About MVB Financial

MVB Financial Corp. (MVB) operates as the bank holding company for MVB Bank, Inc. that engages in a wide range of business activities, primarily commercial and retail (CoRe) banking services, as well as Fintech banking. The bank’s consolidated subsidiaries include MVB Insurance, LLC, a title insurance company (‘MVB Insurance’), ProCo Global, Inc. (‘Chartwell,’ which does business under the registered trade name Chartwell Compliance), Paladin Fraud, LLC (‘Paladin Fraud’) and MVB Edge Ventures, LLC (‘Edge Ventures’). The bank owns a controlling interest in Trabian Technology, Inc. (‘Trabian’) and Edge Ventures wholly-owns Victor Technologies, Inc. (‘Victor’), as well as controlling interests in MVB Technology, LLC (‘MVB Technology’) and Flexia Payments, LLC (‘Flexia’). The bank also owns an equity method investment in Intercoastal Mortgage Company, LLC (‘ICM’) and MVB Financial Corp. owns equity method investments in Ayers Socure II, LLC (‘Ayers Socure II’) and Warp Speed Holdings, LLC (‘Warp Speed’). Edge Ventures serves as a management company providing oversight, alignment and structure for MVB’s Fintech companies and allocates resources to help incubate venture businesses and technologies acquired and developed by MVB. Through the company’s professional services entities, which include Chartwell, Paladin Fraud and Trabian, the company provides compliance and consulting solutions to assist Fintech and corporate clients in building digital products and meeting their regulatory compliance and fraud defense needs. The company has acquired a number of financial institutions and other financial services businesses. CoRe Banking The company offers its customers a full range of products and services, including various demand deposit accounts, savings accounts, money market accounts and certificates of deposit; commercial, consumer and real estate mortgage loans and lines of credit; debit cards; cashier’s checks; safe deposit rental facilities; and non-deposit investment services offered through an association with a broker-dealer. Fintech Banking The company provides innovative strategies to independent banking and corporate clients throughout the United States. The company’s dedicated Fintech sales team specializes in providing banking services to corporate Fintech clients, with a primary focus on operational risk management and compliance. Edge Ventures Edge Ventures, a wholly-owned subsidiary of the bank, was created as a management company to provide oversight, alignment and structure for the company’s Fintech companies and allocate resources to help incubate venture businesses and technologies acquired and developed by the company. Subsidiaries of Edge Ventures include MVB Technology, Flexia and Victor, which are developing software to enhance the products and services available to the company’s customers. MVB Technology MVB Technology is a 93.4% owned subsidiary of Edge Ventures. MVB Technology's primary product, GRAND, provides fast payments from a modern bank account. Account holders fund their GRAND account using a bank account, card or direct deposit and can then seamlessly transfer funds between their GRAND account and their favorite apps. GRAND helps drive significant savings for online merchants through a streamlined process for transfers of customer funds. Flexia Edge Ventures owns an 80% interest in Flexia. Flexia is a Las Vegas-based Fintech company that licenses technology which allows users to access a reloadable account that combines a debit card account and casino gaming accounts into one card and to utilize them for non-cash transactions at participating casinos. Flexia's technology license provides Flexia with exclusive use of the software in the United States and Canada. Victor Victor is a wholly-owned subsidiary of Edge Ventures. Victor was formed to develop technology to make it faster and easier to launch and scale a broad spectrum of Fintech solutions for the gaming, payments, banking-as-a-service and digital asset sectors. Within a matter of weeks, Fintech developers can build solutions to manage and move money with developer-friendly application programming interfaces. Banks can onboard and manage more programs with Victor’s tailored due diligence, risk assessment and oversight workflow tools. Recognizing the complexity of the Fintech ecosystem, Victor also supports seamless integration with a proven network of value-added technology and service providers. Professional Services Chartwell Chartwell is a wholly-owned subsidiary of the bank. Chartwell provides integrated regulatory compliance, state licensing, financial crimes prevention and enterprise risk management services that include consulting, outsourcing, testing and training solutions. Chartwell has expanded its services to both Fintech clients and banks, in coordination with the bank’s compliance officers, to help create and implement strategy and provide expert compliance resources to aid the bank in carrying out stringent and faster new client due diligence. In February 2023, Ankura Consulting Group, LLC acquired Chartwell from the Bank. Paladin Fraud Paladin Fraud is a wholly-owned subsidiary of the bank. Paladin Fraud provides an extensive and customizable suite of fraud prevention services for merchants, credit agencies, Fintech companies and other vendors to help clients and partners defend against threats. Trabian The bank owns an 80.8% interest in Trabian. Trabian builds digital products and web and mobile applications for forward-thinking community banks, credit unions, digital banks and Fintech companies. Consistent with the bank's intention to pursue technology to accelerate community finance, Trabian has created technology platforms that have been instrumental to the success of many of today’s leading Fintech companies. Primary Market Areas and Customers The company considers its primary market area for CoRe banking services to be consisted of North Central West Virginia and Northern Virginia, where the company operates full-service branches in West Virginia and Virginia. The company considers its Fintech banking market to be customers located throughout the entire United States. Segments The company operates through five reportable segments: CoRe Banking; Mortgage Banking; Professional Services; Edge Ventures; and Financial Holding Company. Revenue from CoRe Banking activities consists primarily of interest earned on loans and investment securities and service charges on deposit accounts. The company’s Fintech division is included in the CoRe banking segment. Revenue from the company’s Mortgage Banking segment is primarily consisted of the company’s share of net income or loss from mortgage banking activities of the company’s equity method investments in ICM and Warp Speed. Professional Services is the aggregate of Chartwell, Trabian and Paladin Fraud. Revenue from these operating segments is made up of primarily of professional consulting income to banks and Fintech companies. Edge Ventures is the aggregate of Victor, MVB Technology, Flexia and the Edge Ventures holding company. These operating segments are aggregated together as Edge Ventures and are all start-up Fintech software development companies. Revenue from Financial Holding Company activities is mainly consisted of intercompany service income and dividends. Commercial Loans The bank offers commercial loans, including commercial and industrial, commercial real estate and financial loans. Residential Mortgage Loans The bank offers residential real estate loans, home equity lines of credit and construction mortgages outstanding. Loans made in this lending category are generally one to ten year adjustable rate, fully amortizing to maturity mortgages. The bank also originates fixed rate real estate loans and generally sells these loans in the secondary market. Most real estate loans are secured by first mortgages with evidence of title in favor of the bank in the form of an attorney’s opinion of the title or a title insurance policy. The bank also requires proof of hazard insurance with the bank named as the mortgagee and as the loss payee. Full appraisals are obtained from licensed appraisers for the majority of loans secured by real estate. In addition, the bank purchases residential real estate loans from ICM. Consumer Loans Consumer loans include installment loans used by clients to purchase automobiles, boats and recreational vehicles. Investment Securities As of December 31, 2022, the company’s investment securities included United States government agency securities; United States sponsored mortgage-backed securities; United States treasury securities; municipal securities; corporate debt securities; other debt securities; and other securities. Supervision and Regulation The Dodd-Frank Wall Street Reform and Consumer Protection Act implements numerous and far-reaching changes that affect financial companies, including banks, bank holding companies and financial holding companies, such as the company. The company is a legal entity separate and distinct from the bank and the bank’s wholly-owned subsidiaries. As a financial holding company and a bank holding company, the company is regulated under the bank Holding Company Act of 1956, as amended (‘BHCA’), and the company and its non-bank subsidiaries are subject to inspection, examination and supervision by the Federal Reserve Board. The BHCA provides generally for ‘umbrella’ regulation of financial holding companies, such as the company by the Federal Reserve Board and for functional regulation of banking activities by bank regulators, securities activities by securities regulators and insurance activities by insurance regulators. The company is also under the jurisdiction of the SEC and is subject to the disclosure and regulatory requirements of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended (the ‘Exchange Act’), each administered by the SEC. The bank is a West Virginia state chartered bank. The bank is not a member bank of the Federal Reserve System (‘non-member bank’). Accordingly, the West Virginia Division of Financial Institutions and the FDIC are the primary regulators of the bank and the bank's subsidiaries. The company is subject to the information, proxy solicitation, insider trading and other restrictions and requirements of the SEC under the Exchange Act. The company is subject to the Sarbanes-Oxley Act of 2002 (the ‘Sarbanes-Oxley Act’), which imposes numerous reporting, accounting, corporate governance and business practices on companies, as well as financial and other professionals who have involvement with the United States public markets. The company is generally subject to these requirements and applicable SEC rules and regulations. The company is responsible for, among other things, blocking accounts of, and transactions with, such targets and countries, prohibiting unlicensed trade and financial transactions with them and reporting blocked transactions to OFAC (the United States Treasury Department’s Office of Foreign Assets Control) after their occurrence. The Federal Reserve Act, made applicable to the bank by section 8(j) of the Federal Deposit Insurance Act (the ‘FDIA’), imposes quantitative and qualitative requirements and collateral requirements on ‘covered transactions’ by the bank with, or for the benefit of, its affiliates and generally requires those transactions to be on arm's length terms at least as favorable to the bank as if the transaction were conducted with an unaffiliated third-party. The bank’s deposits are insured by the FDIC up to the limits set forth under applicable law. The company is subject to a number of federal and state consumer protection laws that extensively govern the relationships between the company, the bank and the bank's consumer customers. These laws include the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Truth in Lending Act, the Truth in Savings Act, the Electronic Fund Transfer Act, the Expedited Funds Availability Act, the Home Mortgage Disclosure Act (‘HMDA’), the Fair Housing Act, the Real Estate Settlement Procedures Act, the Fair Debt Collection Practices Act, the Service Members Civil Relief Act and these federal laws’ respective state-law counterparts, as well as state usury laws and state and federal laws regarding unfair and deceptive acts and practices. The CFPB also has examination and enforcement authority over all banks with more than $10 billion in assets, as well as their affiliates, which authority would not apply to the company or the bank. As the bank’s principal federal regulator, the FDIC has examination and enforcement authority over the bank. The Community Reinvestment Act of 1977 requires the bank’s primary federal bank regulatory agency, the FDIC, to assess the bank’s record in meeting the credit needs of the communities served by the bank, including low- and moderate-income neighborhoods and persons. The company are subject to examinations and investigations by federal and state banking regulators, as well as the SEC, various taxing authorities and various state regulators. History MVB Financial Corp. was founded in 1997. The company was incorporated as a West Virginia corporation in 2003.