-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NGEuwp/8YLGSOa69HC1iT7RtCi7aIRvKsJYblol6JshV3beE8DvAHK5inG6nYzta bs79+xTcR/VadPAIxjMpvQ== 0000946275-02-000294.txt : 20020514 0000946275-02-000294.hdr.sgml : 20020514 ACCESSION NUMBER: 0000946275-02-000294 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020331 FILED AS OF DATE: 20020514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IBT BANCORP INC CENTRAL INDEX KEY: 0000801122 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 251532164 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-25903 FILM NUMBER: 02646567 BUSINESS ADDRESS: STREET 1: 309 MAIN ST CITY: IRWIN STATE: PA ZIP: 15642 BUSINESS PHONE: 7248633100 MAIL ADDRESS: STREET 1: IBT BANCORP INC STREET 2: 309 MAIN ST CITY: IRWIN STATE: PA ZIP: 15642 10-Q 1 f10q_033102-0262.txt FORM SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2002 -------------- OR |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________. Commission File No. 0-25903 IBT Bancorp, Inc. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Pennsylvania 25-1532164 ------------------------------- ------------------------------------ (State of incorporation or organization) (I.R.S. employer identification no.) 309 Main Street, Irwin, Pennsylvania 15642 - ---------------------------------------- ------------------------------------ (Address of principal executive offices) (zip code) (724) 863-3100 - -------------------------------------------------------------------------------- Issuer's telephone number, including area code Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ------------ ------------ Number of shares of Common Stock outstanding as of May 01, 2002: 2,982,655 --------- IBT BANCORP, INC. Contents --------
Pages ----- PART I - FINANCIAL INFORMATION Item 1. Financial Statements.............................................................................. Consolidated statements of financial condition at March 31, 2002 (unaudited) and December 31, 2001.............................................................. 1 Consolidated statements of operations (unaudited) for the three months ended March 31, 2002 and 2001 .................................................................. 2 Consolidated statements of cash flows (unaudited) for the three months ended March 31, 2002 and 2001................................................................... 3 Notes to financial statements................................................................... 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations..................................................................... 5 Item 3. Quantitative and Qualitative Disclosures About Market Risk..................................... 9 PART II - OTHER INFORMATION Item 1. Legal Proceedings.............................................................................. 10 Item 2. Changes in Securities and Use of Records....................................................... 10 Item 3. Defaults upon Senior Securities................................................................ 10 Item 4. Submission of Matters to a Vote of Security-Holders............................................ 10 Item 5. Other Information.............................................................................. 10 Item 6. Exhibits and Reports on Form 8-K............................................................... 11 Signatures..................................................................................................... 12
CONSOLIDATED BALANCE SHEETS IBT BANCORP, INC. AND SUBSIDIARY
March 31, 2002 December 31, 2001 -------------- ----------------- (unaudited) (unaudited) -------------- ----------------- ASSETS Cash and due from banks $ 11,486,425 $ 16,751,407 Interest-bearing deposits in banks 6,377,400 7,373,528 Federal funds sold 11,306,000 1,094,000 Certificates of deposit 100,000 100,000 Securities available for sale 169,803,370 160,866,698 Federal Home Loan Bank stock, at cost 2,101,800 2,101,800 Loans, net 317,425,313 315,131,774 Premises and equipment, net 4,629,542 4,655,510 Other assets 16,143,012 15,969,430 ------------------ -------------------- Total Assets $ 539,372,862 $ 524,044,147 ================== ==================== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits Non-interest bearing $ 72,623,669 $ 70,121,716 Interest-bearing 358,666,328 352,340,377 ------------------ -------------------- Total deposits 431,289,997 422,462,093 Repurchase agreements 13,427,503 11,207,072 Accrued interest and other liabilities 4,625,881 5,650,276 Long-term debt 40,000,000 35,000,000 ------------------ -------------------- Total liabilities 489,343,381 474,319,441 Stockholders' Equity Capital stock, par value $1.25 per share, 50,000,000 shares authorized, 3,023,799 shares issued, 2,982,655 and 2,985,695 shares outstanding at March 31, 2002 and December 31, 2001, respectively 3,779,749 3,779,749 Surplus 2,073,102 2,073,102 Retained earnings 45,149,214 43,613,936 Accumulated other comprehensive income 207,929 1,342,672 ------------------ -------------------- 51,209,994 50,809,459 Less: Treasury stock, at cost (1,180,513) (1,084,753) ------------------ --------------------- Total stockholders' equity 50,029,481 49,724,706 ------------------ -------------------- Total Liabilities and Stockholders' Equity $ 539,372,862 $ 524,044,147 ================== ====================
The accompanying notes are an integral part of these consolidated financial statements. 1 CONSOLIDATED STATEMENTS OF INCOME IBT BANCORP, INC. AND SUBSIDIARY
Three Months Ended March 31, ------------------------------------------- 2002 2001 ----------------- ----------------- (unaudited) ------------------------------------------- Interest Income Loans, including fees $ 5,890,544 $ 6,052,561 Investment securities 2,275,029 2,741,558 Federal funds sold 42,399 77,337 ----------------- ----------------- Total interest income 8,207,972 8,871,456 Interest Expense Deposits 2,648,873 3,950,209 Long-term debt 516,402 424,228 Repurchase agreements 42,101 96,249 ----------------- ----------------- Total interest expense 3,207,376 4,470,686 ----------------- ----------------- Net Interest Income 5,000,596 4,400,770 Provision for Loan Losses 250,000 75,000 ----------------- ----------------- Net Interest Income after Provision for Loan Losses 4,750,596 4,325,770 Other Income (Losses) Service fees 592,604 382,336 Investment security gains 46,924 75,646 Investment security losses - (2,188) Other income 695,812 343,620 ----------------- ----------------- Total other income 1,335,340 799,414 Other Expenses Salaries 1,115,323 967,254 Pension and other employee benefits 303,795 292,512 Occupancy expense 316,102 279,098 Data processing expense 166,884 163,824 ATM expense 84,107 96,144 Other expenses 863,499 801,962 ----------------- ----------------- Total other expenses 2,849,710 2,600,794 ----------------- ----------------- Income Before Income Taxes 3,236,226 2,524,390 Provision for Income Taxes 805,240 759,238 ------------------ ----------------- Net Income $ 2,430,986 $ 1,765,152 ================= ================= Basic Earnings per Share $ 0.81 $ 0.59 ================= ================= Diluted Earnings per Share $ 0.81 $ 0.59 ================= ================= Dividends per Share $ 0.30 $ 0.26 ================= =================
The accompanying notes are an integral part of these consolidated financial statements. 2 CONSOLIDATED STATEMENTS OF CASH FLOWS IBT BANCORP, INC. AND SUBSIDIARY
Three Months Ended March 31, --------------------------------------- 2002 2001 --------------- ---------------- (unaudited) --------------------------------------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 2,430,986 $ 1,765,152 Adjustments to reconcile net cash from operating activities: Depreciation 168,855 148,455 Net amortization/accretion of premiums and discounts 79,632 (8,242) Net investment security gains (46,924) (73,458) Provision for loan losses 250,000 75,000 Increase (decrease) in cash due to changes in assets and liabilities: Other assets (605,958) 946,952 Accrued interest and other liabilities (439,878) 719,050 ---------------- ----------------- Net Cash From Operating Activities 1,836,713 3,572,909 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of certificates of deposit - (1,500,000) Proceeds from maturity of certificates of deposit - 2,600,000 Proceeds from sales of securities available for sale 11,423,633 6,067,942 Proceeds from maturities of securities available for sale 21,046,088 20,884,965 Purchase of securities available for sale (43,158,361) (24,934,901) Net loans made to customers (2,111,163) (5,608,380) Purchases of premises and equipment (142,887) (118,870) ---------------- ----------------- Net Cash Used By Investing Activities (12,942,690) (2,609,244) CASH FLOWS FROM FINANCING ACTIVITIES Net increase in deposits 8,827,904 2,421,481 Net increase in securities sold under repurchase agreement 2,220,431 476,848 Dividends paid (895,708) (780,500) Federal funds purchased - - Proceeds from long-term debt 5,000,000 8,000,000 Repayment of long-term debt - (4,000,000) Purchase of treasury stock (95,760) (43,879) --------------- ----------------- Net Cash From Financing Activities 15,056,867 6,073,950 --------------- ---------------- Net Change in Cash and Cash Equivalents 3,950,890 7,037,615 Cash and Cash Equivalents at Beginning of Period 25,218,935 21,746,395 --------------- ---------------- Cash and Cash Equivalents at End of Period $ 29,169,825 $ 28,784,010 =============== ================
The accompanying notes are an integral part of these consolidated financial statements. 3 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS IBT BANCORP, INC. AND SUBSIDIARY Period Ended March 31, 2002 NOTE A - BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments consisting of normal recurring accruals considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2002 are not necessarily indicative of the results that may be expected for the year ended December 31, 2002 or any future interim period. The interim financial statements should be read in conjunction with the financial statements and footnotes thereto included in IBT Bancorp, Inc. and subsidiary Annual Report on Form 10-K for the year ended December 31, 2001. Certain previously reported items have been reclassified to conform to the current period's classifications. The reclassifications have no effect on total assets, total liabilities and stockholders' equity, or net income. NOTE B - EARNINGS PER SHARE Earnings per share are calculated on the basis of the weighted average number of shares outstanding. The weighted-average shares outstanding were 2,985,087 and 3,001,879 for the three months ended March 31, 2002 and 2001, respectively. NOTE C - COMPREHENSIVE INCOME Total comprehensive income for the three months ended March 31, 2002 and 2001 was $1,296,243 and $3,291,632, respectively. NOTE D - INVESTMENT SECURITIES Investment securities available for sale consist of the following:
March 31, 2002 --------------------------------------------------------------- Gross Gross Amortized Unrealized Unrealized Market Cost Gains Losses Value ------------- ------------- ------------- ------------- Obligations of U.S. Government Agencies $ 66,929,417 $ 844,825 $ (517,332) $ 67,256,910 Obligations of State and political sub-divisions 37,593,176 572,391 (202,384) 37,963,183 Mortgage-backed securities 54,027,598 400,351 (431,905) 53,996,044 Other securities 702,171 31,732 -- 733,903 Equity securities 10,235,965 78,992 (461,627) 9,853,330 ------------- ------------- ------------- ------------- $ 169,488,327 $ 1,928,291 $ (1,613,248) $ 169,803,370 ============= ============= ============= =============
4 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The Private Securities Litigation Reform Act of 1995 contains safe harbor provisions regarding forward-looking statements. When used in this discussion, the words "believes", "anticipate", "contemplates", "expects", and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected. Those risks and uncertainties include changes in interest rates, risks associated with the effect of opening a new branch, the ability to control costs and expenses, and general economic conditions. IBT Bancorp, Inc. undertakes no obligation to publicly release the results of any revisions to those forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. GENERAL IBT Bancorp, Inc. is a bank holding company headquartered in Irwin, Pennsylvania, which provides a full range of commercial and retail banking services through its wholly owned banking subsidiary, Irwin Bank & Trust Co. (collectively, the "Company"). FINANCIAL CONDITION Changes in Financial Condition December 31, 2001 to March 31, 2002 At March 31, 2002, total assets increased $15.3 million, or 3.0%, to $539.4 million from $524.0 million at December 31, 2001. The growth in assets resulted primarily from increases of $10.2 million in federal funds sold, $8.9 million in available for sales securities, and $2.3 million in net loans. Such increases were offset by declines in cash and due from banks and interest bearing deposits in banks totaling $6.3 million. The increase in federal funds sold was a result of cash infusions from deposits, loan repayments, and proceeds from sales and maturities of securities available for sale. The increases in available for sale securities were the result of investments in obligations of U.S. government agencies and mortgage related securities. Management is shortening the maturities on investments and using funds to invest in shorter-term fixed rate and adjustable rate investments, which provide market yields. The shorter term investments will position the portfolio should interest rates increase. The increase in the loan portfolio at March 31, 2002, were primarily due to the growth of real estate secured mortgage loans of $7.2 million, which consisted of $5.9 million in commercial real estate loans and $1.3 million of one to four family real estate loans. Additionally, line of credit loans increased by $1.0 million. Such increases in loans were offset by slight declines in installment loans of $2.0 million, $1.3 million in commercial loans and $1.6 million in municipal loans. 5 At March 31, 2002, total liabilities increased $15.0 million, or 3.0%, to $489.3 million from $474.3 million at December 31, 2001. This increase was primarily the result of additional long-term borrowings, which rose $5.0 million at March 31, 2002 to $40.0 million from $35.0 million at December 31, 2001. Such borrowings were fixed rate loans from the Federal Home Loan Bank, which was used to fund investments in US government agency notes and mortgage related securities. Additionally, interest-bearing deposits increased $6.4 million to $358.7 million at March 31, 2002 from $352.3 million at December 31, 2001. The growth is primarily the result of increases in interest bearing checking accounts of $2.2 million and increases in savings accounts of $5.3 million. The increases were offset by a net decrease of $4.1 million in certificate of deposit accounts. Non-interest bearing deposits increased $2.5 million to $72.6 million at March 31, 2002 from $70.1 million at December 31, 2001. Such increases reflect additions to non-interest bearing deposits of $15.9 million offset by $13.4 million in investments in repurchase agreements. At March 31, 2002, total stockholders' equity increased $300,000 to $50.0 million from $49.7 million at December 31, 2001. The increase was due to net income of $2.4 million for the period, offset by a decrease of $1.1 million in accumulated other comprehensive income, the purchase of $96,000 of Company stock (3,040 shares), and dividends paid of $896,000. Accumulated other comprehensive income decreased as a result of changes in the net unrealized gain on the available for sale securities due to fluctuations in interest rates. Because of interest rate volatility, the Company's accumulated other comprehensive income could materially fluctuate for each interim period and year-end. See Note D to the condensed consolidated financial statements. . RESULTS OF OPERATIONS For the Period of Three Months Ended March 31, 2002 Net Income. Net income for the three months ended March 31, 2002 increased $666,000, or 38%, to $2.4 million from $1.8 million for the comparable three-month period in 2001. The increase is attributable to higher net interest income and other income, which was offset by increases in other expenses. Interest Income. Interest income for the three months ended March 31, 2002 decreased $700,000 to $8.2 million from $8.9 million for the comparable period in 2001. While the average balances of interest earning assets increased $26.6 million or 6% to $502.3 million from $475.7 million for the comparable period in 2001, the yield on these assets decreased 92 basis points to 6.54% from 7.46% for the three months ended March 31, 2001. The continued reduction in short term interest rates by the Federal Reserve caused average yields to decline. See "Average Balance Sheet and Rate/Volume Analysis" Interest Expense. Interest expense for the three-month period decreased $1.3 million, or 28%, to $3.2 million from $4.5 million for the comparable period in 2001. While the average balance of interest bearing liabilities increased $22.5 million for the period of three months ended March 31, 2002 to $406.6 million from $384.1 million for the comparable 2001 period, average cost of funds declined 149 basis points to 3.16% for the three months ended March 31, 2002 from 4.65% for the comparable 2001 period. The reduction of average cost of funds for the 2002 period is reflective of the significant decrease in interest rates over the past year. See "Average Balance Sheet and Rate/Volume Analysis" 6 Average Balance Sheet The following table sets forth certain information relating to the company for the periods indicated. The average yields and costs are derived by dividing income or expense on an annualized basis by the average balance of assets or liabilities, respectively, for the periods presented. Average balances are derived from average daily balances.
Three Months Ended March 31, Three Months Ended March 31, ------------------------------------ -------------------------------- 2002 2001 ------------------------------------ -------------------------------- Average Average Average Yield/ Average Yield/ Balance Interest Cost Balance Interest Cost ------- -------- ---- ------- -------- ---- (In Thousands) (In Thousands) Interest-earning assets: Loans receivable (1) $316,796 $ 5,891 7.44% $297,797 $ 6,053 8.13% Investment securities available for sale (2) 175,655 2,275 5.18% 172,068 2,741 6.37% Other interest-earning assets (5) 9,868 42 1.72% 5,879 77 5.26% -------- -------- -------- -------- Total interest earning assets $502,319 $ 8,208 6.54% $475,744 $ 8,871 7.46% ======== ======== ====== ======== ======== ====== Non-interest earning assets 28,030 18,622 -------- -------- Total assets $530,349 $494,366 ======== ======== Interest-bearing liabilities: Money market accounts 57,895 299 2.07% 54,280 502 3.70% Certificates of Deposit 198,258 2,018 4.07% 202,648 3,015 5.95% Other liabilities 150,470 890 2.37% 127,188 953 3.00% -------- -------- -------- -------- Total interest-bearing liabilities $406,623 $ 3,207 3.15% $384,116 $ 4,470 4.65% ======== ======== ==== ======== ======== ====== Non-interest-bearing liabilities 73,276 65,388 -------- -------- Total liabilities $479,899 $449,504 Retained Earnings (6) 50,450 44,862 -------- -------- Total liabilities and stockholders' equity $530,349 $494,366 ======== ======== Net interest income $ 5,001 $ 4,401 ======== ======== Interest rate spread (3) 3.39% 2.81% ====== ====== Net yield on interest-earning assets (4) 3.98% 3.70% ====== ====== Ratio of average interest-earning assets to average interest-bearing liabilities 123.53% 123.85% ====== ======
(1) Average balances include non-accrual loans, and are net of deferred loan fees. (2) Includes interest-bearing deposits in other financial institutions. (3) Interest-rate spread represents the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. (4) Net yield on interest-earning assets represents annualized net interest income as a percentage of average interest earning assets. (5) Consists of federal funds sold. (6) Includes capital stock, surplus and accumulated other comprehensive income, less treasury stock. 7 Rate/Volume Analysis The following table shows the effect of changes in volumes and rates on interest income and interest expense. The changes in interest income and interest expense attributable to changes in both volume and rate have been allocated to the changes due to rate. Tax exempt income was not recalculated on a tax equivalent basis due to the immateriality of the change to the table resulting from a recalculation. Three Month Period ended March 31, 2002 --------------------------------------- 2002 vs. 2001 --------------------------------------- Increase (Decrease) Due to --------------------------------------- Volume Rate Net ------ ---- --- --------------------------------------- (In Thousands) Interest income: Loans receivable 386 (548) (162) Investment securities available for sale 58 (524) (466) Other interest earning assets 52 (87) (35) --- ------ ---- Total interest-earning assets 496 (1,159) (663) === ====== ==== Interest expense: Money market accounts 33 (236) (203) Certificates of deposit (65) (932) (997) Other liabilities 174 (237) (63) Total interest-bearing liabilities 142 (1,405) (1,263) === ===== ===== Net change in net interest income 354 246 600 === ===== ===== Provision for Loan Losses. For the three months ended March 31, 2002 and 2001, the provision for loan losses was $250,000 and $75,000, respectively. The increase in the provision for the current period was primarily the result of the increase of $5.9 million in commercial real estate loans. Management continues to offer a wider variety of loan products coupled with the continued success of changing the mix of the products offered in the loan portfolio from lower yielding loans (i.e., one- to four-family loans) to higher yielding loans (i.e., equity loans, multi-family (five or more units) buildings, and commercial (nonresidential mortgages). 8 The evaluation for determining the provision includes evaluations of concentrations of credit, past loss experience, current economic conditions, amount and composition of the loan portfolio (including loans being specifically monitored by management), estimated fair value of underlying collateral, loan commitments outstanding, delinquencies, and other information available at such times. The Company continues to monitor its allowance for loan losses and make adjustments to the allowance through the provision for loan losses as economic conditions dictate. Although the Company maintains its allowance for loan losses at a level that it considers to be adequate at the balance sheet date, there can be no assurance that losses will not exceed estimated amounts or that additional provisions for loan losses will not be required in future periods due to the higher degree of credit risk which might result from the change in the mix of the loan portfolio. Other income. Total other income for the three-month period ended March 31, 2002 was $1.3 million compared to $799,000 for the comparable period in 2001. The increase in non-interest income is due to an increase in service fees and other income. Service fees for the three months ended March 31, 2002 increased $210,000 for the comparable period in 2001 as a result of increases in returned check volume. Investment security gains fell $29,000 from the comparable period in 2001. Other income increased $352,000, due primarily, to income recorded on bank owned life insurance, a gain on the sale of foreclosed property, and insurance revenues from the Company's title insurance company of approximately $134,000, $104,000, and $39,000 respectively. Other Expense. Total other expense for the three months was $2.8 million compared to $2.6 million for the comparable period in 2001. Salaries and benefits increased $162,000 from the comparable period in 2001 due to increases in salaries and benefits and additional staffing. Occupancy expense increased $37,000 from the comparable period in 2001 due to increased costs related to depreciation, utilities and building maintenance. Utilities and building maintenance increased due to general increases in costs for the period. Depreciation expense increased due to additions to equipment related to improvements in technology. Expenses of operating the ATM network decreased $12,000 from the comparable period in 2001 due to renegotiated contracts for the ATM machines. Other expenses increased $61,000 due to normal costs of doing business. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK There were no significant changes for the three months ended March 31, 2002 from the information presented in the 10K statement, under the caption Market Risk, for the year ended December 31, 2001. 9 PART II. OTHER INFORMATION Item 1. Legal Proceedings The registrant is not engaged in any legal proceedings at the present time. From time to time, the Bank is a party to legal proceedings within the normal course of business wherein it enforces its security interest in loans made by it, and other matters of a like kind. Item 2. Changes in Securities and Use of Proceeds None. Item 3. Defaults Upon Senior Securities Not applicable. Item 4. Submission of Matters to a Vote of Security Holders The Annual Meeting of Shareholders of the Company was held on April 16, 2002 and the following matter was voted upon: Proposal I- Election of directors with terms to expire in 2005 FOR WITHHELD --- -------- J. Curt Gardner 2,553,306 101,964 Richard L. Ryan 2,589,695 65,575 Robert C. Whisner 2,588,477 66,793 Election of directors with terms to expire in 2003 Richard J. Hoffman 2,587,955 67,315 Proposal II- The ratification of Edwards, Sauer & Owens as auditors. FOR AGAINST WITHHELD --- ------- -------- 2,609,324 34,984 10,962 Item 5. Other Information Not applicable. 10
Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 3(i) Articles of Incorporation of IBT Bancorp, Inc.* 3(ii) Bylaws of IBT Bancorp, Inc.* 10 Change In Control Severance Agreement with Charles G. Urtin ** 10.1 Deferred Compensation Plan For Bank Directors** 10.2 Retirement Agreement Between Irwin Bank & Trust Co. And J. Curt Gardner** 10.3 Death Benefit Only Deferred Compensation Plan For Bank Directors effective as of January 1, 1990** 10.4 Retirement and Death Benefit Deferred Compensation Plan For Bank Directors effective as of January 1, 1990** 10.5 2000 Stock Option Plan***
------------------------- * Incorporated by reference to the identically numbered exhibits of the Registrant's Form 10 (file no. 0-25903). ** Incorporated by reference to the identically numbered exhibits of the Registrant's Form 10K for December 31, 1999. *** Incorporated by reference to the definitive proxy statement of the registrant filed on March 17, 2000. (b) None. 11 SIGNATURES 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, thereunto duly authorized. IBT BANCORP, INC. Date: May 14, 2002 By: /s/Charles G. Urtin --------------------------------------- Charles G. Urtin President, Chief Executive Officer And Chief Accounting Officer (Duly authorized officer) 12 -----END PRIVACY-ENHANCED MESSAGE-----