0000893847FALSE00008938472025-01-222025-01-22

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): January 22, 2025
 
Hawthorn Bancshares, Inc.
(Exact Name of Registrant as Specified in Charter) 
 
 
Missouri0-2363643-1626350
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

132 East High Street, PO Box 688, Jefferson City, Missouri 65102
(Address of Principal Executive Offices) (Zip Code)
573-761-6100
(Registrant’s telephone number, including area code)
 
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 (see General Instruction A.2. below):
☐    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:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $1.00 par valueHWBKThe Nasdaq Stock Market LLC

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 January 22, 2025, Hawthorn Bancshares, Inc. issued a press release announcing its financial results for the fourth quarter and the year ended December 31, 2024. A copy of the press release is attached to this report as Exhibit 99.1.
The information set forth in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being “furnished” and shall not be deemed “filed” for the purposes of or otherwise subject to liabilities under Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed to be incorporated by reference into the filings of Hawthorn Bancshares, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
Item 8.01 Other Events.
On January 22, 2025, Hawthorn Bancshares, Inc. announced that its Board of Directors approved a quarterly cash dividend of $0.19 per common share, payable April 1, 2025 to shareholders of record at the close of business on March 15, 2025. A copy of the press release relating to such announcement is attached to this report as Exhibit 99.2.
Item 9.01 Financial Statements and Exhibits.

2


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated: January 22, 2025
Hawthorn Bancshares, Inc.
By: /s/ Brent M. Giles
      Name: Brent M. Giles
     Title: Chief Executive Officer

3

Exhibit 99.1
logo2024a.jpg

Hawthorn Bancshares Reports Results for the Fourth Quarter and the
Year Ended December 31, 2024
Jefferson City, MO — January 22, 2025 — Hawthorn Bancshares, Inc. (NASDAQ: HWBK), (the “Company”), the holding company for Hawthorn Bank, reported fourth quarter 2024 net income of $4.6 million, or earnings per diluted share of $0.66, and net income of $18.3 million, or earnings per diluted share ("EPS") of $2.61, for the year ended December 31, 2024.
Fourth Quarter 2024 Results
•Net income of $4.6 million, or $0.66 per diluted share
•Net interest margin, fully taxable equivalent ("FTE"), improved in the fourth quarter of 2024 to 3.55% compared to 3.36% for the third quarter 2024 (the "prior quarter")
•Return on average assets and equity of 1.00% and 12.49%, respectively
•Investments increased $14.8 million, or 7.1%, compared to the prior quarter
•Deposits increased $29.7 million, or 2.0%, compared to the prior quarter
2024 Results
•Net income of $18.3 million, or $2.61 per diluted share, for 2024 improved $17.3 million, or $2.47 per diluted share, from the prior year 2023 (the "prior year")
•Net interest margin (FTE) of 3.41%
•Return on average assets and equity of 1.00% and 13.04%, respectively
•Investments increased $28.8 million, or 14.7%, compared to the prior year
•Loans decreased $73.0 million, or 4.7%, compared to the prior year
•Deposits decreased $37.7 million, or 2.4%, compared to the prior year
•Remained well capitalized with total risk-based capital of 14.79%
•Credit quality remained strong with non-performing loans to total loans of 0.19% improving from 0.42% in the prior year
•Book Value per share increased $2.03 to 21.36, or 11%, compared to the prior year
•Non-interest expenses decreased 5.4% compared to the prior year

Brent Giles, Chief Executive Officer of Hawthorn Bancshares, Inc. commented, “We are pleased with our fourth quarter and full-year results as they reflect our commitment to improving core operational efficiency and income. Additionally, we received approval to open a banking center location in Overland Park, Kansas in February 2025. Internally, we have been focused on creating synergies in our operations and building a foundation upon which we can grow. We believe that we made significant strides in addressing these strategic needs in 2024."

1

FINANCIAL SUMMARY
(unaudited)
$000, except per share data
December 31,September 30,December 31
Balance sheet information:202420242023
Total assets$1,825,185$1,809,769$1,875,350
Loans held for investment1,466,160 1,466,7511,539,147 
Investment securities223,801 209,019195,042 
Deposits1,533,182 1,503,5041,570,844 
Total stockholders’ equity$149,547 $146,474$136,085 
Market and per share data:
Book value per share$21.36 $20.91 $19.33 
Market price per share$28.35 $25.03 $25.37 
Diluted earnings per share (YTD)$2.61 $1.95 $0.14 
Diluted earnings (loss) per share (QTR)$0.66 $0.66 $(1.05)
Financial Results for the Quarter and the Year Ended December 31, 2024
Earnings
Net income for 2024 was $18.3 million, or $2.61 per diluted share, compared to net income of $1.0 million, or $0.14 per diluted share, for the prior year.

Net income was consistent at $4.6 million, or $0.66 per diluted share, for both the fourth quarter 2024 and the prior quarter, and increased $12.0 million, or 161.8%, from the fourth quarter 2023 (the "prior year quarter"). Diluted earnings per share was $0.66 for the fourth quarter 2024 compared to a diluted loss per share of $(1.05) for the prior year quarter.
Net interest income
Net interest income for 2024 was $58.6 million and net interest margin was 3.41%, on an FTE basis, compared to net interest income of $59.1 million and net interest margin of 3.29%, on an FTE basis, for the prior year.

Net interest income of $15.3 million for the fourth quarter of 2024, increased $1.0 million from the prior quarter, and decreased $0.5 million from the prior year quarter. Interest income decreased $1.3 million in the current quarter compared to the prior year quarter, driven primarily by lower average interest earning assets, while interest expense decreased $0.8 million compared to the prior year quarter. Net interest margin, on an FTE basis, was 3.55% for the fourth quarter, compared to 3.36% for the prior quarter, and 3.48% for the prior year quarter.
The yield earned on average loans held for investment was 5.86%, on an FTE basis, for the fourth quarter 2024, compared to 5.83% for the prior quarter and 5.93% for the prior year quarter.
The average cost of deposits was 2.49% for the fourth quarter 2024, compared to 2.74% for the prior quarter and 2.58% for the prior year quarter. Non-interest bearing demand deposits as a percent of total deposits was 25.1% as of December 31, 2024, compared to 26.0% and 25.6% at September 30, 2024 and December 31, 2023, respectively.


Non-interest Income
Total non-interest income for 2024 was $14.3 million, an increase of $6.8 million, or 90.0%, from $7.5 million for 2023. This increase was primarily due to the recognition of a $4.7 million valuation write-down on other real estate owned properties in 2023.
Total non-interest income for the fourth quarter of 2024 was $3.5 million, a decrease of $0.3 million, or 6.9%, from the prior quarter, and an increase of $1.4 million, or 63.7%, from the prior year quarter. The increase in the current quarter compared to the prior year quarter was primarily due to a $1.1 million mortgage servicing rights valuation adjustment recorded in the fourth quarter of 2023. An increase in earnings on bank-owned life insurance during the current quarter also contributed to this increase.
Non-interest Expense
Non-interest expense for 2024 was $49.5 million, a decrease of $2.8 million, or 5.4%, from $52.4 million in the prior year.
Non-interest expense for the fourth quarter of 2024 was $12.9 million, an increase of $0.9 million, or 7.7%, from the prior quarter, and a decrease of $1.7 million, or 11.4%, from the prior year quarter. Compared to the prior year quarter, salaries and benefits decreased $1.4 million due primarily to the reduction in full-time employees related to the restructuring of the residential mortgage loan group.

The fourth quarter efficiency ratio was 68.5% compared to 66.2% and 81.1% for the prior quarter and prior year quarter, respectively.
Loans
Loans held for investment decreased by $0.6 million, or 0.04%, to $1.5 billion as of December 31, 2024 compared to September 30, 2024 and decreased by $73.0 million, or 4.7%, from December 31, 2023.
Investments
Investments increased by $14.8 million, or 7.1%, to $223.8 million as of December 31, 2024 compared to September 30, 2024 and increased by $28.8 million, or 14.7%, from December 31, 2023.
Asset Quality
Non-performing assets to total loans was 0.29% at December 31, 2024, compared to 0.58% and 0.53% at September 30, 2024 and December 31, 2023, respectively. Non-performing assets totaled $4.2 million at December 31, 2024, compared to $8.5 million and $8.2 million at September 30, 2024 and December 31, 2023, respectively. The decrease in non-performing assets in the current quarter compared to the prior quarter was primarily due to the sale of $3.2 million of other real estate owned.
For 2024, the Company had net loan charge-offs of $2.7 million, or 0.18% of average loans, compared to $0.3 million, or 0.02% of average loans, for 2023. The increase was primarily the result of a charge-off on one commercial relationship.
In the fourth quarter of 2024, the Company had net loan charge-offs of $0.04 million, or 0.00% of average loans, compared to net loan charge-offs of $0.64 million, or 0.04% of


average loans, and $0.27 million, or 0.02% of average loans, in the prior quarter and the prior year quarter, respectively.
For 2024, the Company recognized a provision for credit losses on loans and unfunded commitments of $1.0 million compared to a $2.3 million for 2023.
The Company recognized a $0.3 million provision for credit losses on loans and unfunded commitments for the fourth quarter of 2024 compared to $0.5 million and $1.6 million for the prior quarter and the prior year quarter, respectively.

The allowance for credit losses at December 31, 2024 was $22.0 million, or 1.50% of outstanding loans, and 802.48% of non-performing loans. At September 30, 2024, the allowance for credit losses was $21.9 million, or 1.50% of outstanding loans, and 539.52% of non-performing loans. At December 31, 2023, the allowance for credit losses was $23.7 million, or 1.54% of outstanding loans, and 370.25% of non-performing loans. The allowance for credit losses represents management’s best estimate of expected losses inherent in the loan portfolio and is commensurate with risks in the loan portfolio as of December 31, 2024.
Deposits
Total deposits at December 31, 2024 were $1.5 billion, an increase of $29.7 million, or 2.0%, from September 30, 2024, and a decrease of $37.7 million, or 2.4%, from December 31, 2023. The decrease in deposits at the end of the fourth quarter of 2024 as compared to the prior year quarter was primarily a result of a reduction in demand and time deposits.
Capital
The Company maintains its “well capitalized” regulatory capital position. At December 31, 2024, capital ratios were as follows: total risk-based capital to risk-weighted assets 14.79%, tier 1 capital to risk-weighted assets 13.54%, tier 1 leverage 11.46%, and common equity to assets 8.19%.
Pursuant to the Company's 2019 Repurchase Plan, management is given discretion to determine the number and pricing of the shares to be purchased under the plan, as well as the timing of any such purchases. The Company repurchased 56,692 common shares under the repurchase plan during 2024. As of December 31, 2024, $3.9 million remains available for share repurchases pursuant to the plan.
On January 22, 2025, the Company's Board of Directors approved a quarterly cash dividend of $0.19 per common share payable April 1, 2025 to shareholders of record at the close of business on March 15, 2025.
[Tables follow]


FINANCIAL SUMMARY
(unaudited)
$000, except per share data
Three Months Ended
December 31,September 30,December 31,
Statement of income information:202420242023
Total interest income$23,924$23,819$25,220
Total interest expense8,5789,4929,376
Net interest income15,34614,32715,844
Provision for credit losses3005001,550
Non-interest income3,5223,7832,152
Investment securities gains (losses), net38(11,565)
Non-interest expense12,92111,99414,587
Pre-tax income (loss)5,6505,624(9,706)
Income taxes (benefit)1,0531,050(2,263)
Net income (loss)$4,597$4,574$(7,443)
Earnings (loss) per share:    
Basic:$0.66 $0.66 $(1.05)
Diluted:$0.66 $0.66 $(1.05)
For the Years Ended
December 31,
Statement of income information:20242023
Total interest income$95,351$91,968
Total interest expense36,75832,826
Net interest income58,59359,142
Provision for credit losses1,0272,340
Non-interest income14,3207,536
Investment securities losses, net(4)(11,547)
Non-interest expense49,52452,359
Pre-tax income22,358432
Income taxes (benefit)4,102(524)
Net income$18,256$956
Earnings per share:
Basic:$2.61 $0.14 
Diluted:$2.61 $0.14 



FINANCIAL SUMMARY (continued)
(unaudited)
$000, except per share data
As of or for the three months endedAs of or for the year ended
December 31,September 30,December 31,December 31,December 31,
20242024202320242023
Performance Ratios
Return on average assets 1.00%1.00%(1.57)%1.00%0.05%
Return on average common equity12.49%12.87%(24.54)%13.04%0.76%
Net interest margin (FTE)3.55%3.36%3.48%3.41%3.29%
Efficiency ratio68.48%66.23%81.06%67.92%78.53%
Asset Quality Ratios
Non-performing loans (a)$2,747 $4,066 $6,413 
Non-performing assets$4,193 $8,451 $8,157 
Net charge-offs$43 $636 $268 $2,725 $302 
Net charge-offs to average loans —%0.04%0.02%0.18%0.02%
Allowance for credit losses to total loans1.50%1.50%1.54%
Non-performing loans to total loans0.19%0.28%0.42%
Non-performing assets to loans0.29%0.58%0.53%
Non-performing assets to total assets0.23%0.47%0.43%
Allowance for credit losses on loans to non-performing loans802.48%539.52%370.25%
Capital Ratios
Average stockholders' equity to total assets 8.03%7.80%6.38%7.66%6.68%
Period-end stockholders' equity to period-end assets8.19%8.09%7.26%
Total risk-based capital ratio14.79%14.91%13.99%
Tier 1 risk-based capital ratio13.54%13.66%12.59%
Common equity Tier 1 capital10.49%10.53%9.73%
Tier 1 leverage ratio11.46%11.33%10.29%
(a)Non-performing loans include loans 90 days past due and accruing and non-accrual loans.













About Hawthorn Bancshares
Hawthorn Bancshares, Inc., a financial-bank holding company headquartered in Jefferson City, Missouri, is the parent company of Hawthorn Bank, which has served families and businesses for more than 150 years. Hawthorn Bank has multiple locations, including in the greater Kansas City metropolitan area, Jefferson City, Columbia, Springfield, and Clinton.
Contact:
Hawthorn Bancshares, Inc.
Brent M. Giles
Chief Executive Officer
TEL: 573.761.6100
www.HawthornBancshares.com
The financial results in this press release reflect preliminary, unaudited results, which are not final until the Company's Annual Report on Form 10-K is filed. Statements made in this press release that suggest Hawthorn Bancshares' or management's intentions, hopes, beliefs, expectations, or predictions of the future include "forward-looking statements" within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended, including those relating to the Company's balance sheet repositioning strategy and the anticipated effects thereof. It is important to note that actual results could differ materially from those projected in such forward-looking statements. Additional information concerning factors that could cause actual results to differ materially from those projected in such forward-looking statements is contained from time to time in the Company's quarterly and annual reports filed with the Securities and Exchange Commission. These forward-looking statements are made as of the date of this communication, and the Company disclaims any obligation to update any forward-looking statement or to publicly announce the results of any revisions to any of the forward-looking statements included herein, except as required by law.


Exhibit 99.2
logo20241.jpg

Hawthorn Bancshares Announces Cash Dividend
Jefferson City, MO. — January 22, 2025 — Hawthorn Bancshares, Inc. (NASDAQ: HWBK) announced today that its Board of Directors approved a quarterly cash dividend of $0.19 per common share, payable April 1, 2025 to shareholders of record at the close of business on March 15, 2025.
About Hawthorn Bancshares, Inc.
Hawthorn Bancshares, Inc., a financial-bank holding company headquartered in Jefferson City, Missouri, is the parent company of Hawthorn Bank, which has served families and businesses for more than 150 years. Hawthorn Bank has multiple locations, including in the greater Kansas City metropolitan area, Jefferson City, Columbia, Springfield, and Clinton.

Contact:
Hawthorn Bancshares, Inc.
Brent M. Giles
Chief Executive Officer
TEL: 573.761.6100
www.HawthornBancshares.com

Statements made in this press release that suggest the Company's or management's intentions, hopes, beliefs, expectations, or predictions of the future include "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. It is important to note that actual results could differ materially from those projected in such forward-looking statements. Additional information concerning factors that could cause actual results to differ materially from those projected in such forward-looking statements is contained from time to time in the Company's quarterly and annual reports filed with the Securities and Exchange Commission. These forward-looking statements are made as of the date of this communication, and the Company disclaims any obligation to update any forward-looking statement or to publicly announce the results of any revisions to any of the forward-looking statements included herein, except as required by law.


v3.24.4
Cover Page
Jan. 22, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jan. 22, 2025
Entity Registrant Name Hawthorn Bancshares, Inc.
Entity Incorporation, State or Country Code MO
Entity File Number 0-23636
Entity Tax Identification Number 43-1626350
Entity Address, Address Line One 132 East High Street
Entity Address, Address Line Two PO Box 688
Entity Address, City or Town Jefferson City
Entity Address, State or Province MO
Entity Address, Postal Zip Code 65102
City Area Code 573
Local Phone Number 761-6100
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $1.00 par value
Trading Symbol HWBK
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0000893847
Amendment Flag false
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