OHIO VALLEY BANC CORP SEC Filings

Ohio Valley Banc Corp. is asking shareholders to vote at its May 13, 2026 annual meeting in Gallipolis, Ohio, with 4,711,001 common shares outstanding as of March 20, 2026. Holders will elect three directors for terms expiring in 2029, consider an advisory vote on named executive officer pay, and ratify Plante & Moran, PLLC as independent auditor.

The board highlights its committee structure, risk oversight and director independence, noting that all directors except the Chairman and CEO are independent under Nasdaq rules. It also details executive and director compensation, including salary, cash bonuses, retirement and deferred compensation plans, and reports that a 2025 say‑on‑pay vote received 82% support.

The proxy describes board succession moves, including the planned retirement of director David W. Thomas, who also serves as Lead Independent Director, and the retirement of Chairman Thomas E. Wiseman from the chairman role at the meeting while remaining on the board. It also discloses significant beneficial owners, with the largest individual holder owning 7.62% of shares.

Ohio Valley Banc Corp. files its Annual Report describing its community banking operations and risks for 2025. The Ohio-based financial holding company, traded on the NASDAQ Global Market as OVBC, operates mainly through The Ohio Valley Bank Company and several specialized subsidiaries.

As of December 31, 2025, consolidated assets were approximately $1,582,654,000 and total shareholders’ equity was approximately $170,257,000, both higher than 2024. The loan portfolio reached $1,196,018,000, driven by commercial and residential real estate growth, while consumer loans declined.

Interest and fee revenue from loans provided 77.84% of total consolidated revenues in 2025, with investment securities contributing 10.03%. The report also details funding sources, regulatory capital requirements, cybersecurity expectations, and extensive risk factors tied to interest rates, regional economies in Ohio and West Virginia, liquidity, competition, technology, and regulatory change.

OHIO VALLEY BANC CORP director Anna P. Barnitz reported a small disposition of indirect holdings and updated her remaining stake in the company. She disposed of 38.6125 common shares at $42.31 per share in a transaction coded as a disposition to the issuer from an indirect account held as custodian for her daughter.

After this transaction, she reports direct ownership of 8,909.5505 common shares. She also reports continuing indirect holdings of 38.6125 common shares as custodian for one son and 38.6125 common shares as custodian for another son. These entries reflect her current ownership positions rather than additional transactions.

Ohio Valley Banc Corp. announced upcoming board leadership changes driven by planned retirements. Director David W. Thomas plans to retire from the boards of the company and The Ohio Valley Bank Company at the 2026 Annual Meeting of Shareholders, in line with the mandatory retirement age of 70 and not due to any disagreement. At the same meeting, Thomas E. Wiseman will retire from his role as Chairman of the Board of both entities but will continue to serve as a director, helping maintain continuity in board oversight.

Ohio Valley Banc Corp director Michael Seth Isaac reported small share purchases under a dividend reinvestment plan. On February 13, 2026, he made an open-market purchase of 69.3648 common shares at $42.81 per share and a separate transaction of 3.2786 common shares at $42.81, noted as voluntary cash for the company’s dividend reinvestment plan. Following these transactions, he directly owned 689.1673 common shares of Ohio Valley Banc Corp.

BARNITZ ANNA P reported open-market purchase transactions in a Form 4 filing for OVBC. The filing lists transactions totaling 82 shares at a weighted average price of $42.81 per share. Following the reported transactions, holdings were 39 shares.

ROBERTS EDWARD BRYANT reported multiple insider transaction types in a Form 4 filing for OVBC. The filing lists transactions totaling 75 shares at a weighted average price of $42.81 per share. Following the reported transactions, holdings were 5,767 shares.

Ohio Valley Banc Corp received an amended Schedule 13G filing reporting that affiliated entities, including Ohio Valley Bank Company and the Ohio Valley Banc Corp. Employees' Stock Ownership Plan and Trust, beneficially own a minority portion of the company’s common stock. The filing classifies the reporting entities as a bank and an employee benefit plan and states that the shares were acquired and are held in the ordinary course of business. It also certifies that the holdings are not intended to change or influence control of Ohio Valley Banc Corp.

Ohio Valley Banc Corp. reported record earnings for 2025, with net income of $15.6 million, up 41.8% from 2024, and earnings per share rising to $3.31 from $2.32. For the fourth quarter, net income was $4.0 million and EPS $0.84, both sharply higher than a year earlier. Return on average assets improved to 1.02% and return on average equity to 9.83% for the year.

Results were driven by stronger core banking performance. Net interest income grew to $57.7 million for 2025, helped by a higher net interest margin of 4.07% versus 3.71%, as the loan portfolio expanded by $134 million and the bank shifted funding toward lower-cost deposits. Total assets reached $1.58 billion, with loans up 12.6% year over year.

Noninterest income fell as the company realized $3.7 million in losses on sales of lower-yielding securities to reinvest at higher rates, and other income declined. Noninterest expense dropped to $44.2 million, reflecting savings after a 2024 early retirement program. Credit quality metrics weakened as nonperforming loans rose to 1.40% of total loans, though the allowance for credit losses remained near 1% of loans.