UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2004
[ ] Transition Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the transition period from ____________ to _____________
Commission file number: 0-30535
GRAYSON BANKSHARES, INC.
(Exact Name of Registrant as Specified in its Charter)
Virginia 54-1647596
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
113 West Main Street
Independence, Virginia 24348
(Address of Principal Executive Offices) (Zip Code)
(276) 773-2811
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant: (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 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 _____
Indicate by check mark whether the registrant is an accelerated filer
(as defined in Rule 12b-2 of the Exchange Act). Yes _____ No __X__
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:
1,718,968 shares of Common Stock, par value
$1.25 per share, outstanding as of April 30, 2004.
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets--March 31, 2004
and December 31, 2003 ...............................................3
Consolidated Statements of Income--Three Months Ended
March 31, 2004 and March 31, 2003 ...................................4
Consolidated Statements of Stockholders' Equity--Three Months
Ended March 31, 2004 and Year Ended December 31, 2003 ...............5
Consolidated Statements of Cash Flows--Three Months Ended
March 31, 2004 and March 31, 2003 ...................................6
Notes to Consolidated Financial Statements............................7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations ...........................................9
Item 3. Quantitative and Qualitative Disclosures about Market Risk. .........11
Item 4. Controls and Procedures.. ...........................................12
PART II OTHER INFORMATION
Item 1. Legal Proceedings.. .................................................13
Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of
Equity Securities...................................................13
Item 3. Defaults Upon Senior Securities.. ...................................13
Item 4. Submission of Matters to a Vote of Security Holders..................13
Item 5. Other Information... ................................................13
Item 6. Exhibits and Reports on Form 8-K ....................................13
Signatures ...................................................................14
2
Part I: Financial Information
Item 1: Financial Statements
Grayson Bankshares, Inc. and Subsidiary
Consolidated Balance Sheets
March 31, 2004 and December 31, 2003
- -------------------------------------------------------------------------------
March 31, December 31,
Assets 2004 2003
----------------- -----------------
(Unaudited) (Audited)
Cash and due from banks $ 6,435,887 $ 11,748,140
Federal funds sold 16,847,364 15,305,544
Investment securities available for sale 41,601,585 41,239,131
Investment securities held to maturity 3,766,247 3,960,887
Restricted equity securities 1,081,750 1,081,750
Loans, net of allowance for loan losses of $2,412,176
at March 31, 2004 and $2,395,387 at December 31, 2003 181,319,052 176,154,730
Cash value of life insurance 4,737,731 4,677,731
4,521,918 4,126,234
Property and equipment, net 6,144,837 6,228,192
Accrued income 1,839,888 1,891,116
Other assets 2,042,893 1,577,707
--------------- ----------------
$ 265,817,234 $ 263,864,928
=============== ================
Liabilities and Stockholders' Equity
Liabilities
Demand deposits $ 25,314,457 $ 26,708,360
Interest-bearing demand deposits 19,164,777 19,359,587
Savings deposits 52,088,836 53,415,745
Large denomination time deposits 34,872,176 34,695,733
Other time deposits 92,795,052 94,039,723
--------------- ----------------
Total deposits 224,235,298 228,219,148
FHLB advances 15,000,000 10,000,000
Accrued interest payable 548,272 264,640
Other liabilities 601,527 780,344
--------------- ----------------
240,385,097 239,264,132
Commitments and contingencies
Stockholders' equity
Preferred stock, $25 par value; 500,000
shares authorized; none issued - -
Common stock, $1.25 par value; 5,000,000 shares
authorized; 1,718,968 shares issued and
outstanding in 2004 and 2003 2,148,710 2,148,710
Surplus 521,625 521,625
Retained earnings 22,112,793 21,587,202
Accumulated other comprehensive income 649,009 343,259
--------------- ----------------
25,432,137 24,600,796
--------------- ----------------
$ 265,817,234 $ 263,864,928
=============== ================
See Notes to Consolidated Financial Statements.
3
Grayson Bankshares, Inc. and Subsidiary
Consolidated Statements of Income
For the Three Months ended March 31, 2004 and 2003
- -------------------------------------------------------------------------------
Three Months Ended
March 31,
2004 2003
---------- ----------
Interest income: (Unaudited) (Unaudited)
Loans and fees on loans $3,075,099 $2,815,234
Federal funds sold 33,043 70,079
Investment securities:
Taxable 349,608 469,670
Exempt from federal income tax 118,899 114,797
---------- ----------
3,576,649 3,469,780
Interest expense:
Deposits 1,036,532 1,416,177
Interest on borrowings 115,268 114,001
---------- ----------
1,151,800 1,530,178
Net interest income 2,424,849 1,939,602
Provision for loan losses 90,000 90,000
---------- ----------
Net interest income after
provision for loan losses 2,334,849 1,849,602
---------- ----------
Noninterest income:
Service charges on deposit accounts 116,619 91,030
Other income 157,596 1,013,305
---------- ----------
274,215 1,104,335
Noninterest expense:
Salaries and employee benefits 1,021,995 840,442
Occupancy expense 58,477 35,169
Equipment expense 155,113 107,441
Other expense 362,422 337,469
---------- ----------
1,598,007 1,320,521
Income before income taxes 1,011,057 1,633,416
Income tax expense 262,000 487,000
---------- ----------
Net income $ 749,057 $1,146,416
========== ==========
Basic earnings per share $ .44 $ .67
========== ==========
Weighted average shares outstanding 1,718,968 1,718,968
========== ==========
See Notes to Consolidated Financial Statements.
4
Grayson Bankshares, Inc. and Subsidiary
Consolidated Statements of Stockholders' Equity
For the Three Months ended March 31, 2004 (unaudited)
and the Year ended December 31, 2003 (audited)
- --------------------------------------------------------------------------------
Accumulated
Other
Common Stock Retained Comprehensive
Shares Amount Surplus Earnings Income (Loss) Total
------ ------ ------- -------- ------------- -----
Balance, December 31, 2002 1,718,968 $ 2,148,710 $ 521,625 $ 19,967,611 $ 591,571 $ 23,229,517
Comprehensive income
Net income - - - 3,338,559 - 3,338,559
Net change in unrealized
appreciation on investment
securities available for
sale, net of taxes of $(127,918) - - - - (248,312) (248,312)
----------
Total comprehensive income 3,090,247
Dividends paid
($1.00 per share) - - - (1,718,968) - (1,718,968)
Balance, December 31, 2003 1,718,968 2,148,710 521,625 21,587,202 343,259 24,600,796
--------- --------- ------- ---------- ------- ----------
Comprehensive income
Net income - - - 749,057 - 749,057
Net change in unrealized
appreciation on investment
securities available for
sale, net of taxes of $157,508 - - - - 305,750 305,750
----------
Total comprehensive income 1,054,807
Dividends paid
($.13 per share) - - - (223,466) - (223,466)
Balance, March 31, 2004 1,718,968 $2,148,710 $ 521,625 $ 22,112,793 $ 649,009 $ 25,432,137
========== ========== ========== ============= ============= ==============
See Notes to Consolidated Financial Statements.
5
Grayson Bankshares, Inc. and Subsidiary
Consolidated Statements of Cash Flows
For the Three Months ended March 31, 2004 and 2003
- --------------------------------------------------------------------------------
Three Months Ended
March 31,
2004 2003
------------- --------------
(Unaudited) (Unaudited)
Cash flows from operating activities:
Net income $ 749,057 $ 1,146,416
Adjustments to reconcile net income
to net cash provided by operations:
Depreciation and amortization 137,500 90,000
Provision for loan losses 90,000 90,000
Deferred income taxes 311,000 43,000
Net realized gains on securities (33,015) (869,597)
Accretion of discount on securities, net of
amortization of premiums 63,921 50,070
Deferred compensation 1,361 2,153
Changes in assets and liabilities:
Cash value of life insurance (60,000) (60,000)
Accrued income 51,228 (71,250)
Other assets (933,694) (11,337)
Accrued interest payable 283,632 353,154
Other liabilities (180,178) 212,929
------------- --------------
Net cash provided by operating activities 480,812 975,538
------------- --------------
Cash flows from investing activities:
Net (increase) decrease in federal funds sold (1,541,820) (6,014,384)
Purchases of investment securities (4,190,011) (12,531,389)
Sales of investment securities 2,639,145 10,998,533
Maturities of investment securities 1,815,404 2,931,254
Purchases of restricted equity securities - (120,100)
Net increase in loans (5,254,322) (1,477,191)
Purchases of property and equipment, net of sales (54,145) (485,684)
------------- --------------
Net cash used in investing activities (6,585,749) (6,698,961)
------------- --------------
Cash flows from financing activities:
Net increase (decrease) in demand,
savings and NOW deposits (1,393,903) 1,557,725
Net increase (decrease) in time deposits (2,589,947) 2,782,000
Dividends paid (223,466) (206,276)
Net increase in other borrowings 5,000,000 -
------------- --------------
Net cash provided by financing activities 792,684 4,133,449
------------- --------------
Net increase (decrease) in cash and cash equivalents (5,312,253) (1,589,974)
Cash and cash equivalents, beginning 11,748,140 11,265,444
------------- --------------
Cash and cash equivalents, ending $ 6,435,887 $ 9,675,470
============= ==============
Supplemental disclosure of cash flow information:
Interest paid $ 868,168 $ 1,177,024
============= ==============
Taxes paid $ 2,535 $ 51,147
============= ==============
See Notes to Consolidated Financial Statements.
6
Grayson Bankshares, Inc. and Subsidiary
Notes to Consolidated Financial Statements
- --------------------------------------------------------------------------------
Note 1. Organization and Summary of Significant Accounting Policies
Organization
Grayson Bankshares, Inc. (the "Company") was incorporated as a Virginia
corporation on February 3, 1992 to acquire the stock of The Grayson National
Bank (the "Bank"). The Bank was acquired by the Company on July 1, 1992.
The Grayson National Bank was organized under the laws of the United States in
1900 and currently serves Grayson County, Virginia and surrounding areas through
seven banking offices. As an FDIC insured, National Banking Association, the
Bank is subject to regulation by the Comptroller of the Currency. The Company is
regulated by the Federal Reserve.
The consolidated financial statements as of March 31, 2004 and for the periods
ended March 31, 2004 and 2003 included herein, have been prepared by Grayson
Bankshares, Inc., without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. In the opinion of management, the
information furnished in the interim consolidated financial statements reflects
all adjustments necessary to present fairly the Company's consolidated financial
position, results of operations, changes in stockholders' equity and cash flows
for such interim periods. Management believes that all interim period
adjustments are of a normal recurring nature. These consolidated financial
statements should be read in conjunction with the Company's audited financial
statements and the notes thereto as of December 31, 2003, included in the
Company's Form 10-K for the fiscal year ended December 31, 2003. The results of
operations for the three month periods ended March 31, 2004 and 2003 are not
necessarily indicative of the results to be expected for the full year.
The accounting and reporting policies of the Company and the Bank follow
generally accepted accounting principles and general practices within the
financial services industry.
Principles of Consolidation
The consolidated financial statements include the accounts of the Company and
the Bank, which is wholly owned. All significant, intercompany transactions and
balances have been eliminated in consolidation.
Note 2. Allowance for Loan Losses
The following is an analysis of the allowance for loan losses for the three
months ended March 31, 2004 and 2003.
2004 2003
----------- -----------
Balance, beginning $ 2,395,387 $ 2,189,028
Provision charged to expense 90,000 90,000
Recoveries of amounts charged off 10,213 9,455
Amounts charged off (83,424) (76,151)
----------- -----------
Balance, ending $ 2,412,176 $ 2,212,332
=========== ===========
Note 3. Income Taxes
A reconciliation of income tax expense computed at the statutory federal income
tax rate to income tax expense included in the statements of income for the
three months ended March 31, 2004 and 2003 follows:
2004 2003
--------- ---------
Tax at statutory federal rate $ 343,759 $ 555,361
Tax exempt interest income (47,205) (47,359)
Other tax exempt income (40,294) (27,200)
Other 5,740 6,198
--------- ---------
$ 262,000 $ 487,000
========= =========
7
Grayson Bankshares, Inc. and Subsidiary
Notes to Consolidated Financial Statements
- --------------------------------------------------------------------------------
Note 4. Commitments and Contingencies
Financial Instruments with Off-Balance-Sheet Risk
The Bank is party to financial instruments with off-balance-sheet risk in the
normal course of business to meet the financing needs of its customers. These
financial instruments include commitments to extend credit and standby letters
of credit. These instruments involve, to varying degrees, credit risk in excess
of the amount recognized in the consolidated balance sheets.
The Bank's exposure to credit loss in the event of nonperformance by the other
party to the financial instrument for commitments to extend credit and standby
letters of credit is represented by the contractual amount of those instruments.
The Bank uses the same credit policies in making commitments and conditional
obligations as for on-balance-sheet instruments. A summary of the Bank's
commitments at March 31, 2004 and 2003 is as follows:
2003 2002
---------- ----------
Commitments to extend credit $7,807,626 $6,533,667
Standby letters of credit -- --
---------- ----------
$7,807,626 $6,533,667
========== ==========
Commitments to extend credit are agreements to lend to a customer as long as
there is no violation of any condition established in the contract. Commitments
generally have fixed expiration dates or other termination clauses and may
require payment of a fee. Since many of the commitments are expected to expire
without being drawn upon, the total commitment amounts do not necessarily
represent future cash requirements. The Bank evaluates each customer's
creditworthiness on a case-by-case basis. The amount of collateral obtained, if
deemed necessary by the Bank upon extension of credit, is based on management's
credit evaluation of the party. Collateral held varies, but may include accounts
receivable, inventory, property and equipment, residential real estate and
income-producing commercial properties.
Standby letters of credit are conditional commitments issued by the Bank to
guarantee the performance of a customer to a third party. Those guarantees are
primarily issued to support public and private borrowing arrangements. The
credit risk involved in issuing letters of credit is essentially the same as
that involved in extending loan facilities to customers. Collateral held varies
as specified above and is required in instances that the Bank deems necessary.
8
Part I: Financial Information
Item 2: Management's Discussion and Analysis of Financial Condition
and Results of Operations
- -------------------------------------------------------------------------------
General
The following discussion provides information about the major components of the
results of operations and financial condition of the Company. This discussion
and analysis should be read in conjunction with the Consolidated Financial
Statements and Notes to Consolidated Financial Statements included in this
report.
Critical Accounting Policies
For a discussion of the Company's critical accounting policies, including its
allowance for loan losses, see the Company's Annual Report on Form 10-K for the
year ended December 31, 2003.
Results of Operations
Total interest income increased by $106,869 for the quarter ended March 31, 2004
compared to the quarter ended March 31, 2003, while interest expense on deposits
and other borrowings decreased by $378,378 over the same period. The increase in
interest income is attributable to an increase in average loans outstanding
while the decrease in interest expense came as a result of the general decreases
in interest rates that have occurred over the past year. The result was an
increase in net interest income of $485,247 or 25.02%.
Other income was down $830,120 in the first quarter of 2004 compared to the
first quarter of 2003. This decrease was due to securities gains of
approximately $870,000 that were realized in the first quarter of 2003. Those
gains were the result of the restructuring of a leveraging strategy that was
implemented in the first quarter of 2002 and were not recurring in nature.
The provision for credit losses was $90,000 for each of the quarters ended March
31, 2004 and 2003. The reserve for loan losses at March 31, 2004 was
approximately 1.31% of total loans. Management believes the provision and the
resulting allowance for loan losses are adequate.
Total other expenses increased by $277,486, or 21.01% for the quarter ended
March 31, 2004 compared to the quarter ended March 31, 2003. Increases in
salaries and employee benefits came as a result of employee additions as well as
cost increases for employee medical benefits and defined-benefit retirement
plans. Increases in occupancy, equipment and other expenses came as a result of
branching activity in 2003.
The increases in net interest income combined with the decrease in other income
and increases in other expenses, resulted in a decrease in net income before
taxes of $622,359, for the quarter ended March 31, 2004, compared to the same
quarter in 2003. Net income decreased by $397,359, or 34.66% to $749,057 for the
first quarter of 2004 compared to net income of $1,146,416 for the same period
in 2003. The decrease in net income was due to the securities gains in 2003 that
are noted above in the discussion of other income.
Financial Condition
Total assets increased by $1,952,306, or 0.74% from December 31, 2003 to March
31, 2004. Net loans increased by $5,164,322, federal funds sold increased by
$1,541,820, and investment securities increased by $167,814.
Total deposits decreased by $3,983,850, or 1.75% from December 31, 2003 to March
31, 2004. FHLB advances increased by $5,000,000, to $15,000,000 at March 31,
2004 compared to $10,000,000 at December 31, 2003.
Shareholders' equity totaled $25,432,137 at March 31, 2004 compared to
$24,600,796 at December 31, 2003. The $831,341 increase was the result of
earnings for the three months combined with an increase in the market value of
securities classified as available for sale of $305,750, less the payment of
dividends of $223,466.
9
Part I: Financial Information
Item 2: Management's Discussion and Analysis of Financial Condition
and Results of Operations
- --------------------------------------------------------------------------------
Regulatory guidelines relating to capital adequacy provide minimum risk-based
ratios at the Bank level which assess capital adequacy while encompassing all
credit risks, including those related to off-balance sheet activities. The Bank
exceeds all regulatory capital guidelines and is considered to be well
capitalized.
Liquidity and Capital Resources
Federal fund lines available from correspondent banks totaled $9,100,000 at
March 31, 2004. No balances were outstanding on these lines at March 31, 2004,
or December 31, 2003. Borrowings from the Federal Home Loan Bank totaled
$10,000,000 at December 31, 2003 and $15,000,000 at March 31, 2004. The
remaining unused credit line from the Federal Home Loan Bank as of March 31,
2004 is approximately $24,500,000.
The liquidity ratio (the level of liquid assets divided by total deposits plus
short-term liabilities) was 26.1% at March 31, 2004 and 28.9% at December 31,
2003. These ratios are considered to be adequate by management.
The Bank uses cash and federal funds sold to meet its daily funding needs. If
funding needs are met through holdings of excess cash and federal funds, then
profits might be sacrificed as higher-yielding investments are foregone in the
interest of liquidity. Therefore management determines, based on such items as
loan demand and deposit activity, an appropriate level of cash and federal funds
and seeks to maintain that level.
The Bank prefers to maintain a quiet investment security portfolio. The primary
goals of the investment portfolio are liquidity management and maturity gap
management. As investment securities mature the proceeds are reinvested in
federal funds sold if the federal funds level needs to be increased, otherwise
the proceeds are reinvested in similar investment securities. The majority of
investment security transactions consist of replacing securities that have been
called or matured. The Bank keeps a significant portion of its investment
portfolio in unpledged assets that are less than 18 months to maturity. These
investments are a preferred source of funds in that they can be disposed of in
any interest rate environment without causing significant damage to that
quarter's profits.
Forward-Looking Statements
Certain information contained in this discussion may include "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements are generally identified by phrases such as
"the Company expects," "the Company believes" or words of similar import. Such
forward-looking statements involve known and unknown risks including, but not
limited to, changes in general economic and business conditions, interest rate
fluctuations, competition within and from outside the banking industry, new
products and services in the banking industry, risk inherent in making loans
such as repayment risks and fluctuating collateral values, problems with
technology utilized by the Company, changing trends in customer profiles and
changes in laws and regulations applicable to the Company. Although the Company
believes that its expectations with respect to the forward-looking statements
are based upon reliable assumptions within the bounds of its knowledge of its
business and operations, there can be no assurance that actual results,
performance or achievements of the Company will not differ materially from any
future results, performance or achievements expressed or implied by such
forward-looking statements. For additional information on known and unknown
risks, see the "Caution About Forward Looking Statements" section in
the Company's Annual Report on Form 10-K for the year ended December 31,
2003.
10
Part I: Financial Information
Item 3: Quantitative and Qualitative Disclosures about Market Risk
- -------------------------------------------------------------------------------
The principal goals of the Bank's asset and liability management strategy are
the maintenance of adequate liquidity and the management of interest rate risk.
Liquidity is the ability to convert assets to cash to fund depositors'
withdrawals or borrowers' loans without significant loss. Interest rate risk
management balances the effects of interest rate changes on assets that earn
interest or liabilities on which interest is paid, to protect the Bank from wide
fluctuations in its net interest income which could result from interest rate
changes.
Management must ensure that adequate funds are available at all times to meet
the needs of its customers. On the asset side of the balance sheet, maturing
investments, loan payments, maturing loans, federal funds sold, and unpledged
investment securities are principal sources of liquidity. On the liability side
of the balance sheet, liquidity sources include core deposits, the ability to
increase large denomination certificates, federal fund lines from correspondent
banks, borrowings from the Federal Home Loan Bank and the Federal Reserve Bank,
as well as the ability to generate funds through the issuance of long-term debt
and equity.
Interest rate risk is the effect that changes in interest rates would have on
interest income and interest expense as interest-sensitive assets and
interest-sensitive liabilities either reprice or mature. Management attempts to
maintain the portfolios of interest-earning assets and interest-bearing
liabilities with maturities or repricing opportunities at levels that will
afford protection from erosion of net interest margin, to the extent practical,
from changes in interest rates.
The Bank uses a number of tools to manage its interest rate risk, including
simulating net interest income under various scenarios, monitoring the present
value change in equity under the same scenarios, and monitoring the difference
or gap between rate sensitive assets and rate sensitive liabilities over various
time periods.
The earnings simulation model forecasts annual net income under a variety of
scenarios that incorporate changes in the absolute level of interest rates,
changes in the shape of the yield curve and changes in interest rate
relationships. Management evaluates the effect on net interest income from
gradual changes in the Prime Rate of up to 300 basis points up or down over a
12-month period. The current model indicates that an increase in rates of 300
basis points over the next twelve months would result in a decrease in net
interest income of $475,000, or 4.73%, while a similar decrease in rates would
result in an increase in net interest income of $320,000, or 3.19%. The model
also incorporates Management's forecasts for balance sheet growth, noninterest
income and noninterest expense. The interest rate scenarios are used for
analytical purposes and do not represent Management's view of future market
movements. Rather, these are intended to provide a measure of the degree of
volatility interest rate movements may apply to the earnings of the Company.
Modeling the sensitivity of earnings to interest rate risk is highly dependent
on numerous assumptions embedded in the simulation model. While the earnings
sensitivity analysis incorporates Management's best estimate of interest rate
and balance sheet dynamics under various market rate movements, the actual
behavior and resulting earnings impact likely will differ from that projected.
11
Part I: Financial Information
Item 4: Controls and Procedures
- --------------------------------------------------------------------------------
As of the end of the period covered by this report, we carried out an
evaluation, under the supervision and with the participation of the Company's
management, including the Company's President and Chief Executive Officer along
with the Chief Financial Officer, of the effectiveness of the design and
operation of our disclosure controls and procedures pursuant to Exchange Act
Rule 13a-15. Based upon that evaluation, the Company's President and Chief
Executive Officer along with the Chief Financial Officer concluded that our
disclosure controls and procedures are effective in timely alerting them to
material information relating to the Company (including its consolidated
subsidiaries) required to be included in our periodic SEC filings.
The Company's management is also responsible for establishing and maintaining
adequate internal control over financial reporting. There were no changes in the
Company's internal control over financial reporting identified in connection
with the evaluation of it that occurred during the Company's last fiscal quarter
that materially affected, or are reasonably likely to materially affect,
internal control over financial reporting.
12
Part II: Other Information
Grayson Bankshares, Inc. and Subsidiary
- --------------------------------------------------------------------------------
Item 1. Legal Proceedings
There are no pending legal proceedings to which the Company or the Bank is a
party or of which any of their property is subject.
Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity
Securities
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
31.1 Rule 13(a)-14(a) Certification of Chief Executive
Officer.
31.2 Rule 13(a)-14(a) Certification of Chief Financial
Officer.
32.1 Statement of Chief Executive Officer and Chief
Financial Officer Pursuant to 18 U.S.C. Section 1350.
(b) Reports on 8-K
None
13
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
GRAYSON BANKSHARES, INC.
Date: May 13, 2004 By: /s/ Jacky K. Anderson
-----------------------------
Jacky K. Anderson
President and CEO
By: /s/ Blake M. Edwards
----------------------------
Blake M. Edwards
Chief Financial Officer
14
Exhibit Index
Exhibit No. Description
----------- -----------
31.1 Rule 13(a)-14(a) Certification of Chief Executive
Officer.
31.2 Rule 13(a)-14(a) Certification of Chief Financial
Officer.
32.1 Statement of Chief Executive Officer and Chief
Financial Officer Pursuant to 18 U.S.C. Section 1350.