on Tangible Common Equity of 20%, compared to peers of 14.4%. What has the growth meant to us in actual numbers, and what do we project going forward? On a projected basis, this has got a FactSet, which is a combination of all the analysts' projections that follow us, we're projected to have a Return on Average Assets of 1.18% for 2024. Our peers are at 92 basis points. Return on Tangible Common of 15.9% as compared to our peers of 11.3%. Substantially outperformed in terms of growth, translating into substantial outperformance in terms of operating metrics and profitability, not only in actual dollars, but also in projected dollars going forward. How has that translated into shareholder return? Again, measured against the same peer set, a 10-year total return, your stock's up 113%, compared to banks in the Southeast at 62%, and all banks in the U.S. is 62%. If you just look at our price performance, FBMS is up 88%, compared to Southeast banks at 49% and U.S. banks at 36%. Again, last year was another record year in the history of our company. We continue to perform at above peer levels, we opened up some markets and built density in markets last year, Atlanta, adding additional density in the Florida Panhandle, opening up Central Florida, and meaningful market share in Southeast Georgia and Atlanta. All of that, we think, is an inflection point in the growth trajectory of your company, and we believe will continue to lead to outsized peer performance returns. That is the report from management, and we'll take questions at this time. I don't see any questions. Since there are no questions, that will conclude our presentation for today and the annual shareholder meeting for 2022 of The First Bancshares. This concludes the meeting. You may now disconnect.
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