BV Financial (BVFL) Proxy Filing summary

Executive summary

• Completed first full year as a public company, with stock price rising 72.20% from offering price to $17.22 per share at year-end.

• Net income declined to $11.7 million, with return on average assets at 1.32% and return on average equity at 5.77%.

• Closed Aberdeen office with minimal deposit impact; completed a 10% stock buyback by January 2025.

• Recognized as the 5th best performing community bank under $10 billion in the Northeast by S&P for 2024.

• Management and Board focus on long-term capital deployment for shareholder value.

Voting matters and shareholder proposals

• Stockholders will vote on the election of four directors for three-year terms and ratification of Forvis Mazars, LLP as independent auditor for 2025.

• Board recommends voting FOR all director nominees and auditor ratification.

• Only stockholders as of March 14, 2025, are eligible to vote; voting available by mail, phone, or internet.

• Shareholder proposals for the next annual meeting must be received by December 4, 2025.

Board of directors and corporate governance

• Board consists of ten members, with eight considered independent under Nasdaq standards.

• Chairperson is independent; separation of Chair and CEO roles enhances oversight.

• Standing committees: Audit, Compensation, and Governance/Nominating, each with written charters and independent members.

• Governance/Nominating Committee considers diversity, experience, and independence in director nominations.

• Directors encouraged to attend annual meetings; 8 of 10 attended in 2024.