DEFA14A 1 a2017proxyschedule14ainfo.htm PROXY ADDITIONAL MATERIALS Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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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
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-12
 
Union Bankshares, Inc.
 
(Name of Registrant as Specified in Its Charter)
 
 
 
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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(set forth the amount on which the filing fee is calculated and state how it was determined):
 
 
 
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APRIL 9, 2018
 
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AT OR FOR THE YEARS ENDED DECEMBER 31
 
 
 
 
 
 
 
 
2017
2016
2015
2014
 
 
 
 
 
Balance Sheet Data
 
(Dollars in thousands, except per share data)
 
 
We are pleased to invite you to our 127th Annual meeting to be held at 116 Vermont Route 15 West, Morrisville Vermont in the Charlmont Restaurant meeting room on May 16, 2018 at 3:00pm. We hope you will join us for the meeting as well as a reception immediately following. We always enjoy visiting with our long time shareholders as well as meeting newer ones.
Included with this "year in review" are the Proxy for the annual meeting as well as our Annual Report on Form 10-K for the year ended 2017. The Proxy and 10-K provide detailed financial information about your company. For those so inclined we direct your attention to the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of the 10-K. Though pretty dense, this section really outlines our financial story and provides context to the absolute numbers we present.
Highlights of the year ended December 31, 2017 compared to year ended December 31, 2016 include:
Net income before taxes increased $943 thousand, or 8.5%, to $12.1 million.

Net interest income increased $2.0 million, or 8.0% to $26.8 million.

Net income for 2017 was $8.4 million, or $1.89 per share, compared to Net Income for 2016 of $8.5 million, or $1.91 per share, a slight decrease. This slight decrease in net income was caused by an increase in Federal Income Taxes caused by the Tax Cuts and Jobs Act being signed into law on December 22, 2017.

Return on average common equity of 14.53% and return on average assets of 1.21%.

• Book value per common share increased 4.4% to $13.17 as of December 31, 2017.

• Total shareholders’ equity increased 4.5% to $58.8 million compared to December 31, 2016.

• Total Loans increased $53.6 million, or 9.9% to $595.4 million.

Total Deposits increased $49.9 million, or 8.4% to $647.6 million.
• Net loan charge-offs were $39 thousand for the year ended December 31, 2017.

• Nonperforming loans were 0.28% of total loans.

Overall, the directors and management are pleased with our 2017 financial performance. We hope our shareholders are as well.
We are working on several projects in 2018 that are intended to help your company continue to grow in a profitable manner, and to enhance our customer’s experience accessing our services. An exciting example of this is our transition to a new digital and mobile banking platform. On March 13, 2018 we converted from our existing digital/mobile product to a new platform with many more features and functions, as well as better ease of use. As with any major conversion, there has been a significant amount of work on planning and preparing for this conversion. Our staff have been at it for over six months and have done a terrific job getting us to this point. Hopefully by the time you read this the conversion will be completed and most of the kinks worked out of the new product.
We would like to remind you of two shareholder services you may want to take advantage of. The first is our Dividend Reinvestment Program. With this program you may elect to have some or all of your dividends reinvested to buy additional shares of Union Bankshares, Inc. You may also elect to buy additional shares through this program, avoiding brokerage fees.
Second, you have the option of setting up a direct deposit of your dividend, avoiding having to wait for a check to arrive in the mail. Please contact Kristy Adams Alfieri at 802.888.0982 or kadamsalfieri@unionbankvt.com if you would like additional information regarding these services.
 
 
Total assets

$745,831


$691,381


$628,879


$624,063

 
 
 
 
Investment securities
66,439

66,555

59,327

52,964

 
 
 
 
Loans and loans
held for sale
594,562

541,093

506,141

490,721

 
 
 
 
Allowance for loan losses
(5,408
)
(5,247
)
(5,201
)
(4,694
)
 
 
 
 
Deposits
647,574

597,660

560,408

552,064

 
 
 
 
Borrowed funds
31,581

31,595

9,564

15,118

 
 
 
 
Stockholders' equity1
58,661

56,279

53,568

51,434

 
 
 
 
 
 
 
 
 
 
 
 
 
Income Statement Data
 
 
 
 
 
 
 
 
Total interest and
dividend income

$29,017


$26,836


$25,144


$24,852

 
 
 
 
Total interest expense
(2,255
)
(2,061
)
(2,025
)
(2,155
)
 
 
 
 
Net interest and
dividend income
26,762

24,775

23,119

22,697

 
 
 
 
Provision for loan losses
(200
)
(150
)
(550
)
(345
)
 
 
 
 
Noninterest income
9,395

10,140

9,792

8,909

 
 
 
 
Noninterest expenses
(23,905
)
(23,656
)
(21,820
)
(20,794
)
 
 
 
 
Income before provision
for income taxes
12,052

11,109

10,541

10,467

 
 
 
 
Provision for income taxes
(3,603
)
(2,598
)
(2,663
)
(2,773
)
 
 
 
 
Net income

$8,449


$8,511


$7,878


$7,694

 
 
 
 
 
 
 
 
 
 
 
 
 
Per Common Share Data
 
 
 
 
 
 
 
 
Net income2

$1.89


$1.91


$1.77


$1.73

 
 
 
 
Cash dividends paid
1.16

1.11

1.08

1.04

 
 
 
 
Book value1
13.14

12.61

12.02

11.54

 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average number
of shares outstanding
4,462,192

4,459,001

4,458,037

4,458,393

 
 
Sincerely,
 
 
 
 
Number of shares
outstanding
4,465,576

4,462,135

4,457,177

4,458,430

 
 
 
 
 
 
 
 
 
 
 
 
 
 
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1Stockholders' equity includes unrealized gains or losses, net of applicable income taxes, on investment securities classified as "available-for-sale" and includes the unfunded liability for pension benefits, net of taxes for the defined benefit pension plan.
 
 
 
 
 
 
 
 
 
 
 
Kenneth D. Gibbons
David S. Silverman
 
 
2Computed using the weighted average number of shares outstanding for the period.
 
Chairman
 
President & CEO
 
 
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2017 Year In Review
1
 
2
2017 Year In Review





 
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Market for Union Bankshares Common Stock
 
Stock Performance Graph
 
 
 
 
 
 
 
On March 12, 2018, there were 4,465,647 shares of common stock outstanding held by 527 stockholders of record. The number of stockholders does not reflect the number of beneficial owners, including persons or entities who may hold the stock in nominee or “street name.” Union Bankshares’ common
 
stock is listed on the NASDAQ Global Market trading under the symbol UNB. For shareholder assistance please contact Kristy Adams Alfieri at 802.888.0982 or our Transfer Agent, Broadridge Corporate Issuer Solutions, Inc., at 866.321.8022.
 
 
The following graph illustrates the annual percentage change in the cumulative total shareholder return of the Company’s common stock for the period of December 31, 2012 through December 31, 2017. For purposes of comparison, the graph illustrates comparable shareholder returns of
the SNL Bank $500M-$1B Index and the NASDAQ Composite Index. The graph assumes a $100 investment on December 31, 2012 in each case and measures the amount by which the market value, assuming reinvestment of dividends, has changed during the five year period ended December 31, 2017.
 
 
 
 
 
 
 
 
 
 
 
 
 
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UNION BANKSHARES COMMON STOCK
 
 
TOTAL RETURN PERFORMANCE
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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2017
 
2016
 
 
 
 
 
HIGH
LOW
DIVIDENDS
 
HIGH
LOW
DIVIDENDS
 
 
 
 
 
First Quarter
 
First Quarter
 
 
 
 
 
$45.55
$40.25
$0.29
 
$29.10
$27.06
$0.27
 
 
 
 
 
Second Quarter
 
Second Quarter
 
 
 
 
 
$48.70
$39.75
$0.29
 
$37.18
$28.26
$0.28
 
 
 
 
 
Third Quarter
 
Third Quarter
 
 
 
 
 
$49.95
$41.00
$0.29
 
$36.92
$33.69
$0.28
 
 
 
 
 
Fourth Quarter
 
Fourth Quarter
 
 
 
 
 
$55.00
$45.70
$0.29
 
$48.80
$32.75
$0.28
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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2017 Year In Review
3
 
4
2017 Year In Review





 
 
 
 
 
 
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OFFICERS
 
 
New Digital Banking Service
 
 
 
Kristy Adams Alfieri - Administrative Officer
 
 
liquidity, we look forward to continuing to meet the needs of our customers and communities that we serve.
 
DIRECTORS
Diana M. Ashley - Assistant Vice President
 
 
 
 
 
Kenneth D. Gibbons - Chairman
Danika E. Barry - Credit Administrative Officer
 
 
Recently, Union Bank launched an exciting new online and mobile banking service to offer customers increased security, an enhanced interface and added functionality.

In addition to traditional features such as viewing balances, transferring funds and depositing checks, customers can now:

• Pay others using our new Person-to-Person payments.

• Move money to or from accounts at other banks.

• Aggregate accounts to view balances and transactions for accounts held at other financial institutions (e.g. credit cards, loans, deposits and investments).

• Use our new Personal Financial Management tools.

• Move, group and name accounts in ways that make sense to them.

• Access a full suite of bill pay options.

• Communicate with us via secure messages, which conveniently auto-fill key account or transaction information.

• Benefit from new advanced security features.
 
Neil J. Van Dyke - Vice Chairman
Stacey M. Belanger - Asset Management Officer
 
 
 
 
 
Steven J. Bourgeois
Rhonda L. Bennett - Vice President
 
 
 
 
 
Dawn D. Bugbee
Karen L. Blanchard Smith - Assistant Vice President
 
 
Mortgage Lending
 
John M. Goodrich
Sherrie A. Bull - Vice President
 
 
 
Timothy W. Sargent
Karen R. Carlson - Vice President
 
 
 
 
 
David S. Silverman
Stacey L.B. Chase - Vice President
 
 
2017 was another strong year for mortgage loan originations. In fact we had a record year in the ongoing revenue earned from servicing mortgage loans and in the volume of residential construction loans originated. Repeat customers, client referrals, strong relationships with builders and realtors, attractive products and outstanding customer service helped drive this successful performance.
The positive impact that Union Bank has made in the lives of first time home buyers has been regularly recognized by the US Department of Agriculture, Rural Development (RD). In addition, Union Bank is consistently one of the top Vermont Housing Finance Agency (VHFA) mortgage originators.
 
John H. Steel
Barbara J. Churchill - Assistant Vice President
 
 
 
Schuyler W. Sweet
Everett C. Comstock - Collections Officer
 
 
 
OFFICERS
Jeffrey G. Coslett - Senior Vice President
 
 
 
Michael C. Curtis - Vice President
 
 
 
Kenneth D. Gibbons - Chairman
Jennifer M. Degree - Assistant Vice President
 
 
 
David S. Silverman - President & CEO
Ronald C. Dion - Vice President
 
 
 
Karyn J. Hale - Chief Financial Officer
Jessica M. Eastman - Vice President
 
 
 
John H. Steel - Secretary
Lisa R. Geraghty - Vice President
 
 
 
Kristy Adams Alfieri - Assistant Secretary
Charles W. Goldstein - Assistant Vice President
 
 
 
Jeffrey G. Coslett - Vice President
Don D. Goodhue - Vice President
 
 
 
 
Jonathan J. Gould - Senior Vice President
 
 
 
 
Melissa A. Greene - Vice President
 
 
 
 
Paul E. Grogan - Facilities Officer
 
 
 
 
Karyn J. Hale - Senior Vice President & CFO
 
 
 
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Randy L. Hannett - Information Technology Officer
 
 
 
 
 
Robert D. Hofmann - Senior Vice President
 
 
 
 
 
DIRECTORS
Patricia N. Hogan - Senior Vice President
 
 
Deposit Accounts
 
Lura L. Jacques - Vice President
 
 
 
Kenneth D. Gibbons - Chairman
Lynne P. Jewett - Vice President
 
 
 
 
 
Neil J. Van Dyke - Vice Chairman
Therese H. Johansson - Vice President
 
 
 
 
Union Bank offers a range of deposit options to serve a wide variety of customers. In collaboration with other banks, we enable businesses, munici-palities, non-profits and individuals to conveniently access multi-million-dollar FDIC insurance coverage for CDs, money market, and demand sweep accounts. Our school-based Save for Success Program helps student depositors develop sound financial habits at a young age.
For those customers who bring larger deposit balances to the bank, we offer Advantage Banking. This package of services reward and retain these important depositors who contribute substantially to our ability to fund our extensive community lending activities. In 2017, our deposits grew by approximately $49.9 Million or 8.4%, in part due to our success attracting, expanding and retaining municipal banking relationships. For more information, please contact our Customer Care Team at 1.800.753.4343.
 
Steven J. Bourgeois
Stephen H. Kendall - Senior Vice President
 
 
 
 
 
Dawn D. Bugbee
Susan F. Lassiter - Vice President
 
 
Commercial and
Municipal Services
 
John M. Goodrich
Edward L. Levite - Senior Loan Originator
 
 
 
Nancy C. Putnam
Carrie R. Locklin - Vice President
 
 
 
Timothy W. Sargent
John L. Malm - Vice President
 
 
 
 
 
David S. Silverman
Debra J. Marcoux - Loan Servicing Officer
 
 

2017 was another solid year for our Commercial and Municipal Services Department. Our commercial and municipal loan portfolio increased by $38.4 million, or 11.9%, from 2016. We have an experienced Commercial Lending Team that actively seeks new commercial and municipal clients in the markets that we serve. This Team focuses on building long-term customer relationships to include deposits, loans, cash management and a variety of other services. The Commercial and Municipal Team continues to help drive the Bank’s financial results. With good asset quality, and strong capital and
 
John H. Steel
Robyn A. Masi - Vice President
 
 
 
Schuyler W. Sweet
Jessica L. Miller - Assistant Vice President
 
 
 
REGIONAL ADVISORY
BOARD MEMBERS
Melynda J. Miller - Assistant Vice President
 
 
 
Shane D. Mispel - Assistant Vice President
 
 
 
Samantha A. Norrie - Assistant Vice President
 
 
 
Michael R. Barrett - St. Johnsbury
Tina L. Norton - Assistant Vice President
 
 
 
Joel S. Bourassa - Northern New Hampshire
Lisa M. Patch - Commercial Loan Administrative Officer
 
 
 
Steven J. Bourgeois - St. Albans
Chandra L. Pollard - Mortgage Loan Officer
 
 
 
Stanley T. Fillion - Northern New Hampshire
Bradley S. Prior - Assistant Vice President
 
 
 
Rosemary H. Gingue - St. Johnsbury
Craig S. Provost - Vice President
 
 
 
John M. Goodrich - St. Johnsbury
Mira M. Rainville- Mortgage Underwriting Officer
 
 
 
Richard L. Isabelle - St. Johnsbury
Timothy M. Ross - Vice President
 
 
 
Christopher M. Knapp - Northern New Hampshire
Christine A. Sheley - Regional Vice President
 
 
 
Coleen K. Kohaut - St. Albans
David S. Silverman - President & CEO
 
 
 
 
 
 
 
Justin P. Lavely - St. Johnsbury
Abbie L. Small - Assistant Vice President
 
 
 
 
 
 
 
Daniel J. Luneau - St. Albans
Judy R. Smith - Vice President
 
 
 
 
 
 
 
Mary K. Parent - St. Johnsbury
Carol V. Stone - Assistant Vice President
 
 
 
 
 
 
 
Samuel H. Ruggiano - St. Albans
Curtis C. Swan - Vice President
 
 
 
 
 
 
 
David S. Silverman - All
Carrie W. Tallman - Assistant Vice President
 
 
 
 
 
 
 
Schuyler W. Sweet - Northern New Hampshire
Linda M. Watson - Retail Credit Administrative Officer
 
 
 
 
 
 
 
 
Melyssa S. Whitcomb - Vice President
 
 
 
 
 
 
 
 
Suzanne M. Whitney - Marketing Officer
 
2017 Year In Review
5
 
6
2017 Year In Review





 
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VERMONT
 
 
 
 
 
 
 
 
 
Barre
Loan Center
 
 
 
 
 
14 North Main Street
802.476.0062
 
 
 
Danville
421 Route 2 East
802.684.2211
 
 
 
Fairfax
9 Ramsey Road
802.849.2600
 
 
 
Hardwick
103 VT Route 15 West
802.472.8100
 
 
 
Jeffersonville
5062 VT Route15
802.644.6600
 
 
 
Johnson
198 Lower Main Street
802.635.6600
 
 
 
Lyndonville
183 Depot Street
802.626.3100
 
 
 
Newport
Loan Center
 
 
 
 
 
325 East Main Street
802.334.0750
 
 
 
Morrisville
20 Lower Main Street
802.888.6600
 
 
 
 
65 Northgate Plaza
802.888.6860
 
 
 
St. Albans
15 Mapleville Depot
802.524.9000
 
 
 
St. Johnsbury
364 Railroad Street
802.748.3131
 
 
 
 
325 Portland Street
802.748.3121
 
 
 
S. Burlington
Loan Center
 
 
 
 
 
30 Kimball Avenue
802.865.1000
 
 
 
Stowe
47 Park Street
802.253.6600
 
 
 
 
 
 
 
 
 
NEW HAMPSHIRE
 
 
 
Groveton
3 State Street
603.636.1611
 
 
 
Lincoln
135 Main Street
603.745.4000
 
 
 
Littleton
263 Dells Road
603.444.7136
 
 
 
 
76 Main Street
603.444.5321
 
 
 
N. Woodstock
155 Main Street
603.745.2488
 
 
 
 
 
 
 
 
 
UBLOCAL.com
 
 
 
1.800.753.4343 (toll free)