Item 1. BUSINESS
General
Tri City Bankshares Corporation ("Registrant"), a registered bank holding company, is a Wisconsin corporation organized in 1970 which provides commercial banking services in the metropolitan Milwaukee area through its wholly-owned subsidiary Tri City National Bank (the "Bank").
On a consolidated basis at December 31, 2001, Registrant had assets of $602,772,985, net loans of $368,010,812, deposits of $521,269,309 and stockholders' equity of $74,865,449. Registrant's primary function is to coordinate the banking policies and operations of the Bank in order to improve and expand its banking services in its operation by joint efforts in certain areas such as auditing, regulatory compliance, training of personnel, advertising, proof and bookkeeping, and business development. Registrant's services are furnished through officers of Registrant who are also officers of the Bank. Registrant's primary sources of revenue are (1) dividends paid on the shares of the subsidiary bank's stock which it owns and (2) management fees in payment for the services it provides to the Bank.
Registrant is engaged in only one business segment, namely commercial banking.
The Registrant's banking business is principally conducted by one commercial bank bearing the "Tri City" name. The Bank is supervised by the Office of the Comptroller of the Currency and its deposits are insured by the Federal Deposit Insurance Corporation. The Bank provides full-service banking to individuals and businesses, including checking and savings accounts, commercial and consumer loans, installment loans, real estate and mortgage loans, manufactured housing loans, credit cards, and personal reserve accounts. The Bank maintains an investment portfolio consisting primarily of U.S. agency and state and political subdivision securities. Certain bank locations have drive-in banking facilities.
The following table sets forth certain information regarding Tri City National Bank:
Name of Bank and Assets as of Location Year Organized December 31, 2001 -------- -------------- ----------------- Tri City National Bank 1963 $602,772,938 6400 South 27th Street Oak Creek, Wisconsin
Supervision and Regulation
As a registered bank holding company, the Registrant is subject to regulation and examination by the Board of Governors of the Federal Reserve System (the "Federal Reserve Board") under the Bank Holding Company Act, as amended (the "BHCA"). The Bank is subject to regulation and examination by the Office of the Comptroller of the Currency.
Under the BHCA, the Registrant is subject to periodic examination by the Federal Reserve Board, and is required to file with the Federal Reserve Board periodic reports of its operations and such additional information as to act as a source of financial strength to the Bank and to commit resources to support the Bank in circumstances where the Registrant might not do so absent such policy. In addition, there are numerous federal and state laws and regulations which regulate the activities of the Registrant, the Bank, and its non-bank subsidiaries. They include requirements and limitations relating to capital and reserve requirements, permissible investments and lines of business, transactions with affiliates, loan limits, mergers and acquisitions, issuance of securities, dividend payments, inter-affiliate liabilities, extensions of credit and branch banking.
Federal banking regulatory agencies have established capital adequacy rules which take into account risk attributable to balance sheet assets and off-balance sheet activities. All banks and bank holding companies must meet a minimum total risk-based capital ratio of 8%, of which at least one-half must be comprised of core capital elements defined as Tier 1 capital (which consists principally of shareholders' equity). The federal banking agencies also have adopted leverage capital guidelines which banking organizations must meet. Under these guidelines, the most highly rated banking organizations must meet a minimum leverage ratio of at least 3% Tier 1 capital to total assets, while lower rated banking organizations must maintain a ratio of at least 4% to 5%. Failure to meet minimum capital requirements can initiate certain mandatory - and possible additional discretionary - actions by regulators that, if undertaken, could have a direct material effect on the consolidated financial statements. The risk-based and leverage standards presently used by the Federal Reserve Board are minimum requirements, and higher capital levels will be required it warranted by the particular circumstances or risk profiles of individual banking organizations. The Federal Reserve Board has not advised the Company of any specific minimum Tier 1 capital leverage ratio applicable to it.
Federal law provides the federal banking regulators with broad power to take prompt corrective action to resolve the problems of undercapitalized institutions. The extent of the regulators' power depends on whether the institution in question is "well capitalized," "adequately capitalized,"
"undercapitalized," "significantly undercapitalized," or "critically undercapitalized." To be well capitalized under the regulatory framework, the Tier 1 capital ratio must meet or exceed 6%, the total capital ratio must meet or exceed 10% and the leverage ratio must meet or exceed 5%. At December 31, 2001, the Company was categorized as well capitalized under the regulatory framework for prompt corrective action. There are no conditions or events since that notification that management believes have changed the Company's category. As of December 31, 2001, the Bank had a total risk-based capital ratio of 19.8%, a Tier 1 risk-based capital ratio of 17.86% and a leverage ratio of 11.95%. The Bank was deemed well capitalized as of December 31, 2001 and 2000.
Current federal law provides that the adequately capitalized and managed bank holding companies from any state may acquire banks and bank holding companies located in any other state, subject to certain conditions. Banks are permitted to create interstate branching networks in states that do not "opt out" of interstate branching.
The laws and regulations to which the Company is subject are constantly under review by Congress, regulatory agencies and state legislatures. In 1999, Congress enacted the Gramm-Leach-Bliley Act (the "Act"), which eliminated certain barriers to and restrictions on affiliations between banks and securities firms, insurance companies and other financial services organizations. Among other things, the Act repealed certain Glass-Steagall Act restrictions on affiliations between banks and securities firms, and amended the BHCA to permit bank holding companies that qualify as "financial holding companies" to engage in a broad list of "financial activities," and any non-financial activity that the Federal Reserve Board, in consultation with the Secretary of the Treasury, determines is "complementary" to a financial activity and poses no substantial risk to the safety and soundness of depository institutions or the financial system. The Act treats various lending, insurance underwriting, dealing and market-making, and merchant banking activities as financial in nature for this purpose.
Under the Act, a bank holding company may become certified as a financial holding company by filing a notice with the Federal Reserve Board, together with a certification that the bank holding company meets certain criteria, including capital, management, and Community Reinvestment Act requirements. The Company has determined not to become certified as a financial holding company at this time. The Company may reconsider this determination in the future.
Capital Requirements
See footnote 8 to the audited financial statements, incorporated by reference in Item 8, below, for a discussion of the capital requirements of the Registrant and the Bank.
Monetary Policy
Registrant's operations and earnings are affected by the credit policies of monetary authorities, including the Federal Reserve System, which regulates the national supply of bank credit. Such regulation influences overall growth of
bank loans, investments, and deposits, and may also affect interest rates charged on loans and paid on deposits. The monetary policies of the Federal Reserve authorities have had a significant effect on the operating results of bank holding companies and commercial banks in the past and are expected to continue to do so in the future.
Competition
All of the Registrant's banking facilities are located in Milwaukee, Waukesha, Racine and Ozaukee Counties. Accordingly, the Bank competes with all the major banks and bank holding companies located in metropolitan Milwaukee, most of whom are far larger in terms of assets and deposits. The banking industry in this area is highly competitive and the Bank faces vigorous competition not only from the many banks in the area, but from other financial institutions such as savings and loan associations, credit unions, and finance companies.
Employees
At December 31, 2001, Registrant employed 98 officers and 315 employees in total. Employees are provided a variety of employment benefits and Registrant considers its employee relations to be excellent.
The following pages set forth the statistical data required by Guide 3 of the Securities and Exchange Commission Guides for Preparation and Filing of Reports and Registration Statements and Reports.
DISTRIBUTION OF ASSETS, LIABILITIES & STOCKHOLDERS' EQUITY; INTEREST RATES AND INTEREST DIFFERENTIAL (Dollars in Thousands)
The following table shows average assets, liabilities and stockholders' equity; the interest earned and average yield on interest-earning assets; the interest paid and average rate on interest-bearing liabilities, the net interest earnings, the net interest rate spread and the net yield on interest-earning assets for the years ended December 31, 2001, 2000 and 1999.
DISTRIBUTION OF ASSETS, LIABILITIES & STOCKHOLDERS' EQUITY; INTEREST RATES AND INTEREST DIFFERENTIAL (Continued) (Dollars in Thousands)
(1) For purposes of these computations, nonaccrual loans are included in the daily average loan amounts outstanding. Interest income includes $2,154, $1,836 and $1,736 of loan fees in 2001, 2000 and 1999, respectively.
(2) Nontaxable investment securities income has been stated on a fully taxable equivalent basis using a 34% adjusting rate. The related tax equivalent adjustment for calculations of yield was $1,622, $1,755 and $1,949 in 2001, 2000 and 1999, respectively.
INTEREST INCOME AND EXPENSE VOLUME AND RATE CHANGE (Dollars in Thousands)
The following table sets forth, for the periods indicated, a summary of the changes in interest earned (on a fully taxable equivalent basis) and interest paid resulting from changes in volume and changes in rates:
(1) The change in interest due to both rate and volume has been allocated to rate changes.
INVESTMENT PORTFOLIO (Dollars in Thousands)
The following table sets forth the maturities of investment securities at December 31, 2001, the weighted average yields of such securities (calculated on the basis of the cost and effective yields weighted for the scheduled maturity of each security) and the tax-equivalent adjustment used in calculating the yields.
Note: The weighted average yields on tax-exempt obligations have been computed on a fully tax-equivalent basis assuming a tax rate of 34%.
LOAN PORTFOLIO (Dollars in Thousands)
The maturity distribution of all loans at December 31, 2001, are:
Maturity After One One Year Through After or Less Five Years Five Years Total Commercial $ 19,939 $ 21,648 $ -0- $ 41,587 Real estate construction 17,407 10,856 -0- 28,263 Real estate mortgage 100,192 169,736 3,137 273,065 Installment Loans 5,404 18,602 5,917 29,923 --------- --------- --------- --------- $ 142,942 $ 220,842 $ 9,054 $ 372,838 ========= ========= ========= =========
Interest rate sensitivity of all loans with maturities greater than one year at December 31, 2001, are:
Interest Sensitivity Fixed Rate Variable Rate Due after one, but within five years $ 214,306 $ 6,536 Due after five years 9,054 -0- --------- --------- $ 223,360 $ 6,536 ========= =========
LOAN PORTFOLIO (Continued) (Dollars in Thousands)
The following table presents information concerning the aggregate amount of nonperforming loans. Nonperforming loans are comprised of (a) loans accounted for on a nonaccrual basis and (b) loans contractually past due 90 days or more as to interest or principal payments, for which interest continues to be accrued.
December 31 2001 2000 1999 1998 1997 ------ ------ ------ ------ ------ Loans accounted for on a nonaccrual basis $ 128 $ 214 $ 595 $ 334 $ -0- Loans contractually past due 90 days or more as to interest or principal payments 2,511 1,669 1,372 1,848 694 ------ ------ ------ ------ ------ Total nonperforming loans $2,639 $1,883 $1,967 $2,182 $ 694 ====== ====== ====== ====== ====== Ratio of nonaccrual loans to total loans .03% .06% .19% .12% 0% Ratio of nonperforming loans to total loans .71 .52 .62 .79 .26
Interest income of $8,000 was recognized during 2001 on loans which were accounted for on a nonaccrual basis. An additional $14,000 of interest income would have been recorded in 2001 under the original loan terms had these loans not been assigned nonaccrual status.
The accrual of interest income is generally discontinued when a loan becomes 90 days past due as to principal or interest. Registrant's management may continue the accrual of interest when the estimated net realizable value of collateral is sufficient to cover the principal balance and accrued interest.
There were no other loans at December 31, 2001 or 2000 whose terms had been renegotiated to provide a reduction or deferral of interest or principal because of a deterioration in the financial position of the borrower, and there are no current loans where, in the opinion of management, there are serious doubts as to the ability of the borrower to comply with present loan repayment terms. Loans defined as impaired by Statement of Financial Accounting Standards No. 114, "Accounting by Creditors for Impairment of a Loan," if any, are included in nonaccrual loans above.
SUMMARY OF LOAN LOSS EXPERIENCE (Dollars in Thousands)
The following table summarizes loan loss allowance balances at the beginning and end of each year; changes in the allowance for loan losses arising from loans charged off and recoveries on loans previously charged-off, by loan category; additions to the allowance which have been charged to expense; and selected performance ratios.
Year Ended December 31 2001 2000 1999 1998 1997 ------ ------ ------ ------ ------ Balance of allowance for loan losses at beginning of period $4,521 $4,340 $4,245 $3,500 $3,010 Loans charged-off: Commercial 0 130 116 0 57 Real estate 38 62 9 0 0 Installment 128 9 61 154 97 ------ ------ ------ ------ ------ TOTAL LOANS CHARGED-OFF 166 201 186 154 154
Recoveries of loans previously charged-off: Commercial 11 37 12 0 20 Real estate 21 0 0 244 0 Installment 20 45 44 55 24 ------ ------ ------ ------ ------ TOTAL RECOVERIES 52 82 56 299 44 ------ ------ ------ ------ ------ Net loans charged-off (recovered) 114 119 130 (145) 110 Additions to allowance charged to expense 420 300 225 600 600 ------ --- ------ ------ ------ Balance at end of period $4,827 $4,521 $4,340 $4,245 $3,500 ====== ====== ====== ====== ======
Ratio of net loans charge- off (recoveries) during the period to average loans outstanding .03% .03% .04% (.05%) .04% ====== ====== ====== ====== ======
Ratio of allowance at end of year to total loans 1.29% 1.25% 1.36% 1.53% 1.31% ====== ====== ====== ====== ======
Ratio of allowance at end of year to nonaccrual loans 3,771.33% 2,112.83% 729.41% 1,270.96% NMF* ========= ========= ======= ========= ======
*Data not meaningful
The additions to the allowance charged to operating expense is the amount necessary to bring the allowance for loan losses to a level which will provide for known and estimable losses in the loan portfolio. The adequacy of the allowance is based principally upon continuing management review for potential losses in the portfolio, actual charge-offs during the year, historical loss experience, current and anticipated economic conditions, estimated value of collateral and industry guidelines.
Management evaluates the adequacy of the allowance for loan losses on an overall basis as opposed to allocating the allowance to specific categories of loans.
SUMMARY OF LOAN LOSS EXPERIENCE (Dollars in Thousands)
The Bank has a loan committee which meets periodically. Its function is to review new loan applications and to ensure adherence to the written loan and credit policies of the Bank. The Committee also reviews a summary of the loan portfolio by risk categories monthly. Loans are reviewed quarterly or as necessary as to proper classification.
1. Absence of any significant credit risk 2. Presence of normal, but not undue, credit risk. 3. Presence of greater than normal credit risk. 4. Excess credit risk requiring continuous monitoring. 5. Doubtful and loss.
The balance in each of the aforementioned categories serves as a guideline in determining the adequacy of the allowance for loan losses and the provision required to bring this balance to a level necessary to absorb the present and potential risk characteristics of the loan portfolio.
The Bank's loan committee also considers collection problems which may exist. Loans with contractual payments more than 90 days past due are reviewed. If collection possibilities are considered to be remote, the loan is charged-off to the allowance for loan losses. Should any special circumstances exist, such as a reasonable belief that the loan may ultimately be paid or be sufficiently secured by collateral having established marketability, the loan may be rewritten, carried in a nonaccrual of interest status or charged-off to the level of expected recovery.
Real estate loans comprise the largest portion of the loan portfolio with 80.82% of loans outstanding at December 31, 2001. The majority of the real estate loan portfolio consists of residential mortgage loans, an area in which the Registrant has had few losses in past years.
In the installment loan category, which includes auto loans, home improvement loans, and credit card loans, among others, management considers the historical net loss experience to be the best indicator of future losses.
The remainder of the loan portfolio consists of commercial loans. While these loans carry the greatest exposure to risk of loss, that exposure is limited to problems associated with particular companies, rather than to specific industries, which are generally more difficult to predict.
Losses in 2002 are not expected to vary significantly from net losses experienced over the last two years.
DEPOSITS (Dollars in Thousands)
The average daily balance of deposits and the average rate paid on deposits is summarized for the periods indicated in the following table:
The maturity distribution of deposits in amounts of $100,000 and over at December 31, 2001, is:
Three months or less $ 14,494 After 3 through 6 months 10,943 After 6 through 12 months 6,721 After 1 year through 2 years 7,519 After 2 years through 3 years 450 After 3 years through 4 years 3,084 After 4 years through 6 years 4,935 -------- $ 48,146
RETURN ON EQUITY AND ASSETS AND SELECTED CAPITAL RATIOS
The following table shows consolidated operating and capital ratios of the Registrant for each of the last three years:
Year Ended December 31 2001 2000 1999 1998 1997 ------ ------ ------ ------ ------ Percentage of net income to: Average stockholders equity 10.72% 12.04% 11.66% 12.65% 12.91% Average total assets 1.34 1.44 1.38 1.50 1.49 Percentage of dividends declared per common share to net income per common share 52.05 45.45 43.32 36.10 32.69 Percentage of average stockholders' equity to daily average total assets 12.47 11.98 11.86 11.84 11.53
SHORT-TERM BORROWINGS (Dollars in Thousands)
Information relating to short-term borrowings follows:
Federal Funds Purchased and Securities Sold Under Other Short-Term Agreements to Repurchase Borrowings ------------------------- ---------------- Balance at December 31:
2001 $ 3,250 $ 1,429 2000 19,787 2,233 1999 0 4,579
Weighted average interest rate at year end:
2001 1.32% 1.71% 2000 6.29 6.32 1999 0 5.55
Maximum amount outstanding at any month's end:
2001 $ 22,526 $ 5,479 2000 76,891 5,347 1999 15,650 6,006
Average amount outstanding during the year:
2001 $ 17,621 $ 2,084 2000 35,148 2,038 1999 6,863 1,933
Average interest rate during the year:
2001 3.83% 3.51% 2000 6.05 6.48 1999 5.14 4.75
Federal funds purchased and securities sold under agreements to repurchase generally mature within one to four days of the transaction date. Notes payable mature in one year and are renewable for a like term. Other short-term borrowings generally mature within 90 days.
Item 2.
Item 2. PROPERTIES
Tri City National Bank has thirty locations in the Metropolitan Milwaukee area.
The Bank owns buildings at fourteen locations in Oak Creek, Milwaukee, Brookfield, Menomonee Falls, West Allis, Hales Corners, Wauwatosa, Cedarburg, Sturtevant and South Milwaukee. Approximately 92,217 square feet is leased to third parties; such square footage is not shown above.
Registrant believes that its bank locations are in buildings that are attractive and efficient, and adequate for their operations, with sufficient space for parking and drive-in facilities. Fifteen full-service banking centers are located in metropolitan Milwaukee food discount centers.
Item 3.
Item 3. LEGAL PROCEEDINGS
There are currently no material legal proceedings, except those disclosed in the footnotes to the financial statements, pending against Registrant or its subsidiary bank; however, the bank is involved from time to time in routine litigation incident to the conduct of its business.
Item 4.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS ---------------------------------------------------
No matters were submitted during the fourth quarter of 2001 to a vote of security holders through the solicitation of proxies or otherwise.
PART II
Item 5.
Item 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED ----------------------------------------------------- STOCKHOLDER MATTERS -------------------
The information required by Item 5 is incorporated herein by reference to Registrant's 2001 Annual Report to Stockholders under the captions entitled "Market for Corporation's Common Stock and Related Stockholder Matters" (Page 14) and "Selected Financial Data" (Page 13) as to cash dividends paid.
Item 6.
Item 6. SELECTED FINANCIAL DATA -----------------------
The information required by Item 6 is incorporated herein by reference to Registrant's 2001 Annual Report to Stockholders under the caption entitled "Selected Financial Data" (Page 13).
Item 7.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND --------------------------------------------------------------- RESULTS OF OPERATIONS ---------------------
The information required by Item 7 is incorporated herein by reference to Registrant's 2001 Annual Report to Stockholders under the caption entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations" (Pages 4 to 10).
Item 7A.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ----------------------------------------------------------
The information required by Item 7A is incorporated herein by reference to Registrant's 2001 Annual Report to Stockholders under the caption entitled "Quantitative and Qualitative Disclosures About Market Risk" (Pages 11 to 12).
Item 8.
Item 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA --------------------------------------------------------
The information required by Item 8 is incorporated herein by reference to Registrant's 2001 Annual Report to Stockholders (Pages 16 to 38).
Item 9.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING ----------------------------------------------------------- AND FINANCIAL DISCLOSURE ------------------------ None.
PART III
Item 10.
Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT ----------------------------------------------
The information required by Item 10 is incorporated herein by reference to Registrant's definitive Proxy Statement for its annual meeting of stockholders on June 12, 2002, under the caption entitled "Election of Directors" and "Section 16(a) Beneficial Ownership Reporting Compliance which definitive Proxy Statement will be filed with the Securities and Exchange Commission pursuant to Rule 14a-6(b).
Item 11.
Item 11. EXECUTIVE COMPENSATION
The information required by Item 11 is incorporated herein by reference to Registrant's definitive Proxy Statement for its annual meeting of stockholders on June 12, 2002, under the caption entitled "Executive Compensation" which definitive Proxy Statement will be filed with the Securities and Exchange Commission pursuant to Rule 14a-6(b).
Item 12.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT --------------------------------------------------------------
The information required by Item 12 is incorporated herein by reference to Registrant's definitive Proxy Statement for its annual meeting of stockholders on June 12, 2002, under the caption entitled "Security Ownership of Certain Beneficial Owners and Management" which definitive Proxy Statement will be filed with the Securities and Exchange Commission pursuant to Rule 14a-6(b).
Item 13.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS ----------------------------------------------
The information required by Item 13 is incorporated herein by reference to Registrant's definitive Proxy Statement for its annual meeting of stockholders on June 12, 2002, under the caption entitled "Loans and Other Transactions with Management" which definitive Proxy Statement will be filed with the Securities and Exchange Commission pursuant to Rule 14a-6(b).
PART IV
Item 14.
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K ---------------------------------------------------------------
(a) (1) and (2) Financial statements and financial statement schedules -----------------------------------------------------------------
The response to this portion of Item 14 is submitted as a separate section of this report.
(3) Listing of Exhibits
Exhibit 3.1--Restated Articles of incorporation(incorporated herein by reference to Exhibit 3.1 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000).
Exhibit 3.2--By-Laws, (incorporated herein by reference to Exhibit 3.2 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000).
Exhibit 13--Annual Report to Stockholders for the year ended December 31, 2001.
With the exception of the information incorporated by reference into Items 5, 6, 7, 7A, and 8 of this Form 10-K, the 2001 Annual Report to Stockholders is not deemed filed as part of this report.
Exhibit 21--Subsidiary of Registrant.
Exhibit 23--Consent of Independent Auditors
(b) Reports on Form 8-K
None
(c) Exhibits--The response to this portion of Item 14 is submitted as a separate section of this report.
(d) Financial Statement Schedules--None
PART IV
ANNUAL REPORT ON FORM 10-K
ITEM 14(a)(1), (2) and (c)
LIST OF FINANCIAL STATEMENTS AND FINANCIAL
STATEMENT SCHEDULES
CERTAIN EXHIBITS
Year Ended December 31, 2001
TRI CITY BANKSHARES CORPORATION
OAK CREEK, WISCONSIN
FORM 10-K-ITEM 14(a)(1) and (2)
TRI CITY BANKSHARES CORPORATION
LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES
The following consolidated financial statements and report of independent auditors of Tri City Bankshares Corporation, included in the annual report of the Registrant to its stockholders for the year ended December 31, 2001, are incorporated by reference in Item 8:
Consolidated balance sheets-December 31, 2001 and 2000
Consolidated statements of income-Years ended December 31, 2001, 2000 and 1999
Consolidated statements of stockholders' equity-Years ended December 31, 2001, 2000 and 1999
Consolidated statements of cash flows-Years ended December 31, 2001, 2000 and 1999
Notes to consolidated financial statements-December 31, 2001
Report of independent auditors
Schedules to the consolidated financial statements required by Article 9 of Regulation S-X are not required under the related instructions or are inapplicable and, therefore, have been omitted.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
TRI CITY BANKSHARES CORPORATION
BY: /s/Henry Karbiner, Jr. Henry Karbiner, Jr., President
Date: March 13, 2002
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
Name Capacity Date
/s/Henry Karbiner, Jr. Chairman of the Board and Chief 3/13/02 Henry Karbiner, Jr. Executive Officer
/s/Ronald K. Puetz Executive Vice-President 3/13/02 Ronald K. Puetz and Director
/s/Scott A. Wilson Secretary and Director 3/13/02 Scott A. Wilson
/s/Robert W. Orth Senior Vice-President 3/13/02 Robert W. Orth and Director
/s/Thomas W. Vierthaler Vice President and Comptroller 3/13/02 Thomas W. Vierthaler (Principal Accounting Officer)
/s/Frank J. Bauer Director 3/13/02 Frank J. Bauer
/s/Sanford Fedderly Director 3/13/02 Sanford Fedderly
/s/William Gravitter Director 3/13/02 William Gravitter
/s/Christ Krantz Director 3/13/02 Christ Krantz
/s/William L. Komisar Director 3/13/02 William L. Komisar
/s/William P. McGovern Director 3/13/02 William P. McGovern
/s/Agatha T. Ulrich Director 3/13/02 Agatha T. Ulrich
/s/David A. Ulrich, Jr. Director 3/13/02 David A. Ulrich, Jr.
/s/William J. Werry Director 3/13/02 William J. Werry
EXHIBIT 21
SUBSIDIARY OF REGISTRANT
Name Percentage of Shares Owned
Tri City National Bank 100.0% (Wisconsin Corporation)
EXHIBIT 23
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in this Annual Report (Form 10-K) of Tri City Bankshares Corporation of our report dated February 20, 2002 with respect to the consolidated financial statements of Tri City Bankshares Corporation, included in the Annual Report to Stockholders of Tri City Bankshares Corporation for the year ended December 31, 2001.
We also consent to the incorporation by reference in the Registration Statement (Form S-3) of Tri City Bankshares Corporation pertaining to the Automatic Dividend Reinvestment Plan of Tri City Bankshares Corporation and in the related Prospectus of our report dated February 20, 2002, with respect to the consolidated financial statements of Tri City Bankshares Corporation incorporated by reference in this Annual Report (Form 10-K) for the year ended December 31, 2001.
/s/ Ernst & Young
Milwaukee, Wisconsin March 29, 2002