Patriot National Bancorp Files 2024 Proxy Statement

TL;DR

PNBC filed its 2024 proxy statement, no fee required. Shareholders vote soon.

AI Summary

Patriot National Bancorp, Inc. filed a definitive proxy statement (DEF 14A) on November 8, 2024, for its fiscal year ending December 31, 2024. The filing indicates that no fee was required for this submission. The company is incorporated in Connecticut and operates under the SIC code 6021 for National Commercial Banks.

Why It Matters

This filing provides shareholders with essential information regarding upcoming shareholder meetings and voting matters, impacting corporate governance and decision-making.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEF 14A) and does not contain new material financial information or strategic changes.

Key Players & Entities

• PATRIOT NATIONAL BANCORP, INC. (company) — Registrant
• 0001098146 (company) — Central Index Key
• 6021 (company) — Standard Industrial Classification
• CT (company) — State of Incorporation
• 2033247500 (company) — Business Phone
• November 8, 2024 (date) — Filing Date
• 20241218 (date) — Conformed Period of Report

FAQ

Key Financial Figures

• $4.2 m — 1, 2023, Patriot reported a net loss of $4.2 million, or negative $1.05 per share, com
• $1.05 — a net loss of $4.2 million, or negative $1.05 per share, compared to net income of $6
• $6.2 m — 05 per share, compared to net income of $6.2 million, or $1.56 per share, in 2022. Net
• $1.56 — pared to net income of $6.2 million, or $1.56 per share, in 2022. Net interest income
• $4.8 million — , in 2022. Net interest income declined $4.8 million to $28.5 million, and the loan loss pro
• $28.5 m — nterest income declined $4.8 million to $28.5 million, and the loan loss provision incr
• $1.9 million — the loan loss provision increased from $1.9 million in 2022 to $7.4 million in 2023. Non-in
• $7.4 million — increased from $1.9 million in 2022 to $7.4 million in 2023. Non-interest income improved t
• $6.0 million — n 2023. Non-interest income improved to $6.0 million in 2023, an increase of $3.4 million fr
• $3.4 million — to $6.0 million in 2023, an increase of $3.4 million from 2022 while non-interest expense in
• $5.5 million — 22 while non-interest expense increased $5.5 million to $32.7 million in 2023. The disappoin
• $32.7 million — erest expense increased $5.5 million to $32.7 million in 2023. The disappointing performance
• $3.8 million — cluded a provision for credit losses of $3.8 million and a decline in net interest income of
• $5.3 million — and a decline in net interest income of $5.3 million reflecting the declining loan balance a
• $3.5 million — g to the specific staff changes of over $3.5 million. In addition, we have implemented many

Filing Documents

• ny20036804x1_def14a.htm (DEF 14A) — 477KB
• letterhead_patriot.jpg (GRAPHIC) — 51KB
• logo_patriot.jpg (GRAPHIC) — 27KB
• ny20036804x1_inperson.jpg (GRAPHIC) — 7KB
• ny20036804x1_mail01.jpg (GRAPHIC) — 8KB
• ny20036804x1_pc01.jpg (GRAPHIC) — 844KB
• ny20036804x1_pc02.jpg (GRAPHIC) — 700KB
• ny20036804x1_phone01.jpg (GRAPHIC) — 10KB
• ny20036804x1_pvp01.jpg (GRAPHIC) — 130KB
• ny20036804x1_pvp02.jpg (GRAPHIC) — 134KB
• ny20036804x1_website01.jpg (GRAPHIC) — 8KB
• ny20036804x1_website02.jpg (GRAPHIC) — 12KB
• sig_davidlowery.jpg (GRAPHIC) — 10KB
• sig_dlowery.jpg (GRAPHIC) — 13KB
• sig_macarrazza.jpg (GRAPHIC) — 17KB
• sig_michaelcarrazza.jpg (GRAPHIC) — 20KB
• 0001140361-24-045760.txt ( ) — 3219KB

From the Filing

DEF 14A 1 ny20036804x1_def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to 240.14a-12 PATRIOT NATIONAL BANCORP, INC. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than The Registrant) Payment of Filing Fee (Check the appropriate box): ☒ No fee required. ☐ Fee paid previously with preliminary materials. ☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. November 8, 2024 To the Shareholders of Patriot National Bancorp, Inc.: On behalf of the Board of Directors and our staff, we would like to take this opportunity to thank you for your investment in Patriot National Bancorp, Inc. (NASDAQ: PNBK) ("Patriot"). Enclosed is our annual report for the fiscal year of 2023. For the fiscal year ended December 31, 2023, Patriot reported a net loss of $4.2 million, or negative $1.05 per share, compared to net income of $6.2 million, or $1.56 per share, in 2022. Net interest income declined $4.8 million to $28.5 million, and the loan loss provision increased from $1.9 million in 2022 to $7.4 million in 2023. Non-interest income improved to $6.0 million in 2023, an increase of $3.4 million from 2022 while non-interest expense increased $5.5 million to $32.7 million in 2023. The disappointing performance in 2023 was the result of the recognition of substantial credit losses, primarily in the commercial real estate portfolio, and a decline in net interest income resulting from the rapid rise in interest rates in 2023. Net interest margin declined to 2.47% in 2023 due to increases in deposit costs and margin compression. Certain real estate borrowers experienced an increase in financial stress due to higher borrowing costs and a decline in occupancy. During the first two quarters of 2024, Patriot Bank, N.A. (the "Bank") has continued to absorb disappointing results due to the same negative trends that impacted 2023. The reported net loss of $3.4 million included a provision for credit losses of $3.8 million and a decline in net interest income of $5.3 million reflecting the declining loan balance and the impact of the increase in nonaccrual loans. Net interest margin for the six months ended June 30, 2024 was 2.21% and the Bank leverage ratio was 8.58%, below the Bank's 9.0% target. Through the rest of 2024 and into 2025, the Bank is continuing to focus on settling unresolved credit issues and reducing its balance sheet to achieve targeted capital ratios, which have improved slightly by June 30, 2024, as compared to June 30, 2023. Minimal new loan originations are expected for the balance of 2024 and into 2025 as the Bank targets capital retention and the resolution of problem credits as its primary financial objectives. Despite these negative financial results, in 2023 and throughout 2024, the Bank has worked diligently to improve expertise and capabilities within many areas of the bank to ensure more efficient operations and stability, and allocated resources among its most productive verticals. In April 2023, Patriot promoted David Lowery, the former Chief Lending Officer of the Bank, to President and CEO. During 2024, we have hired expert talent in finance, compliance, and retail banking, and implemented a human resource overhaul that impacted over 20% of Patriot's workforce, corresponding to annualized cost-savings pertaining to the specific staff changes of over $3.5 million. In addition, we have implemented many new technologies, policies, and procedures that are allowing us to better monitor and train our staff to ensure the continued soundness of the Bank's operations. Concurrently, Patriot continues to invest in new initiatives it believes will result in long-term value such as a fee-driven residential lending platform that began accepting loan applications in the first quarter of 2024 and a digital payments platform that has continued to grow with period end deposit balances increasing 61% from mid-year 2023 to June 30, 2024 and non-interest income increasing more than 180% from the six months ended June 30, 2023. The Bank will continue to focus on organic non-interest income growth while improving capital through asset reductions. In addition to these organic steps, Patriot's Board has continued its efforts to identify a range of strategic partner or merger transactions that would increase scale, diversification, and provide liquidity opportunities for shareho

View Full Filing

View this DEF 14A filing on SEC EDGAR