8-K

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): December 9, 2019

GERMAN AMERICAN BANCORP, INC.

(Exact name of registrant as specified in its charter)

Indiana

(State or other jurisdiction of incorporation)

001-15877		35-1547518
(Commission File Number)		(IRS Employer Identification No.)
711 Main Street
Jasper,	Indiana	47546
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (812) 482-1314

Not Applicable

(Former name or former address, if changed since last report)

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:

[] 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

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 [☐]

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	GABC	NASDAQ Global Select Market

Item 7.01. Regulation FD Disclosure.

The executive officers of German American Bancorp, Inc. intend to use the material furnished herewith, in whole or in part, in one or more meetings with investors and analysts. A copy of the investor presentation is attached hereto as Exhibit 99.1.

The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d)	Exhibits
	Exhibit No.	Description
	99.1	German American Bancorp, Inc. Presentation dated December 9, 2019.
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

* * * * * *

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: December 9, 2019	By:	GERMAN AMERICAN BANCORP, INC.   /s/ Mark A. Schroeder
		Mark A. Schroeder, Chairman and Chief Executive Officer

EX-99.1

German American Symbol: GABC December 2019

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS When used in this presentation and our oral statements, the words or phrases “believe,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “plans,” or similar expressions are intended to identify “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this presentation, and we do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur in the future. By their nature, these statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from those anticipated in the statements. Factors that could cause actual results and performance to vary materially from those expressed or implied by any forward-looking statement include those that are discussed in Item 1, “Business – Forward Looking Statements and Associated Risk,” and Item 1A, “Risk Factors,” in our Annual Report on Form 10-K for 2018 as updated and supplemented by our other SEC reports filed from time to time. 2

Who We Are Indiana & Kentucky Community-focused Financial Services Organization • Banking, Insurance, Investments & Trust • $4.4 Billion Total Banking Assets • $1.6 Billion Investment and Trust Assets Under Management • $60 Million Annual Insurance Premiums • 850+ FTEs • 75 Banking Offices 3

Diversified Economic Base Regional Education & Health Care Life Sciences & Technology Agriculture, Manufacturing & Logistics Manufacturing & Logistics MAJOR INDIANA EMPLOYERS: Aisin U.S.A. MFG, Inc. Education ALCOA Warrick Operations Life Sciences & Technology Indiana University Amazon Fulfillment Service Baxter BioPharma Solutions Indiana University Southeast Batesville Services Inc Crane Naval Surface Weapons Center University of Southern Indiana Berry Global Cook Group, Inc. Vincennes University Best Chairs Inc Mead Johnson Nutrition Greater Clark County School Corp Costco Home & Office Products Samtec Evansville Vanderburgh County School Corp Cummins, Inc. (Cummins Diesel) Monroe County School Corporation Faurecia Gladstone New Albany – Floyd County School Corp Grote Industries Inc Energy Hillenbrand Inc Duke Energy Health Care Honda Manufacturing LLC Vectren Indiana University Health Jasper Engines & Transmissions Baptist Health Floyd Hospital Kimball Electronics Columbus Regional Hospital Kimball International, Inc. Clark Memorial Hospital Koch Enterprises, Inc. Deaconess Health System Lowe’s Distribution Center Good Samaritan Hospital MasterBrand Cabinets, Inc. King’s Daughters’ Hospital NTN Driveshaft Inc Margaret Mary Hospital and Health OFS Brands (Office-Furniture Systems) Memorial Hospital TMMI St Vincent’s Medical Center Walmart Distribution Center Waupaca Foundry Inc Valeo Sylvania LLC 4

Diversified Economic Base Regional Education & Health Care Life Sciences & Technology Agriculture, Manufacturing & Logistics MAJOR KENTUCKY EMPLOYERS: Education Manufacturing & Logistics Retail University of Kentucky Bowling Green Metal Forming Amazon Western Kentucky University Fruit of the Loom Houchens Industries Daviess County Public School System Ashland Oil Corporate Headquarters Fayette County Public Schools Lexmark International Inc Government Warren County Public Schools General Motors Co Lexington-Fayette Urban County UPS Customer Center Health Care & Social Assistance Lockheed Martin Owensboro Health Regional Hospital Conduent, Inc. Commonwealth Health Corp Baptist Health Lexington Family Bluegrass Federal Medical Center Lexington Clinic Pfc St. Joseph East Emergency St. Joseph Hospital UK Advance Eye Care UK Albert B Chandler Hospital US Veterans Medical Ctr VA Medical Center- Leestown 5

Capitalize upon Market Strength & Growth Indiana Small MSA Market Expansion Total Market GABC Deposit Market Share # of Market Deposits Market Share*** Position*** Branches Heritage Markets* $ 5,300,573 34% #1 31 Evansville/Newburgh $ 4,830,382 10% #3 8 Bloomington $ 2,474,524 9% #4 3 Columbus $ 1,297,390 11% #3 5 Louisville MSA (Indiana Portion)** $ 3,260,863 5% #8 5 Total Indiana Growth $ 11,863,159 Markets * Includes the Indiana counties of Daviess, Dubois, Gibson, Jefferson, Knox, Lawrence, Martin, Perry, Pike & Spencer ** Includes the Indiana counties of Clark & Floyd *** Source: FDIC 06/30/19 Statistics. 6

Capitalize upon Market Strength & Growth Kentucky Small MSA Market Expansion Total Market GABC Deposit Market Share # of Market Deposits Market Share* Position* Branches* Owensboro $ 2,719,563 5% #6 3 Bowling Green $ 2,679,918 10% #4 6 Lexington $ 7,899,671 .2% #25 2 Total Kentucky $ 13,299,152 Growth Markets * German American deposits adjusted to include Citizens First Bank (merger completed 7/1/19) deposit market share, market share position, and branches Source: FDIC 06/30/19 Statistics 7

History of Superior Financial Performance Nine Years of Consecutive Record Earnings Performance Double-Digit Return on Equity for Past 14 Consecutive Fiscal Years Bank Director Magazine - Bank Performance Scorecard Top 15 National Ranking for Past 4 Years ($1 - $5 billion Publicly-traded Companies) Bank Director Magazine - Top 20 of 300 Largest Publicly Traded Banks for 2017 & 2018 Sandler O-Neill Small Cap All-Star 2012 – 2013 and 2019 KBW/Stifel 2010 thru 2018 Bank Honor Roll Recipient Raymond James 2012 thru 2017 Community Bankers Cup Recipient 8

Financial Trends 9

Total Assets Annualized Return on Assets $5,000 $4,500 $4,356 $3,929 $4,000 $3,500 $3,144 $2,956 $3,000 $2,374 $2,500 $2,237 $2,000 1.43% 1.33% 1.35% 1.38% 1.31% 1.24% $1,500 $1,000 $500 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/19 (Dollars in Millions) 10

Total Loans, Net of Unearned Income Commercial & Agricultural Loans as % of Total Loans $3,250 $3,057 $3,000 $2,728 $2,750 $2,500 $2,250 $2,142 $1,990 $2,000 $1,750 $1,564 $1,500 $1,448 $1,250 $1,000 81% 82% 81% 81% 78% 80% $750 $500 $250 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/19 (Dollars in Millions) 11

Loan Portfolio Composition as of September 30, 2019 Total Loans $3,056.2 million Construction & Development Loans, Residential Mortgage Loans, $182.4 million, 6% $315.9 million, 11% Home Equity Loans, Agricultural Loans, $223.1 million, 7% $396.8 million, 13% Consumer Loans, $68.1 million, 2% Commercial Real Estate Owner Occupied, $365.8 million, 12% Commercial & Industrial Loans, $526.5 million, 17% Multi-Family Residential Properties, Commercial Real Estate Non-Owner $235.6 million, 8% Occupied, $742.0 million, 24% 12

Non-Performing Assets to Total Assets 2.50% 2.00% 1.50% 1.04% 1.00% 0.84% 0.76% 0.48% 0.45% 0.46%* 0.50% 0.29% 0.15% 0.14% 0.38% 0.34% 0.32% 0.00% 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/19 GABC Peer Group *Peer Group Information as of 6/30/19 13

Total Deposits Non-Maturity Deposit Accounts as % of Total Deposits $3,500 $3,431 $3,073 $3,000 $2,484 $2,500 $2,350 $2,000 $1,780 $1,826 $1,500 83% 84% 84% 81% 81% 80% $1,000 $500 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/19 (Dollars in Millions) 14

Total Deposit Composition as of September 30, 2019 Total Deposits $3,431 million Non-Interest Bearing Demand, $827.3 million, 24% Interest Bearing Demand, Savings & Money Market, $1,910.4 million, 56% Cost of Funds 2014 0.30% 2015 0.28% 2016 0.32% 2017 0.40% 2018 0.61% Time Deposits, $693.6 million, 20% 09/30/19 YTD 0.84% 15

Total Shareholders’ Equity Annualized Return on Equity $600 $563 $550 $500 $459 $450 $400 $365 $350 $330 $300 $252 $250 $229 13.21% $200 12.47% 12.07% 11.52% 10.94% 11.59% $150 $100 $50 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/19 (Dollars in Millions) 16

Net Interest Income Net Interest Margin (Tax-Equivalent) $140,000 $120,000 $117,345 $105,057 $107,964 $99,470 $100,000 $83,643 $79,072 $80,000 $76,991 $60,000 3.76% 3.75% 3.76% 3.75% 3.70% 3.89% 3.72% $40,000 $20,000 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/18 09/30/19 YTD YTD (Dollars in Thousands) 17

Non-Interest Income Non-Interest Income as % of Total Revenue $40,000 $37,070 $35,000 $34,223 $32,013 $31,854 $30,000 $27,444 $27,337 $25,000 $23,937 $20,000 26% 24% 24% 24% $15,000 23% 25% 24% $10,000 $5,000 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/18 09/30/19 YTD YTD (Dollars in Thousands) 18

Non-Interest Expense Efficiency Ratio $100,000 $93,553 $90,000 $84,338 $80,000 $76,587 $77,803 $70,000 $61,326 $63,739 $60,000 $57,713 $50,000 60.6% $40,000 58.3% 57.2% 57.6% 59.3% $30,000 56.8% 57.4% $20,000 $10,000 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/18 09/30/19 YTD YTD (Dollars in Thousands) 19

Net Income & Earnings Per Share Earnings Per Share* $50,000 $46,529 $45,000 $43,402 $40,676 $40,000 $35,184 $35,549 $35,000 $30,064 $30,000 $28,344 $25,000 $1.99 $1.77 $20,000 $1.57 $1.70 $1.51 $1.55 $1.43 $15,000 $10,000 $5,000 $- 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 09/30/18 09/30/19 YTD YTD (Dollars in Thousands, Except Per Share Amounts) *Earnings Per Share adjusted for 3-for-2 stock split completed in 2017 20

Why Invest in GABC? 21

Why Invest in GABC? GABC Earnings Per Share Growth * $1.99 $1.77 $1.51 $1.57 $1.43 $1.27 $1.32 $1.07 $0.81 $0.73 As of 12/31 for years shown *Earnings Per Share adjusted for 3-for-2 stock split completed in 2017 22

Why Invest in GABC? GABC Tangible Book Value Per Share * $13.81 $13.45 $11.94 $11.57 $10.40 $8.92 $8.62 As of 12/31 for years shown *Tangible Book Value Per Share adjusted for 3-for-2 stock split completed in 2017 23

Why Invest in GABC? * GABC Stock Price Appreciation $35.07 $35.33 $27.77 $22.21 $20.35 $18.95 $14.48 As of 12/31 for years shown *Stock Price adjusted for 3-for-2 stock split completed in 2017 24

Why Invest in GABC? • Increasing long-term institutional ownership • Proven Executive Management Team • Track Record of Consistent Top Quartile Financial Performance • Experienced in Operating Plan Execution and M & A Transitions • Potential Growth within New Market Areas – Small MSA Focus • Existing Platform for Operating Efficiency • Infrastructure in Place for Perpetuating Ongoing EPS Growth • Consistent Strong Dividend Yield and Dividend Pay-out Capacity 25

Mark A. Schroeder, Chairman and CEO (812) 482-0701 mark.schroeder@germanamerican.com Bradley M. Rust, EVP and CFO (812) 482-0718 brad.rust@germanamerican.com 26

XML

Cover page	Dec. 09, 2019
Cover page.
Document Type	8-K
Document Period End Date	Dec. 09, 2019
Entity Registrant Name	GERMAN AMERICAN BANCORP, INC.
Entity Incorporation, State or Country Code	IN
Entity File Number	001-15877
Entity Tax Identification Number	35-1547518
Entity Address, Address Line One	711 Main Street
Entity Address, City or Town	Jasper,
Entity Address, State or Province	IN
Entity Address, Postal Zip Code	47546
City Area Code	812
Local Phone Number	482-1314
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Stock, no par value
Trading Symbol	GABC
Security Exchange Name	NASDAQ
Amendment Flag	false
Entity Central Index Key	0000714395