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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

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 Number: 001-39165

 

BLUE RIDGE BANKSHARES, INC.

(Exact name of registrant as specified in its charter)

 

 

Virginia

54-1838100

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer
Identification No.)

1801 Bayberry Court, Suite 101

Richmond, Virginia

23226

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (888) 331-6521

 

 

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

 

BRBS

 

NYSE American

 

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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

Accelerated filer

 

 

 

 

Non-accelerated filer

Smaller reporting company

 

 

 

 

 

 

 

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of May 1, 2026, the registrant had 89,911,711 shares of common stock, no par value per share, outstanding.

 

 


 

 

Blue Ridge Bankshares, Inc.

Table of Contents

 

Item

 

 

 

Page

 

 

 

 

 

PART I

 

FINANCIAL INFORMATION

 

 

 

 

 

 

Item 1.

Financial Statements

 

3

 

 

 

 

 

 

Consolidated Balance Sheets as of March 31, 2026 (unaudited) and December 31, 2025

 

3

 

 

 

 

 

 

Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025 (unaudited)

 

4

 

 

 

 

 

 

Consolidated Statements of Comprehensive Income for the three months ended March 31, 2026 and 2025 (unaudited)

 

5

 

 

 

 

 

 

Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2026 and 2025 (unaudited)

 

6

 

 

 

 

 

 

Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025 (unaudited)

 

7

 

 

 

 

 

 

Notes to Consolidated Financial Statements

 

8

 

 

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

27

 

 

 

 

 

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

 

42

 

 

 

 

 

Item 4.

Controls and Procedures

 

42

 

 

 

 

 

PART II

OTHER INFORMATION

 

43

 

 

 

 

 

Item 1.

Legal Proceedings

 

43

 

 

 

 

 

Item 1A.

Risk Factors

 

43

 

 

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

 

43

 

 

 

 

 

Item 3.

Defaults Upon Senior Securities

 

43

 

 

 

 

 

Item 4.

Mine Safety Disclosures

 

43

 

 

 

 

 

Item 5.

Other Information

 

43

 

 

 

 

 

Item 6.

Exhibits

 

44

 

 

 

 

 

Signatures

 

 

45

 

2


 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Blue Ridge Bankshares, Inc.

Consolidated Balance Sheets

 

 

(unaudited)

 

 

 

 

(Dollars in thousands except share data)

 

March 31, 2026

 

 

December 31, 2025 (1)

 

ASSETS

 

 

 

 

 

 

Cash and due from banks

 

$

146,608

 

 

$

115,949

 

Federal funds sold

 

 

1,451

 

 

 

1,851

 

Securities available for sale, at fair value

 

 

331,914

 

 

 

332,928

 

Restricted equity investments

 

 

18,405

 

 

 

19,016

 

Other equity investments

 

 

4,952

 

 

 

4,910

 

Other investments

 

 

20,916

 

 

 

20,781

 

Loans held for sale

 

 

 

 

 

14,769

 

Loans held for investment, net of deferred fees and costs

 

 

1,833,899

 

 

 

1,865,717

 

Less: allowance for credit losses

 

 

(19,184

)

 

 

(19,444

)

Loans held for investment, net

 

 

1,814,715

 

 

 

1,846,273

 

Accrued interest receivable

 

 

11,134

 

 

 

10,787

 

Other real estate owned ("OREO")

 

 

1,560

 

 

 

1,683

 

Premises and equipment, net

 

 

21,635

 

 

 

21,549

 

Right-of-use assets

 

 

6,326

 

 

 

6,637

 

Other intangible assets

 

 

2,394

 

 

 

2,642

 

Deferred tax asset, net

 

 

22,586

 

 

 

22,721

 

Other assets

 

 

9,450

 

 

 

10,093

 

Total assets

 

$

2,414,046

 

 

$

2,432,589

 

LIABILITIES & STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

Noninterest-bearing demand

 

$

392,067

 

 

$

398,541

 

Interest-bearing demand and money market

 

 

598,599

 

 

 

612,648

 

Savings

 

 

102,400

 

 

 

100,346

 

Time

 

 

800,008

 

 

 

799,627

 

Total deposits

 

 

1,893,074

 

 

 

1,911,162

 

FHLB borrowings

 

 

150,000

 

 

 

150,000

 

Subordinated notes, net

 

 

14,702

 

 

 

14,716

 

Lease liabilities

 

 

6,906

 

 

 

7,233

 

Dividends payable

 

 

54,055

 

 

 

6,578

 

Other liabilities

 

 

18,345

 

 

 

19,209

 

Total liabilities

 

 

2,137,082

 

 

 

2,108,898

 

Commitments and contingencies (Note 7)

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

 

Common stock, no par value; 150,000,000 shares authorized at March 31, 2026 and December 31, 2025, respectively; and 89,796,993 and 91,475,278 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively

 

 

332,152

 

 

 

331,917

 

Additional paid-in capital

 

 

23,552

 

 

 

23,552

 

Accumulated deficit

 

 

(47,440

)

 

 

(659

)

Accumulated other comprehensive loss, net of tax

 

 

(31,300

)

 

 

(31,119

)

Total stockholders’ equity

 

 

276,964

 

 

 

323,691

 

Total liabilities and stockholders’ equity

 

$

2,414,046

 

 

$

2,432,589

 

(1)
Derived from audited December 31, 2025 Consolidated Financial Statements.

 

See accompanying notes to unaudited consolidated financial statements.

3


 

Blue Ridge Bankshares, Inc.

Consolidated Statements of Operations

(unaudited)

 

 

For the three months ended

 

(Dollars in thousands, except per share data)

 

March 31, 2026

 

 

March 31, 2025

 

INTEREST INCOME

 

 

 

 

 

 

Interest and fees on loans

 

$

25,709

 

 

$

31,154

 

Interest on securities, deposit accounts, and federal funds sold

 

 

3,680

 

 

 

4,196

 

Total interest income

 

 

29,389

 

 

 

35,350

 

INTEREST EXPENSE

 

 

 

 

 

 

Interest on deposits

 

 

10,760

 

 

 

14,192

 

Interest on subordinated notes

 

 

291

 

 

 

736

 

Interest on FHLB borrowings

 

 

1,432

 

 

 

1,432

 

Total interest expense

 

 

12,483

 

 

 

16,360

 

Net interest income

 

 

16,906

 

 

 

18,990

 

Recovery of credit losses - loans

 

 

(600

)

 

 

 

Total recovery of credit losses

 

 

(600

)

 

 

 

Net interest income after recovery of credit losses

 

 

17,506

 

 

 

18,990

 

NONINTEREST INCOME

 

 

 

 

 

 

Service charges on deposit accounts

 

 

632

 

 

 

457

 

Bank and purchase card interchange income, net

 

 

545

 

 

 

567

 

Wealth and trust management fees

 

 

464

 

 

 

454

 

Residential mortgage banking income

 

 

 

 

 

724

 

Fair value adjustments of other equity investments

 

 

66

 

 

 

(73

)

Other

 

 

641

 

 

 

943

 

Total noninterest income

 

 

2,348

 

 

 

3,072

 

NONINTEREST EXPENSE

 

 

 

 

 

 

Salaries and employee benefits

 

 

11,057

 

 

 

12,610

 

Occupancy and equipment

 

 

1,239

 

 

 

1,381

 

Technology and communication

 

 

1,987

 

 

 

2,784

 

Legal and regulatory filings

 

 

582

 

 

 

439

 

Advertising and marketing

 

 

765

 

 

 

191

 

Audit fees

 

 

255

 

 

 

578

 

FDIC insurance

 

 

420

 

 

 

1,097

 

Intangible amortization

 

 

202

 

 

 

244

 

Other contractual services

 

 

202

 

 

 

595

 

Other taxes and assessments

 

 

828

 

 

 

921

 

Other

 

 

1,204

 

 

 

2,111

 

Total noninterest expense

 

 

18,741

 

 

 

22,951

 

Income (loss) before income tax expense

 

 

1,113

 

 

 

(889

)

Income tax expense (benefit)

 

 

277

 

 

 

(455

)

Net income (loss)

 

$

836

 

 

$

(434

)

Basic and diluted earnings (loss) per common share

 

$

0.01

 

 

$

(0.01

)

See accompanying notes to unaudited consolidated financial statements.

4


 

Blue Ridge Bankshares, Inc.

Consolidated Statements of Comprehensive Income (Loss)

(unaudited)

 

 

 

For the three months ended

 

(Dollars in thousands)

 

March 31, 2026

 

 

March 31, 2025

 

Net income (loss)

 

$

836

 

 

$

(434

)

Other comprehensive (loss) income:

 

 

 

 

 

 

Gross unrealized (loss) gain on securities available for sale arising during the period

 

 

(232

)

 

 

5,223

 

Deferred income tax benefit (expense)

 

 

51

 

 

 

(1,417

)

Other comprehensive (loss) income, net of tax

 

 

(181

)

 

 

3,806

 

Comprehensive income

 

$

655

 

 

$

3,372

 

See accompanying notes to unaudited consolidated financial statements.

5


 

Blue Ridge Bankshares, Inc.

Consolidated Statements of Changes in Stockholders’ Equity

(unaudited)

 

 

 

For the three months ended March 31, 2026

 

(Dollars in thousands except share data)

 

Shares of Common Stock

 

 

Common Stock

 

 

Additional Paid-in Capital

 

 

Accumulated Deficit

 

 

Accumulated Other Comprehensive Loss, net

 

 

Total

 

Balance at beginning of period

 

 

91,475,278

 

 

$

331,917

 

 

$

23,552

 

 

$

(659

)

 

$

(31,119

)

 

$

323,691

 

Net income

 

 

 

 

 

 

 

 

 

 

 

836

 

 

 

 

 

 

836

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(181

)

 

 

(181

)

Dividends on common stock

 

 

 

 

 

 

 

 

 

 

 

(47,617

)

 

 

 

 

 

(47,617

)

Restricted stock award grants and related compensation expense

 

 

694,829

 

 

 

272

 

 

 

 

 

 

 

 

 

 

 

 

272

 

Restricted stock award forfeitures and cancellations

 

 

(2,373,114

)

 

 

(37

)

 

 

 

 

 

 

 

 

 

 

 

(37

)

Balance at end of period

 

 

89,796,993

 

 

$

332,152

 

 

$

23,552

 

 

$

(47,440

)

 

$

(31,300

)

 

$

276,964

 

 

 

 

 

For the three months ended March 31, 2025

 

(Dollars in thousands except share data)

 

Shares of Common Stock

 

 

Common Stock

 

 

Additional Paid-in Capital

 

 

Retained Earnings

 

 

Accumulated Other Comprehensive (Loss) Income, net

 

 

Total

 

Balance at beginning of period

 

 

84,972,610

 

 

$

322,791

 

 

$

29,687

 

 

$

17,772

 

 

$

(42,462

)

 

$

327,788

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(434

)

 

 

 

 

 

(434

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,806

 

 

 

3,806

 

Exercises of warrants to purchase common stock

 

 

2,762,000

 

 

 

6,905

 

 

 

 

 

 

 

 

 

 

 

 

6,905

 

Restricted stock award grants and related compensation expense

 

 

96,322

 

 

 

275

 

 

 

 

 

 

 

 

 

 

 

 

275

 

Restricted stock award forfeitures

 

 

(53,083

)

 

 

(51

)

 

 

 

 

 

 

 

 

 

 

 

(51

)

Balance at end of period

 

 

87,777,849

 

 

$

329,920

 

 

$

29,687

 

 

$

17,338

 

 

$

(38,656

)

 

$

338,289

 

See accompanying notes to unaudited consolidated financial statements.

6


 

Blue Ridge Bankshares, Inc.

Consolidated Statements of Cash Flows

(unaudited)

 

 

 

For the three months ended

 

(Dollars in thousands)

 

March 31, 2026

 

 

March 31, 2025

 

Cash Flows From Operating Activities

 

 

 

 

 

 

Net income (loss)

 

$

836

 

 

$

(434

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

368

 

 

 

378

 

Deferred income tax (benefit) expense

 

 

(51

)

 

 

1,417

 

Recovery of credit losses - loans

 

 

(600

)

 

 

 

Accretion of fair value adjustments on acquired loans, time deposits, and subordinated notes

 

 

(178

)

 

 

(426

)

Proceeds from sale of mortgage loans held for sale

 

 

 

 

 

22,849

 

Mortgage loans held for sale, originated

 

 

 

 

 

(22,350

)

Gain on sale of mortgage loans

 

 

 

 

 

(508

)

Fair value adjustments of other equity investments

 

 

(66

)

 

 

73

 

Loss on disposal of premises and equipment, other assets, and other real estate owned

 

 

1

 

 

 

200

 

Investment amortization expense, net

 

 

6

 

 

 

49

 

Intangible amortization

 

 

202

 

 

 

244

 

Increase in accrued interest receivable

 

 

(347

)

 

 

(163

)

Decrease in other assets

 

 

16,055

 

 

 

7,770

 

Decrease in other liabilities

 

 

(1,191

)

 

 

(12,687

)

Cash provided by (used in) operating activities

 

 

15,035

 

 

 

(3,588

)

Cash Flows From Investing Activities

 

 

 

 

 

 

Purchases of securities available for sale

 

 

(11,087

)

 

 

(12,388

)

Proceeds from calls, sales, paydowns, and maturities of securities available for sale

 

 

12,049

 

 

 

4,196

 

Net decrease (increase) in federal funds sold

 

 

400

 

 

 

(887

)

Capital calls on other investments

 

 

(200

)

 

 

(892

)

Net decrease in loans held for investment

 

 

32,323

 

 

 

52,556

 

Proceeds from surrender of bank owned life insurance policies

 

 

 

 

 

212

 

Net change in restricted equity and other investments

 

 

601

 

 

 

457

 

Purchase of premises and equipment

 

 

(457

)

 

 

(25

)

Other investment activities

 

 

224

 

 

 

25

 

Cash provided by investing activities

 

 

33,853

 

 

 

43,254

 

Cash Flows From Financing Activities

 

 

 

 

 

 

Net (decrease) increase in demand, savings, and other interest-bearing deposits

 

 

(18,469

)

 

 

36,773

 

Net increase (decrease) in non-brokered time deposits

 

 

31,910

 

 

 

(23,285

)

Net decrease in brokered time deposits

 

 

(31,530

)

 

 

(63,418

)

Common stock dividends paid on vested performance-based restricted stock awards (“PSAs”)

 

 

(140

)

 

 

 

Warrants exercised

 

 

 

 

 

6,905

 

Cash used in financing activities

 

 

(18,229

)

 

 

(43,025

)

Net increase (decrease) in cash and due from banks

 

 

30,659

 

 

 

(3,359

)

Cash and due from banks at beginning of period

 

 

115,949

 

 

 

175,992

 

Cash and due from banks at end of period

 

$

146,608

 

 

$

172,633

 

 

Supplemental Schedule of Cash Flow Information

 

 

 

 

 

 

Cash paid for:

 

 

 

 

 

 

Interest

 

$

13,489

 

 

$

18,265

 

Income taxes

 

$

 

 

$

1,000

 

Non-cash investing and financing activities:

 

 

 

 

 

 

Unrealized (loss) gains on securities available for sale

 

$

(232

)

 

$

5,223

 

Restricted stock award grants and related compensation expense

 

$

272

 

 

$

275

 

Restricted stock award forfeitures and cancellations

 

$

(37

)

 

$

(51

)

See accompanying notes to unaudited consolidated financial statements.

7


 

Notes to Consolidated Financial Statements (Unaudited)

Note 1 – Organization and Basis of Presentation

Blue Ridge Bankshares, Inc. (the “Company”) conducts its business activities primarily through its wholly-owned subsidiary bank, Blue Ridge Bank, National Association (the “Bank”) and its wealth and trust management subsidiary, BRB Financial Group, Inc. (the “Financial Group”). The Company exists primarily for the purposes of holding the stock of its subsidiaries, the Bank and the Financial Group.

The accompanying unaudited consolidated financial statements of the Company include the accounts of the Bank and the Financial Group and were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and general practices within the banking industry. All significant intercompany balances and transactions have been eliminated in consolidation. These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”).

The Company's significant accounting policies are disclosed in Note 2 of the audited financial statements for the year ended December 31, 2025 included in the 2025 Form 10-K. There have been no significant changes to the application of significant accounting policies since December 31, 2025.

Certain amounts presented in the consolidated financial statements of prior periods have been reclassified to conform to current year presentations. The reclassifications had no effect on net income, net income per share, total assets, total liabilities, or stockholders’ equity as previously reported.

Special Cash Dividend and Warrants

On March 30, 2026, the Company announced a special cash dividend of $0.60 per share of the Company's common stock totaling approximately $54.1 million. The dividend was paid on April 27, 2026 to shareholders of record as of the close of business on April 13, 2026. Also on March 30, 2026, the Company announced that the holders of outstanding warrants to purchase the Company's common stock (the "Warrants") representing a majority of shares of common stock underlying such Warrants approved an amendment and restatement of the Warrants (the "Warrant Amendment"). Pursuant to the Warrant Amendment, in connection with certain cash distributions to holders of the Company's common stock while the Warrants are outstanding, the per share exercise price of each Warrant is reduced by the per share dividend amount in lieu of cash distributions to Warrant holders, including the special cash dividends of $0.25 per share paid in November 2025 and $0.60 per share paid in April 2026. The Company had previously accrued $6.1 million for the November 2025 dividend to be paid if and when the Warrants are exercised. As a result of the Warrant Amendment, the $6.1 million accrual was reversed in the first quarter 2026, and upon execution of the amended and restated Warrants, the strike price of the Warrants reduces to $1.65 per common share.

As a result of the Warrant Amendment, the Company reassessed the classification of its outstanding Warrants under Accounting Standards Codification ("ASC") 815-40, Contracts in an Entity's Own Equity. The Company evaluated the amendment and concluded that the Warrants continue to qualify for equity classification, as the modification did not alter the substantive settlement terms or other key contractual provisions. This assessment included a comparison of the fair value of the Warrants immediately before and after the modification and concluded that the incremental change in fair value was not material; accordingly, no adjustments to the financial statements for the change in the fair value of the Warrants were deemed necessary as of and for the three months ended March 31, 2026.

The table below presents information pertaining to the Warrants as of and for the period stated.

 

 

Warrants Issued April 3, 2024

 

 

Warrants Issued June 13, 2024

 

 

Total Warrants

 

Balance, December 31, 2025

 

 

21,895,999

 

 

 

2,424,000

 

 

 

24,319,999

 

Warrants exercised

 

 

 

 

 

 

 

 

 

Balance, March 31, 2026

 

 

21,895,999

 

 

 

2,424,000

 

 

 

24,319,999

 

Remaining exercise term (years) as of March 31, 2026

 

 

3.01

 

 

 

3.20

 

 

 

 

 

8


 

 

 

 

Warrants Issued April 3, 2024

 

 

Warrants Issued June 13, 2024

 

 

Total Warrants

 

Balance, December 31, 2024

 

 

29,027,999

 

 

 

2,424,000

 

 

 

31,451,999

 

Warrants exercised

 

 

(2,762,000

)

 

 

 

 

 

(2,762,000

)

Balance, March 31, 2025

 

 

26,265,999

 

 

 

2,424,000

 

 

 

28,689,999

 

Recent Accounting Pronouncements (Issued But Not Adopted)

Improvements to Expense Disaggregation Disclosures. In January 2025, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2025-01–Income Statement–Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which amended the effective date of ASU No. 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. The purpose of this ASU is to improve disclosures about a company's expenses and address requests from investors for more detailed information about the types of expenses (including employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements but will result in expanded income statement expense disaggregation disclosures beginning with its financial statements for the year ending December 31, 2027.

No other recent accounting pronouncements issued but not yet effective were deemed to have a material impact on the Company's consolidated financial statements.

Note 2 – Investment Securities and Other Investments

Investment securities classified as available for sale ("AFS") are carried at fair value in the consolidated balance sheets. The following tables present amortized cost, fair values, and gross unrealized gains and losses of investment securities AFS as of the dates stated. The Company had no investment securities classified as held to maturity as of March 31, 2026 or December 31, 2025.

 

 

March 31, 2026

 

(Dollars in thousands)

 

Amortized
Cost

 

 

Gross
Unrealized
Gains

 

 

Gross
Unrealized
Losses

 

 

Fair
Value

 

Available for sale

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage backed securities

 

$

214,477

 

 

$

146

 

 

$

(27,521

)

 

$

187,102

 

U.S. Treasury and agencies

 

 

78,422

 

 

 

 

 

 

(6,345

)

 

 

72,077

 

State and municipal

 

 

49,169

 

 

 

1

 

 

 

(4,976

)

 

 

44,194

 

Corporate bonds

 

 

30,141

 

 

 

143

 

 

 

(1,743

)

 

 

28,541

 

Total investment securities

 

$

372,209

 

 

$

290

 

 

$

(40,585

)

 

$

331,914

 

 


 

 

December 31, 2025

 

(Dollars in thousands)

 

Amortized
Cost

 

 

Gross
Unrealized
Gains

 

 

Gross
Unrealized
Losses

 

 

Fair
Value

 

Available for sale

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage backed securities

 

$

212,436

 

 

$

314

 

 

$

(27,663

)

 

$

185,087

 

U.S. Treasury and agencies

 

 

78,828

 

 

 

 

 

 

(6,290

)

 

 

72,538

 

State and municipal

 

 

49,212

 

 

 

2

 

 

 

(4,730

)

 

 

44,484

 

Corporate bonds

 

 

32,702

 

 

 

102

 

 

 

(1,985

)

 

 

30,819

 

Total investment securities

 

$

373,178

 

 

$

418

 

 

$

(40,668

)

 

$

332,928

 

As of March 31, 2026 and December 31, 2025, securities with a fair value of $169.8 million and $174.3 million, respectively, were pledged to secure the Bank’s borrowings facility with the Federal Home Loan Bank of Atlanta ("FHLB").

9


 

The following table presents the amortized cost and fair value of securities available for sale by contractual maturity as of the date stated. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

March 31, 2026

 

(Dollars in thousands)

 

Amortized
Cost

 

 

Fair
Value

 

Due in one year or less

 

$

14,939

 

 

$

14,742

 

Due after one year through five years

 

 

62,543

 

 

 

58,609

 

Due after five years through ten years

 

 

92,282

 

 

 

83,053

 

Due after ten years

 

 

202,445

 

 

 

175,510

 

Total

 

$

372,209

 

 

$

331,914

 

The following tables present fair values and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, as of the dates stated. The reference point for determining when securities are in an unrealized loss position is period-end; therefore, it is possible that a security's market value exceeded its amortized cost on other days during the past twelve-month period. Excluded from the tables below were securities whose amortized cost equaled their fair value or were in an unrealized gain position totaling $28.7 million and $42.4 million as of March 31, 2026 and December 31, 2025, respectively.

 

 

 

 

 

March 31, 2026

 

 

 

 

 

 

Less than 12 Months

 

 

12 Months or Greater

 

 

Total

 

(Dollars in thousands)

 

Number of Securities

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

Fair
Value

 

 

Unrealized
Losses

 

Mortgage backed securities

 

 

91

 

 

$

21,563

 

 

$

(188

)

 

$

142,382

 

 

$

(27,333

)

 

$

163,945

 

 

$

(27,521

)

U.S. Treasury and agencies

 

 

29

 

 

 

 

 

 

 

 

 

72,070

 

 

 

(6,345

)

 

 

72,070

 

 

 

(6,345

)

State and municipal

 

 

56

 

 

 

1,933

 

 

 

(9

)

 

 

39,143

 

 

 

(4,967

)

 

 

41,076

 

 

 

(4,976

)

Corporate bonds

 

 

30

 

 

 

5,262

 

 

 

(143

)

 

 

20,899

 

 

 

(1,600

)

 

 

26,161

 

 

 

(1,743

)

Total

 

 

206

 

 

$

28,758

 

 

$

(340

)

 

$

274,494

 

 

$

(40,245

)

 

$

303,252

 

 

$

(40,585

)

 

 

 

 

 

 

December 31, 2025

 

 

 

 

 

 

Less than 12 Months

 

 

12 Months or Greater

 

 

Total

 

(Dollars in thousands)

 

Number of Securities

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

Fair
Value

 

 

Unrealized
Losses

 

 

Fair
Value

 

 

Unrealized
Losses

 

Mortgage backed securities

 

 

80

 

 

$

5,889

 

 

$

(16

)

 

$

145,498

 

 

$

(27,647

)

 

$

151,387

 

 

$

(27,663

)

U.S. Treasury and agencies

 

 

29

 

 

 

 

 

 

 

 

 

72,538

 

 

 

(6,290

)

 

 

72,538

 

 

 

(6,290

)

State and municipal

 

 

57

 

 

 

679

 

 

 

(2

)

 

 

39,908

 

 

 

(4,728

)

 

 

40,587

 

 

 

(4,730

)

Corporate bonds

 

 

31

 

 

 

1,743

 

 

 

(159

)

 

 

24,249

 

 

 

(1,826

)

 

 

25,992

 

 

 

(1,985

)

Total

 

 

197

 

 

$

8,311

 

 

$

(177

)

 

$

282,193

 

 

$

(40,491

)

 

$

290,504

 

 

$

(40,668

)

At March 31, 2026 and December 31, 2025, the majority of securities in an unrealized loss position were of investment grade; however, a portion of the portfolio does not have a third-party investment grade available (securities with fair values of $22.7 million and $23.5 million, respectively). These securities were primarily subordinated debt instruments issued by bank holding companies that are classified as corporate bonds in the tables above. The Company evaluated the issuers of these individually, observing that each issuer had strong capital ratios and profitability, thereby indicating limited exposure to asset quality or liquidity issues and resulted in no identifiable credit losses. Contractual cash flows for mortgage backed securities and U.S. Treasury and agencies are guaranteed and/or funded by the U.S. government and government agencies. State and municipal securities showed no indication that the contractual cash flows would not be received when due. The Company does not intend to sell, nor does it believe that it will be required to sell, any of its impaired securities prior to the recovery of the amortized cost. As of March 31, 2026 and December 31, 2025, there was no allowance for credit losses ("ACL") for the Company's securities AFS portfolio. Any impairment that has not been recorded through an ACL is recognized in accumulated other comprehensive income (loss).

Restricted equity investments consisted of stock in the FHLB (carrying value of $8.9 million and $9.1 million as of March 31, 2026 and December 31, 2025, respectively), Federal Reserve Bank of Richmond (“FRB”) stock (carrying value of $9.0 million and $9.4 million as of March 31, 2026 and December 31, 2025), and stock in the Company’s

10


 

correspondent bank (carrying value of $0.5 million at both March 31, 2026 and December 31, 2025). Restricted equity investments are carried at cost.

The Company has various other equity investments, including an investment in a fintech company and limited partnerships, totaling $5.0 million and $4.9 million as of March 31, 2026 and December 31, 2025, respectively.

The Company also holds other investments, primarily in early-stage focused investment funds, which totaled $20.9 million and $20.8 million as of March 31, 2026 and December 31, 2025, respectively, and are reported in other investments on the consolidated balance sheets.

Note 3 – Loans, ACL, and OREO

The following table presents the amortized cost of loans held for investment as of the dates stated.

(Dollars in thousands)

 

March 31,
2026

 

 

December 31,
2025

 

Commercial and industrial

 

$

264,004

 

 

$

271,158

 

Real estate – construction, commercial

 

 

45,831

 

 

 

51,738

 

Real estate – construction, residential

 

 

33,397

 

 

 

31,772

 

Real estate – commercial

 

 

831,794

 

 

 

836,308

 

Real estate – residential

 

 

623,591

 

 

 

636,743

 

Real estate – farmland

 

 

4,451

 

 

 

4,580

 

Consumer

 

 

29,608

 

 

 

32,213

 

Gross loans held for investment

 

 

1,832,676

 

 

 

1,864,512

 

Deferred costs, net of loan fees

 

 

1,223

 

 

 

1,205

 

Total

 

$

1,833,899

 

 

$

1,865,717

 

The Company has pledged certain commercial and residential mortgage loans as collateral for borrowings with the FHLB. Loans totaling $665.7 million and $695.1 million were pledged with the FHLB as of March 31, 2026 and December 31, 2025, respectively. Additionally, the Company has pledged certain construction and commercial and industrial loans totaling $71.1 million and $72.8 million as of March 31, 2026 and December 31, 2025, respectively, as collateral for borrowings with the FRB Discount Window.

The following tables present the aging of the recorded investment of loans held for investment by loan category as of the dates stated.

 

 

March 31, 2026

 

(Dollars in thousands)

 

Current
Loans

 

 

30-59
Days
Past Due

 

 

60-89
Days
Past Due

 

 

Greater than
90 Days Past
Due &
Accruing

 

 

Nonaccrual

 

 

Total
Loans

 

Commercial and industrial

 

$

255,605

 

 

$

927

 

 

$

647

 

 

$

1,408

 

 

$

5,417

 

 

$

264,004

 

Real estate – construction, commercial

 

 

45,366

 

 

 

401

 

 

 

22

 

 

 

 

 

 

42

 

 

 

45,831

 

Real estate – construction, residential

 

 

33,397

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

33,397

 

Real estate – commercial

 

 

825,857

 

 

 

47

 

 

 

 

 

 

 

 

 

5,890

 

 

 

831,794

 

Real estate – residential

 

 

601,193

 

 

 

12,472

 

 

 

2,810

 

 

 

 

 

 

7,116

 

 

 

623,591

 

Real estate – farmland

 

 

4,451

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,451

 

Consumer

 

 

26,760

 

 

 

1,391

 

 

 

303

 

 

 

117

 

 

 

1,037

 

 

 

29,608

 

Deferred costs, net of loan fees

 

 

1,223

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,223

 

Total

 

$

1,793,852

 

 

$

15,238

 

 

$

3,782

 

 

$

1,525

 

 

$

19,502

 

 

$

1,833,899

 

 

 

 

December 31, 2025

 

(Dollars in thousands)

 

Current
Loans

 

 

30-59
Days
Past Due

 

 

60-89
Days
Past Due

 

 

Greater than
90 Days Past
Due &
Accruing

 

 

Nonaccrual

 

 

Total
Loans

 

Commercial and industrial

 

$

261,132

 

 

$

1,099

 

 

$

780

 

 

$

1,508

 

 

$

6,639

 

 

$

271,158

 

Real estate – construction, commercial

 

 

51,397

 

 

 

62

 

 

 

43

 

 

 

 

 

 

236

 

 

 

51,738

 

Real estate – construction, residential

 

 

31,772

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31,772

 

Real estate – commercial

 

 

830,608

 

 

 

49

 

 

 

 

 

 

 

 

 

5,651

 

 

 

836,308

 

Real estate – residential

 

 

616,943

 

 

 

9,840

 

 

 

1,006

 

 

 

1,575

 

 

 

7,379

 

 

 

636,743

 

Real estate – farmland

 

 

4,580

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,580

 

Consumer

 

 

30,122

 

 

 

1,026

 

 

 

290

 

 

 

75

 

 

 

700

 

 

 

32,213

 

Deferred costs, net of loan fees

 

 

1,205

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,205

 

Total

 

$

1,827,759

 

 

$

12,076

 

 

$

2,119

 

 

$

3,158

 

 

$

20,605

 

 

$

1,865,717

 

 

11


 

The following tables present the recorded investment of nonaccrual loans held for investment with and without an ACL by loan category as of the dates stated.

 

 

March 31, 2026

 

(Dollars in thousands)

 

Nonaccrual Loans with No ACL

 

 

Nonaccrual Loans with an ACL

 

 

Total Nonaccrual Loans

 

Commercial and industrial

 

$

1,736

 

 

$

3,681

 

 

$

5,417

 

Real estate – construction, commercial

 

 

 

 

 

42

 

 

 

42

 

Real estate – commercial

 

 

5,553

 

 

 

337

 

 

 

5,890

 

Real estate – residential

 

 

1,602

 

 

 

5,514

 

 

 

7,116

 

Consumer

 

 

 

 

 

1,037

 

 

 

1,037

 

Total

 

$

8,891

 

 

$

10,611

 

 

$

19,502

 

 

 

 

December 31, 2025

 

(Dollars in thousands)

 

Nonaccrual Loans with No ACL

 

 

Nonaccrual Loans with an ACL

 

 

Total Nonaccrual Loans

 

Commercial and industrial

 

$

1,774

 

 

$

4,865

 

 

$

6,639

 

Real estate – construction, commercial

 

 

 

 

 

236

 

 

 

236

 

Real estate – commercial

 

 

5,634

 

 

 

17

 

 

 

5,651

 

Real estate – residential

 

 

1,602

 

 

 

5,777

 

 

 

7,379

 

Consumer loans

 

 

 

 

 

700

 

 

 

700

 

Total

 

$

9,010

 

 

$

11,595

 

 

$

20,605

 

The Company recognized $0 and $0.2 million of interest income on nonaccrual loans during the three months ended March 31, 2026 and 2025, respectively.

The following table presents accrued interest receivable by loan type reversed from interest income associated with loans held for investment that were placed on nonaccrual status for the periods stated.

 

 

For the three months ended March 31,

 

(Dollars in thousands)

 

2026

 

 

2025

 

Commercial and industrial

 

$

9

 

 

$

70

 

Real estate – construction, commercial

 

 

1

 

 

 

 

Real estate – commercial

 

 

30

 

 

 

4

 

Real estate – residential

 

 

27

 

 

 

36

 

Consumer

 

 

17

 

 

 

7

 

Total

 

$

84

 

 

$

117

 

Credit Quality Indicators

The Company segments loans held for investment into risk categories based on relevant information about the expected ability of borrowers to repay debt, such as current financial information, historical payment performance, experience, collateral adequacy, credit documentation, and current economic trends, among other factors. Management assigns loan risk grades by a numerical system as an indication of credit quality of its portfolio of loans held for investment. The Company uses the following definitions for loan risk ratings and periodically evaluates the appropriateness of these ratings across its loan portfolio. Independent third-party loan reviews are performed periodically on the Company's loan portfolio and such reviews validate management's determination of loan risk grades. Bank regulatory agencies also periodically review the Company's loan portfolio, including loan risk grades and may, on occasion, change a grade based on their judgment of the facts at the time of review.

Risk Grade 1 – Strong: This grade is for the strongest of loans. These loans are extended to individuals or businesses where the probability of default is extremely low to the Bank and secured with liquid collateral where the loss given default is unlikely because of the source of repayment such as a lien on a deposit account held at the Bank. Character, credit history, and ability of individuals or company principals are excellent. High liquidity, minimum risk, strong ratios, and low servicing cost are present.

Risk Grade 2 – Minimal: This grade is for loans deemed exceptionally strong. These loans are within established guidelines and where the borrowers have documented significant overall financial strength with consistent and

12


 

predictable cash flows. These loans have excellent sources of repayment, significant balance sheet liquidity, no significant identifiable risk of collection, and conform in all respects to policy, underwriting standards, and federal and state regulations (no exceptions of any kind). In addition, guarantor support, when provided, is deemed as excellent.

Risk Grade 3 – Acceptable: This grade is for loans deemed strong. These loans have adequate sources of repayment, with a minimal identifiable risk of collection. Generally, loans assigned this risk grade will demonstrate the following characteristics: (1) conformity in all respects with policy, guidelines, underwriting standards, and federal and state regulations (no exceptions of any kind), (2) documented historical cash flow that meets or exceeds required minimum guidelines, or that can be supplemented with verifiable cash flow from other sources, and (3) adequate secondary sources to liquidate the debt. In addition, guarantor support, when provided, is deemed strong.

Risk Grade 4 – Satisfactory: This grade is for satisfactory loans containing more but deemed acceptable risk, and where the borrower is deemed as sound. These loans have adequate sources of repayment, with minimal identifiable risk of collection. Loans assigned with this risk grade will demonstrate the following characteristics: (1) general conformity to the Bank's underwriting requirements, with limited exceptions to policy, product, or underwriting guidelines, and all exceptions noted have documented mitigating factors that offset any additional risk associated with the exceptions noted, (2) documented historical cash flow that meets or exceeds required minimum guidelines, or that can be supplemented with verifiable cash flow from other sources, and (3) adequate secondary sources to liquidate the debt. In addition, guarantor support, when provided, is deemed as satisfactory.

Risk Grade 5 – Watch: This grade is for satisfactory loans containing acceptable but elevated risk. These loans are characterized by borrowers who exhibit signs of financial stress or are experiencing unstable or unfavorable change(s) adversely impacting the current or expected financial condition. The borrower's management is considered to be satisfactory; however, the collateral securing the loan may have decreased in value, the debt service coverage ratio is inconsistent or breakeven but mostly positive, and/or guarantor support, if any, is deemed limited or marginal. Loans classified as Watch warrant additional monitoring by management.

Risk Grade 6 – Special Mention: This grade is for loans that have potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the Bank's credit position potentially at a future date. Special Mention loans are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification. Special Mention credits typically do not conform to established guidelines and/or exceptions without mitigating factors, or have emerging weaknesses that may or may not be remedied with the passage of time.

Risk Grade 7 – Substandard: This grade is for loans inadequately protected by the current sound net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans classified as Substandard must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt; characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Loans in this category are characterized by deterioration in quality exhibited by any number of well-defined weaknesses requiring corrective action. The weaknesses may include, but are not limited to: (1) current or expected unprofitable operations, (2) inadequate debt service coverage, (3) declining or inadequate liquidity, (4) improper loan structure, (5) questionable or weak repayment sources, and (6) lack of well-defined secondary repayment source. There is a distinct possibility of loss and the Bank may sustain loss if the deficiencies remain uncorrected.

Risk Grade 8 – Doubtful: Loans classified Doubtful have all the weaknesses inherent in loans classified Substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values highly questionable and improbable. However, these loans are not yet rated as loss because certain events may occur which would salvage the Bank's position, which can include, but are not limited to (1) an injection of capital, (2) alternative financing, and (3) liquidation of assets or the pledging of additional collateral. Doubtful is a temporary grade, where the Bank expects a loss but is presently not quantified with any degree of accuracy. Once the loss position is determined, the amount is recorded and charged off against the ACL.

Risk Grade 9 – Loss: Loans classified Loss are deemed uncollectible and of such little value that continuance as assets held for investment is no longer warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer charging off the worthless loan, even though partial recovery may occur in the future. Probable loss amounts, either principal or interest, deemed uncollectible are charged off promptly against the ACL.

The following table presents the recorded investment of loans held for investment by internal loan risk grade by year of origination as of March 31, 2026. There were no loans classified as doubtful or loss (risk grades 8 and 9, respectively) as of the same date. Also presented are current period gross charge-offs by loan type for the three months ended March 31, 2026. The $1.6 million in current period gross charge-offs of revolving loans were attributable to

13


 

business and consumer credit cards originated through a partnership with a third-party company. The third-party provides limited credit loss protection to the Bank, and upon receipt, credits for losses are reported as recoveries. Since the inception of this partnership in early 2023, the Bank has not experienced a credit loss from this arrangement.

 

 

Term Loans Recorded Investment Basis by Origination Year

 

 

 

 

 

 

 

(Dollars in thousands)

 

2026

 

 

2025

 

 

2024

 

 

2023

 

 

2022

 

 

Prior

 

 

Revolving Loans

 

 

Total

 

Commercial and industrial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

$

12,424

 

 

$

25,488

 

 

$

7,686

 

 

$

9,654

 

 

$

45,869

 

 

$

29,011

 

 

$

90,221

 

 

$

220,353

 

Risk Grades 5 - 6

 

 

550

 

 

 

749

 

 

 

915

 

 

 

433

 

 

 

12,594

 

 

 

5,502

 

 

 

1,457

 

 

 

22,200

 

Risk Grade 7

 

 

 

 

 

 

 

 

973

 

 

 

325

 

 

 

4,661

 

 

 

14,060

 

 

 

1,432

 

 

 

21,451

 

Total

 

 

12,974

 

 

 

26,237

 

 

 

9,574

 

 

 

10,412

 

 

 

63,124

 

 

 

48,573

 

 

 

93,110

 

 

 

264,004

 

Current period gross charge-offs

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

6

 

 

 

474

 

 

 

1,530

 

 

 

2,011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – construction, commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

579

 

 

 

18,876

 

 

 

3,481

 

 

 

1,950

 

 

 

3,953

 

 

 

5,524

 

 

 

62

 

 

 

34,425

 

Risk Grades 5 - 6

 

 

 

 

 

498

 

 

 

 

 

 

 

 

 

42

 

 

 

10,866

 

 

 

 

 

 

11,406

 

Total

 

 

579

 

 

 

19,374

 

 

 

3,481

 

 

 

1,950

 

 

 

3,995

 

 

 

16,390

 

 

 

62

 

 

 

45,831

 

Current period gross charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – construction, residential

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

2,117

 

 

 

25,447

 

 

 

3,437

 

 

 

53

 

 

 

75

 

 

 

137

 

 

 

100

 

 

 

31,366

 

Risk Grades 5 - 6

 

 

 

 

 

413

 

 

 

 

 

 

 

 

 

1,306

 

 

 

 

 

 

 

 

 

1,719

 

Risk Grade 7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

312

 

 

 

 

 

 

 

 

 

312

 

Total

 

 

2,117

 

 

 

25,860

 

 

 

3,437

 

 

 

53

 

 

 

1,693

 

 

 

137

 

 

 

100

 

 

 

33,397

 

Current period gross charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

12,114

 

 

 

77,224

 

 

 

4,202

 

 

 

20,178

 

 

 

213,332

 

 

 

281,436

 

 

 

16,745

 

 

 

625,231

 

Risk Grades 5 - 6

 

 

 

 

 

826

 

 

 

 

 

 

5,001

 

 

 

77,162

 

 

 

80,998

 

 

 

3,778

 

 

 

167,765

 

Risk Grade 7

 

 

 

 

 

2,772

 

 

 

1,552

 

 

 

 

 

 

26,282

 

 

 

8,192

 

 

 

 

 

 

38,798

 

Total

 

 

12,114

 

 

 

80,822

 

 

 

5,754

 

 

 

25,179

 

 

 

316,776

 

 

 

370,626

 

 

 

20,523

 

 

 

831,794

 

Current period gross charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – residential

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

2,810

 

 

 

4,350

 

 

 

2,671

 

 

 

62,656

 

 

 

200,706

 

 

 

275,943

 

 

 

50,836

 

 

 

599,972

 

Risk Grades 5 - 6

 

 

 

 

 

1,014

 

 

 

825

 

 

 

266

 

 

 

922

 

 

 

6,664

 

 

 

386

 

 

 

10,077

 

Risk Grade 7

 

 

 

 

 

560

 

 

 

 

 

 

1,092

 

 

 

4,236

 

 

 

7,077

 

 

 

577

 

 

 

13,542

 

Total

 

 

2,810

 

 

 

5,924

 

 

 

3,496

 

 

 

64,014

 

 

 

205,864

 

 

 

289,684

 

 

 

51,799

 

 

 

623,591

 

Current period gross charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – farmland

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

 

 

 

 

 

 

141

 

 

 

 

 

 

960

 

 

 

2,931

 

 

 

146

 

 

 

4,178

 

Risk Grades 5 - 6

 

 

 

 

 

61

 

 

 

 

 

 

120

 

 

 

 

 

 

92

 

 

 

 

 

 

273

 

Total

 

 

 

 

 

61

 

 

 

141

 

 

 

120

 

 

 

960

 

 

 

3,023

 

 

 

146

 

 

 

4,451

 

Current period gross charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

1,301

 

 

 

4,236

 

 

 

3,378

 

 

 

8,960

 

 

 

3,930

 

 

 

714

 

 

 

5,061

 

 

 

27,580

 

Risk Grades 5 - 6

 

 

 

 

 

37

 

 

 

198

 

 

 

231

 

 

 

298

 

 

 

31

 

 

 

 

 

 

795

 

Risk Grade 7

 

 

 

 

 

3

 

 

 

167

 

 

 

371

 

 

 

528

 

 

 

164

 

 

 

 

 

 

1,233

 

Total

 

 

1,301

 

 

 

4,276

 

 

 

3,743

 

 

 

9,562

 

 

 

4,756

 

 

 

909

 

 

 

5,061

 

 

 

29,608

 

Current period gross charge-offs

 

 

70

 

 

 

 

 

 

43

 

 

 

27

 

 

 

15

 

 

 

5

 

 

 

92

 

 

 

252

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

$

31,345

 

 

$

155,621

 

 

$

24,996

 

 

$

103,451

 

 

$

468,825

 

 

$

595,696

 

 

$

163,171

 

 

$

1,543,105

 

Risk Grades 5 - 6

 

 

550

 

 

 

3,598

 

 

 

1,938

 

 

 

6,051

 

 

 

92,324

 

 

 

104,153

 

 

 

5,621

 

 

 

214,235

 

Risk Grade 7

 

 

 

 

 

3,335

 

 

 

2,692

 

 

 

1,788

 

 

 

36,019

 

 

 

29,493

 

 

 

2,009

 

 

 

75,336

 

Total

 

$

31,895

 

 

$

162,554

 

 

$

29,626

 

 

$

111,290

 

 

$

597,168

 

 

$

729,342

 

 

$

170,801

 

 

$

1,832,676

 

Total current period gross charge-offs

 

$

70

 

 

$

 

 

$

43

 

 

$

28

 

 

$

21

 

 

$

479

 

 

$

1,622

 

 

$

2,263

 

 

14


 

The following table presents the recorded investment of loans held for investment by internal loan risk grade by year of origination as of December 31, 2025. There were no loans classified as loss (risk grade 9) as of the same date.

 

 

Term Loans Recorded Investment Basis by Origination Year

 

 

 

 

 

 

 

(Dollars in thousands)

 

2025

 

 

2024

 

 

2023

 

 

2022

 

 

2021

 

 

Prior

 

 

Revolving Loans

 

 

Total

 

Commercial and industrial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

$

20,395

 

 

$

9,213

 

 

$

9,941

 

 

$

47,850

 

 

$

16,375

 

 

$

20,845

 

 

$

91,849

 

 

$

216,468

 

Risk Grades 5 - 6

 

 

762

 

 

 

408

 

 

 

1,257

 

 

 

20,110

 

 

 

2,817

 

 

 

3,944

 

 

 

2,465

 

 

 

31,763

 

Risk Grade 7

 

 

 

 

 

986

 

 

 

888

 

 

 

5,084

 

 

 

12,395

 

 

 

1,502

 

 

 

1,682

 

 

 

22,537

 

Risk Grade 8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

390

 

 

 

 

 

 

390

 

Total

 

 

21,157

 

 

 

10,607

 

 

 

12,086

 

 

 

73,044

 

 

 

31,587

 

 

 

26,681

 

 

 

95,996

 

 

 

271,158

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – construction, commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

22,147

 

 

 

5,186

 

 

 

2,099

 

 

 

4,001

 

 

 

3,139

 

 

 

3,417

 

 

 

62

 

 

 

40,051

 

Risk Grades 5 - 6

 

 

657

 

 

 

 

 

 

 

 

 

43

 

 

 

677

 

 

 

10,094

 

 

 

 

 

 

11,471

 

Risk Grade 7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5

 

 

 

211

 

 

 

 

 

 

216

 

Total

 

 

22,804

 

 

 

5,186

 

 

 

2,099

 

 

 

4,044

 

 

 

3,821

 

 

 

13,722

 

 

 

62

 

 

 

51,738

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – construction, residential

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

22,609

 

 

 

5,258

 

 

 

495

 

 

 

75

 

 

 

93

 

 

 

48

 

 

 

 

 

 

28,578

 

Risk Grades 5 - 6

 

 

338

 

 

 

 

 

 

 

 

 

2,544

 

 

 

 

 

 

 

 

 

 

 

 

2,882

 

Risk Grade 7

 

 

 

 

 

 

 

 

 

 

 

312

 

 

 

 

 

 

 

 

 

 

 

 

312

 

Total

 

 

22,947

 

 

 

5,258

 

 

 

495

 

 

 

2,931

 

 

 

93

 

 

 

48

 

 

 

 

 

 

31,772

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

75,900

 

 

 

4,500

 

 

 

29,768

 

 

 

209,573

 

 

 

101,178

 

 

 

190,435

 

 

 

17,057

 

 

 

628,411

 

Risk Grades 5 - 6

 

 

830

 

 

 

 

 

 

5,032

 

 

 

79,834

 

 

 

31,472

 

 

 

47,824

 

 

 

3,777

 

 

 

168,769

 

Risk Grade 7

 

 

 

 

 

1,555

 

 

 

 

 

 

29,380

 

 

 

2,519

 

 

 

5,674

 

 

 

 

 

 

39,128

 

Total

 

 

76,730

 

 

 

6,055

 

 

 

34,800

 

 

 

318,787

 

 

 

135,169

 

 

 

243,933

 

 

 

20,834

 

 

 

836,308

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – residential

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

4,382

 

 

 

2,705

 

 

 

65,443

 

 

 

204,911

 

 

 

104,375

 

 

 

181,362

 

 

 

51,559

 

 

 

614,737

 

Risk Grades 5 - 6

 

 

838

 

 

 

831

 

 

 

266

 

 

 

928

 

 

 

1,380

 

 

 

4,914

 

 

 

398

 

 

 

9,555

 

Risk Grade 7

 

 

561

 

 

 

 

 

 

1,099

 

 

 

3,676

 

 

 

1,207

 

 

 

5,354

 

 

 

554

 

 

 

12,451

 

Total

 

 

5,781

 

 

 

3,536

 

 

 

66,808

 

 

 

209,515

 

 

 

106,962

 

 

 

191,630

 

 

 

52,511

 

 

 

636,743

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – farmland

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

 

 

 

142

 

 

 

 

 

 

987

 

 

 

1,186

 

 

 

1,821

 

 

 

166

 

 

 

4,302

 

Risk Grades 5 - 6

 

 

62

 

 

 

 

 

 

123

 

 

 

 

 

 

93

 

 

 

 

 

 

 

 

 

278

 

Total

 

 

62

 

 

 

142

 

 

 

123

 

 

 

987

 

 

 

1,279

 

 

 

1,821

 

 

 

166

 

 

 

4,580

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

 

4,620

 

 

 

4,343

 

 

 

10,430

 

 

 

4,960

 

 

 

620

 

 

 

411

 

 

 

5,293

 

 

 

30,677

 

Risk Grades 5 - 6

 

 

 

 

 

138

 

 

 

190

 

 

 

326

 

 

 

48

 

 

 

18

 

 

 

 

 

 

720

 

Risk Grade 7

 

 

 

 

 

117

 

 

 

241

 

 

 

310

 

 

 

110

 

 

 

38

 

 

 

 

 

 

816

 

Total

 

 

4,620

 

 

 

4,598

 

 

 

10,861

 

 

 

5,596

 

 

 

778

 

 

 

467

 

 

 

5,293

 

 

 

32,213

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Grades 1 - 4

 

$

150,053

 

 

$

31,347

 

 

$

118,176

 

 

$

472,357

 

 

$

226,966

 

 

$

398,339

 

 

$

165,986

 

 

$

1,563,224

 

Risk Grades 5 - 6

 

 

3,487

 

 

 

1,377

 

 

 

6,868

 

 

 

103,785

 

 

 

36,487

 

 

 

66,794

 

 

 

6,640

 

 

 

225,438

 

Risk Grade 7

 

 

561

 

 

 

2,658

 

 

 

2,228

 

 

 

38,762

 

 

 

16,236

 

 

 

12,779

 

 

 

2,236

 

 

 

75,460

 

Risk Grade 8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

390

 

 

 

 

 

 

390

 

Total

 

$

154,101

 

 

$

35,382

 

 

$

127,272

 

 

$

614,904

 

 

$

279,689

 

 

$

478,302

 

 

$

174,862

 

 

$

1,864,512

 

 

15


 

The following tables present an analysis of the change in the ACL by loan segment for the periods stated.

 

 

For the three months ended March 31, 2026

 

(Dollars in thousands)

 

Commercial and industrial

 

 

Real estate – construction, commercial

 

 

Real estate – construction, residential

 

 

Real estate – commercial

 

 

Real estate – residential

 

 

Real estate – farmland

 

 

Consumer

 

 

Total

 

ACL, beginning of period

 

$

4,337

 

 

$

678

 

 

$

264

 

 

$

5,959

 

 

$

7,655

 

 

$

14

 

 

$

537

 

 

$

19,444

 

(Recovery of) provision for credit losses - loans

 

 

(972

)

 

 

(23

)

 

 

(56

)

 

 

317

 

 

 

(54

)

 

 

(2

)

 

 

190

 

 

 

(600

)

Charge-offs

 

 

(2,011

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(252

)

 

 

(2,263

)

Recoveries

 

 

2,492

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

 

 

 

110

 

 

 

2,603

 

Net recoveries (charge-offs)

 

 

481

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

 

 

 

(142

)

 

 

340

 

ACL, end of period

 

$

3,846

 

 

$

655

 

 

$

208

 

 

$

6,276

 

 

$

7,602

 

 

$

12

 

 

$

585

 

 

$

19,184

 

 

 

 

 

For the three months ended March 31, 2025

 

(Dollars in thousands)

 

Commercial and industrial

 

 

Real estate – construction, commercial

 

 

Real estate – construction, residential

 

 

Real estate – commercial

 

 

Real estate – residential

 

 

Real estate – farmland

 

 

Consumer

 

 

Total

 

ACL, beginning of period

 

$

5,767

 

 

$

2,057

 

 

$

540

 

 

$

5,963

 

 

$

7,933

 

 

$

18

 

 

$

745

 

 

$

23,023

 

(Recovery of) provision for credit losses - loans

 

 

(189

)

 

 

(65

)

 

 

12

 

 

 

(240

)

 

 

253

 

 

 

 

 

 

229

 

 

 

 

Charge-offs

 

 

(2,123

)

 

 

 

 

 

 

 

 

(63

)

 

 

(16

)

 

 

 

 

 

(587

)

 

 

(2,789

)

Recoveries

 

 

2,078

 

 

 

 

 

 

 

 

 

338

 

 

 

1

 

 

 

 

 

 

475

 

 

 

2,892

 

Net recoveries (charge-offs)

 

 

(45

)

 

 

 

 

 

 

 

 

275

 

 

 

(15

)

 

 

 

 

 

(112

)

 

 

103

 

ACL, end of period

 

$

5,533

 

 

$

1,992

 

 

$

552

 

 

$

5,998

 

 

$

8,171

 

 

$

18

 

 

$

862

 

 

$

23,126

 

Effective January 1, 2026, the Bank's ACL policy was amended to remove the requirement that special mention loans over $1.0 million be individually evaluated; as a result, six loans totaling $33.9 million were moved to collective evaluation. These loans had no reserves prior to the policy change; however when collectively evaluated in the first quarter of 2026, resulted in approximately $0.3 million of ACL. Other than the preceding change to the Bank's ACL policy, there were no material changes to the assumptions, loss factors (both quantitative and qualitative), or reasonable and supportable forecasts used in the estimation of the ACL and recovery of credit losses for loans held for investment as of and for the three months ended March 31, 2026.

Excluded from the ACL as of both March 31, 2026 and December 31, 2025 were $9.3 million and $9.1 million of accrued interest attributable to loans held for investment, respectively, which is included in accrued interest receivable on the consolidated balance sheets.

The following table presents the amortized cost of collateral-dependent loans that were individually evaluated for credit losses as of the dates stated.

(Dollars in thousands)

 

March 31, 2026

 

 

December 31, 2025

 

Commercial and industrial

 

$

16,890

 

 

$

21,134

 

Real estate – commercial

 

 

21,588

 

 

 

50,525

 

Real estate – residential

 

 

4,416

 

 

 

5,567

 

Total collateral-dependent loans

 

$

42,894

 

 

$

77,226

 

Acquired Loans

As of March 31, 2026 and December 31, 2025, the amortized cost of purchased credit deteriorated ("PCD") loans totaled $28.9 million and $29.8 million, respectively, with an estimated ACL of $0.2 million as of both dates. The remaining non-credit discount on PCD loans was $1.9 million and $2.0 million as of March 31, 2026 and December 31, 2025, respectively.

Troubled Loan Modifications

The Company closely monitors the performance of borrowers experiencing financial difficulty and grants certain loan modifications it would otherwise not consider. The Company refers to such loan modifications as troubled loan modifications ("TLMs").

16


 

The following table presents the amortized cost of loans designated as TLMs, categorized by loan type and type of concession granted, for the periods stated.

 

 

For the three months ended March 31,

 

 

 

2026

 

 

2025

 

(Dollars in thousands)

 

Number of Loans

 

 

Amortized Cost

 

 

% of Amortized Cost to Gross Loans by Category

 

 

Number of Loans

 

 

Amortized Cost

 

 

% of Amortized Cost to Gross Loans by Category

 

Interest forgiven

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – residential

 

 

 

 

$

 

 

 

0.00

%

 

 

1

 

 

$

141

 

 

 

0.02

%

Total interest forgiven

 

 

 

 

$

 

 

 

 

 

 

1

 

 

$

141

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Term extension

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial

 

 

 

 

$

 

 

 

0.00

%

 

 

1

 

 

$

2,024

 

 

 

0.75

%

Total term extension

 

 

 

 

$

 

 

 

 

 

 

1

 

 

$

2,024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment deferral

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – residential

 

 

2

 

 

$

1,503

 

 

 

0.24

%

 

 

 

 

$

 

 

 

0.00

%

Total payment deferral

 

 

2

 

 

$

1,503

 

 

 

 

 

 

 

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

2

 

 

$

1,503

 

 

 

 

 

 

2

 

 

$

2,165

 

 

 

 

The following tables present additional information including the financial effects of TLMs as of and for the periods stated.

 

 

As of and for the three months ended March 31, 2026

 

(Dollars in thousands)

 

Weighted Average Term Extension (Months)

 

 

Weighted Average Payment Deferral

 

 

Weighted Average Interest Forgiven

 

Real estate – residential

 

 

 

 

$

50

 

 

$

 

 

 

 

As of and for the three months ended March 31, 2025

 

(Dollars in thousands)

 

Weighted Average Term Extension (Months)

 

 

Weighted Average Payment Deferral

 

 

Weighted Average Interest Forgiven

 

Commercial and industrial

 

 

20

 

 

$

 

 

$

 

Real estate – residential

 

 

 

 

 

 

 

 

50

 

The following tables present an aging analysis of the amortized cost of loans designated as TLMs as of the dates stated.

 

 

March 31, 2026

 

(Dollars in thousands)

 

Current
Loans

 

 

30-89
Days
Past Due

 

 

Greater than
90 Days Past
Due &
Accruing

 

 

Nonaccrual

 

 

Total

 

Commercial and industrial

 

$

1,035

 

 

$

 

 

$

 

 

$

2,132

 

 

$

3,167

 

Real estate – commercial

 

 

495

 

 

 

 

 

 

 

 

 

 

 

 

495

 

Real estate – residential

 

 

232

 

 

 

1,503

 

 

 

 

 

 

618

 

 

 

2,353

 

Consumer

 

 

 

 

 

 

 

 

 

 

 

5

 

 

 

5

 

Total modified loans

 

$

1,762

 

 

$

1,503

 

 

$

 

 

$

2,755

 

 

$

6,020

 

 

17


 

 

 

 

December 31, 2025

 

(Dollars in thousands)

 

Current
Loans

 

 

30-89
Days
Past Due

 

 

Greater than
90 Days Past
Due &
Accruing

 

 

Nonaccrual

 

 

Total

 

Commercial and industrial

 

$

2,270

 

 

$

 

 

$

 

 

$

2,310

 

 

$

4,580

 

Real estate – commercial

 

 

501

 

 

 

 

 

 

 

 

 

 

 

 

501

 

Real estate – residential

 

 

236

 

 

 

 

 

 

 

 

 

627

 

 

 

863

 

Consumer

 

 

 

 

 

 

 

 

 

 

 

6

 

 

 

6

 

Total modified loans

 

$

3,007

 

 

$

 

 

$

 

 

$

2,943

 

 

$

5,950

 

As of March 31, 2026 and December 31, 2025, there were no unfunded commitments to borrowers with TLMs.

The following table presents the amortized cost of loans designated as TLMs that were modified in the preceding twelve months and had a payment default during the periods stated.

 

 

For the three months ended March 31,

 

 

 

2026

 

 

2025

 

(Dollars in thousands)

 

Number of Loans

 

 

Amortized Cost

 

 

% of Amortized Cost to Gross Loans by Category

 

 

Number of Loans

 

 

Amortized Cost

 

 

% of Amortized Cost to Gross Loans by Category

 

Interest forgiveness

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – residential

 

 

 

 

$

 

 

 

0.00

%

 

 

1

 

 

$

141

 

 

 

0.02

%

Total interest forgiveness

 

 

 

 

$

 

 

 

 

 

 

1

 

 

 

141

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment deferral

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate – residential

 

 

1

 

 

 

251

 

 

 

0.04

%

 

 

1

 

 

 

493

 

 

 

0.08

%

Consumer

 

 

 

 

 

 

 

 

0.00

%

 

 

1

 

 

 

9

 

 

 

0.03

%

Total payment deferral

 

 

1

 

 

$

251

 

 

 

 

 

 

2

 

 

$

502

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

1

 

 

$

251

 

 

 

 

 

 

3

 

 

$

643

 

 

 

 

 

OREO

 

As of March 31, 2026 and December 31, 2025, OREO included a property with a carrying value of $1.3 million that served as collateral for a government guaranteed loan. The guaranteed portion of the loan (90%) was owned by the U.S. Small Business Administration ("SBA"), and the Company is obligated to remit to the SBA its share of the liquidation proceeds upon the sale of the property. Accordingly, the Company recorded a $1.2 million liability, reported in other liabilities on the Company's consolidated balance sheets as both March 31, 2026 and December 31, 2025, representing the SBA's contractual interest in the expected proceeds from the sale of the property.

As of March 31, 2026, eight residential mortgage loans with a total amortized cost of $2.9 million were in the process of foreclosure.

Note 4 – Borrowings

FHLB Borrowings

The Bank had borrowings from the FHLB totaling $150.0 million at both March 31, 2026 and December 31, 2025. The FHLB borrowings required the Bank to hold $8.9 million and $9.1 million of FHLB stock at March 31, 2026 and December 31, 2025, respectively, which is included in restricted equity investments on the consolidated balance sheets.

At March 31, 2026 and December 31, 2025, the Bank also had letters of credit outstanding with the FHLB in the amounts of $70.1 million and $51.2 million, respectively, of which $70.0 million and $50.0 million was for the purpose of collateral for public deposits with the Treasury Board of the Commonwealth of Virginia as of the same respective dates. Outstanding letters of credit reduce the available balance of the borrowing facility with the FHLB.

18


 

At March 31, 2026, 1-4 family residential loans, multi-family residential loans, and commercial real estate loans classified as held for investment with a lendable value of $384.7 million and securities with a lendable value of $161.3 million were pledged for the borrowing facility with the FHLB.

At March 31, 2026 and December 31, 2025, the secured facility totaled $546.0 million and $565.5 million, respectively, based on pledged collateral. Available balances on the FHLB credit facility were $325.9 million and $364.4 million as of March 31, 2026 and December 31, 2025, respectively.

The following table presents information regarding FHLB borrowings outstanding as of both March 31, 2026 and December 31, 2025.

(Dollars in thousands)

 

Balance

 

 

Origination Date

 

Stated Interest Rate

 

 

Maturity Date

Fixed rate credit

 

$

50,000

 

 

3/15/2023

 

 

4.07

%

 

3/15/2027

Fixed rate credit

 

 

50,000

 

 

5/2/2023

 

 

3.87

%

 

5/3/2027

Fixed rate credit

 

 

50,000

 

 

5/4/2023

 

 

3.52

%

 

5/4/2028

Total FHLB borrowings

 

$

150,000

 

 

 

 

 

 

 

 

FRB Borrowings

The Company may obtain advances from the FRB through its Discount Window. Advances through the FRB Discount Window are secured by qualifying pledged construction and commercial and industrial loans. The Company had secured borrowing capacity with the FRB Discount Window of $71.1 million and $72.8 million as of March 31, 2026 and December 31, 2025, respectively, of which the Company had no outstanding advances as of both dates.

Other Borrowings

The Company had an unsecured line of credit with a correspondent bank available for overnight borrowing, which totaled $10.0 million as of both March 31, 2026 and December 31, 2025. This line bears interest at the prevailing rates for such loans and is cancelable any time by the correspondent bank. As of both March 31, 2026 and December 31, 2025, the Company had no outstanding advances on this secured line.

Subordinated Notes

The Company had $14.7 million of subordinated notes, net, outstanding as of both March 31, 2026 and December 31, 2025. Prior to June 1, 2025, the Company's subordinated notes had been comprised of a $15 million issuance in May 2020 maturing June 1, 2030 (the “2030 Note”) and a $25 million issuance in October 2019 maturing October 15, 2029 (the “2029 Notes”).

On June 1, 2025, the Company completed the $15.0 million redemption of the 2030 Note. The interest rate on the 2030 Note was 6.0% up to the redemption date. Interest expense on the 2030 Note was $0 and $0.2 million for the three months ended March 31, 2026 and 2025, respectively.

On July 15, 2025, the Company completed a $10.0 million partial redemption of its 2029 Notes. As of March 31, 2026, the 2029 Notes bore an annual interest rate of 8.0%. As of March 31, 2026, the net carrying amount of the 2029 Notes was $14.7 million, inclusive of a $0.2 million purchase accounting adjustment (premium). For the three months ended March 31, 2026 and 2025, the effective interest rate on the 2029 Notes was 7.92% and 6.31%, respectively, inclusive of the amortization of the purchase accounting adjustment (premium).

Note 5 – Fair Value

The fair value of a financial instrument is the current amount that would be exchanged between willing parties in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques.

The three levels of input that may be used to measure fair value are as follows:

Level 1 –

 

Valuation is based on quoted prices in active markets for identical assets and liabilities.

19


 

Level 2 –

 

Valuation is based on observable inputs including quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets and liabilities in less active markets, and model-based valuation techniques for which significant assumptions can be derived primarily from or corroborated by observable data in the market.

Level 3 –

 

Valuation is based on model-based techniques that use one or more significant inputs or assumptions that are unobservable in the market.

The following tables present the balances of financial assets measured at fair value on a recurring basis as of the dates stated.

 

 

March 31, 2026

 

(Dollars in thousands)

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Securities available for sale

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage backed securities

 

$

187,102

 

 

$

 

 

$

187,102

 

 

$

 

U.S. Treasury and agencies

 

 

72,077

 

 

 

 

 

 

72,077

 

 

 

 

State and municipals

 

 

44,194

 

 

 

 

 

 

44,194

 

 

 

 

Corporate bonds

 

 

28,541

 

 

 

 

 

 

28,541

 

 

 

 

Total securities available for sale

 

$

331,914

 

 

$

 

 

$

331,914

 

 

$

 

Other assets

 

 

 

 

 

 

 

 

 

 

 

 

Rabbi trust assets

 

$

652

 

 

$

652

 

 

$

 

 

$

 

Interest rate swap asset

 

 

335

 

 

 

 

 

 

335

 

 

 

 

Other liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap liability

 

$

381

 

 

$

 

 

$

381

 

 

$

 

 

 

 

December 31, 2025

 

(Dollars in thousands)

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Securities available for sale

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage backed securities

 

$

185,087

 

 

$

 

 

$

185,087

 

 

$

 

U.S. Treasury and agencies

 

 

72,538

 

 

 

 

 

 

72,538

 

 

 

 

State and municipals

 

 

44,484

 

 

 

 

 

 

44,484

 

 

 

 

Corporate bonds

 

 

30,819

 

 

 

 

 

 

30,819

 

 

 

 

Total securities available for sale

 

$

332,928

 

 

$

 

 

$

332,928

 

 

$

 

Other assets

 

 

 

 

 

 

 

 

 

 

 

 

Rabbi trust assets

 

$

682

 

 

$

682

 

 

$

 

 

$

 

Interest rate swap asset

 

 

613

 

 

 

 

 

 

613

 

 

 

 

Other liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap liability

 

$

654

 

 

$

 

 

$

654

 

 

$

 

The following tables summarize assets that were measured at fair value on a nonrecurring basis as of the dates stated.

 

 

March 31, 2026

 

(Dollars in thousands)

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Other equity investments

 

$

4,952

 

 

$

 

 

$

1,946

 

 

$

3,006

 

Collateral-dependent loans

 

 

1,919

 

 

 

 

 

 

 

 

 

1,919

 

OREO

 

 

1,560

 

 

 

 

 

 

 

 

 

1,560

 

 

 

 

December 31, 2025

 

(Dollars in thousands)

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Other equity investments

 

$

4,910

 

 

$

 

 

$

1,904

 

 

$

3,006

 

Collateral-dependent loans

 

 

1,919

 

 

 

 

 

 

 

 

 

1,919

 

Loans held for sale

 

 

14,769

 

 

 

 

 

 

14,769

 

 

 

 

OREO

 

 

1,683

 

 

 

 

 

 

 

 

 

1,683

 

 

20


 

The following tables present quantitative information about Level 3 fair value measurements of assets measured on a nonrecurring basis as of the dates stated.

(Dollars in thousands)

 

Balance as of March 31, 2026

 

 

Unobservable Input

 

Range

 

Other equity investments

 

 

 

 

 

 

 

 

Probability weighted expected return technique

 

$

3,006

 

 

Discount Rate

 

 

20

%

Collateral-dependent loans

 

 

 

 

 

 

 

 

Discounted appraised value technique

 

 

1,919

 

 

Selling Costs

 

 

5

%

OREO

 

 

 

 

 

 

 

 

Discounted appraised value technique

 

 

1,338

 

 

Selling Costs

 

 

7

%

Discounted cash flows technique

 

 

222

 

 

Discount Rate

 

 

20

%

 

(Dollars in thousands)

 

Balance as of December 31, 2025

 

 

Unobservable Input

 

Range

 

Other equity investments

 

 

 

 

 

 

 

 

Probability weighted expected return technique

 

$

3,006

 

 

Discount Rate

 

 

20

%

Collateral-dependent loans

 

 

 

 

 

 

 

 

Discounted appraised value technique

 

 

1,919

 

 

Selling Costs

 

 

5

%

OREO

 

 

 

 

 

 

 

 

Discounted appraised value technique

 

 

1,461

 

 

Selling Costs

 

 

7

%

Discounted cash flows technique

 

 

222

 

 

Discount Rate

 

 

20

%

The following tables present the estimated fair values, related carrying amounts, and valuation level of the financial instruments as of the dates stated.

 

 

March 31, 2026

 

 

 

 

 

 

 

 

 

Fair Value Measurements

 

(Dollars in thousands)

 

Carrying Value

 

 

Fair Value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

146,608

 

 

$

146,608

 

 

$

146,608

 

 

$

 

 

$

 

Federal funds sold

 

 

1,451

 

 

 

1,451

 

 

 

1,451

 

 

 

 

 

 

 

Securities available for sale

 

 

331,914

 

 

 

331,914

 

 

 

 

 

 

331,914

 

 

 

 

Restricted equity investments

 

 

18,405

 

 

 

18,405

 

 

 

 

 

 

18,405

 

 

 

 

Other equity investments

 

 

4,952

 

 

 

4,952

 

 

 

 

 

 

1,946

 

 

 

3,006

 

Other investments

 

 

20,916

 

 

 

20,916

 

 

 

 

 

 

 

 

 

20,916

 

Loans held for investment, net

 

 

1,814,715

 

 

 

1,762,500

 

 

 

 

 

 

 

 

 

1,762,500

 

Accrued interest receivable

 

 

11,134

 

 

 

11,134

 

 

 

 

 

 

11,134

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing demand

 

$

392,067

 

 

$

392,067

 

 

$

392,067

 

 

$

 

 

$

 

Interest-bearing demand and money market

 

 

598,599

 

 

 

598,599

 

 

 

 

 

 

598,599

 

 

 

 

Savings

 

 

102,400

 

 

 

102,400

 

 

 

 

 

 

102,400

 

 

 

 

Time

 

 

800,008

 

 

 

801,177

 

 

 

 

 

 

801,177

 

 

 

 

FHLB borrowings

 

 

150,000

 

 

 

150,831

 

 

 

 

 

 

150,831

 

 

 

 

Subordinated notes, net

 

 

14,702

 

 

 

13,903

 

 

 

 

 

 

 

 

 

13,903

 

 

21


 

 

 

December 31, 2025

 

 

 

 

 

 

 

 

 

Fair Value Measurements

 

(Dollars in thousands)

 

Carrying Value

 

 

Fair Value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

115,949

 

 

$

115,949

 

 

$

115,949

 

 

$

 

 

$

 

Federal funds sold

 

 

1,851

 

 

 

1,851

 

 

 

1,851

 

 

 

 

 

 

 

Securities available for sale

 

 

332,928

 

 

 

332,928

 

 

 

 

 

 

332,928

 

 

 

 

Restricted equity investments

 

 

19,016

 

 

 

19,016

 

 

 

 

 

 

19,016

 

 

 

 

Other equity investments

 

 

4,910

 

 

 

4,910

 

 

 

 

 

 

1,904

 

 

 

3,006

 

Other investments

 

 

20,781

 

 

 

20,781

 

 

 

 

 

 

 

 

 

20,781

 

Loans held for sale

 

 

14,769

 

 

 

14,769

 

 

 

 

 

 

14,769

 

 

 

 

Loans held for investment, net

 

 

1,846,273

 

 

 

1,786,730

 

 

 

 

 

 

 

 

 

1,786,730

 

Accrued interest receivable

 

 

10,787

 

 

 

10,787

 

 

 

 

 

 

10,787

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing demand

 

$

398,541

 

 

$

398,541

 

 

$

398,541

 

 

$

 

 

$

 

Interest-bearing demand and money market

 

 

612,648

 

 

 

612,648

 

 

 

 

 

 

612,648

 

 

 

 

Savings

 

 

100,346

 

 

 

100,346

 

 

 

 

 

 

100,346

 

 

 

 

Time

 

 

799,627

 

 

 

802,308

 

 

 

 

 

 

802,308

 

 

 

 

FHLB borrowings

 

 

150,000

 

 

 

150,116

 

 

 

 

 

 

150,116

 

 

 

 

Subordinated notes, net

 

 

14,716

 

 

 

13,905

 

 

 

 

 

 

 

 

 

13,905

 

 

Note 6 – Minimum Regulatory Capital Requirements

Banks and bank holding companies are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, financial institutions must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. A financial institution's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Pursuant to the final rules implementing the Basel Committee on Banking Supervision's capital guidelines for U.S. banks, banks must hold a capital conservation buffer of 2.50% above the adequately capitalized risk-based capital ratios for all ratios, except the tier 1 leverage ratio. If a banking organization dips into its capital conservation buffer, it is subject to limitations on certain activities, including payment of dividends, share repurchases, and discretionary compensation to certain officers. Federal and state banking regulations place certain restrictions on dividends paid by the Company.

Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized; although, these terms are not used to represent overall financial condition. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required.

The Company adopted ASC 326, Financial Instruments - Credit Losses (referred to herein as "current expected credit losses" or "CECL") effective January 1, 2023. Federal and state banking regulations allow financial institutions to irrevocably elect to phase-in the after-tax cumulative effect adjustment to retained earnings (the "CECL Transitional Amount") over a three-year period. The three-year phase-in of the CECL Transitional Amount to regulatory capital was 25%, 50%, and 25% in 2023, 2024, and 2025, respectively. The Bank made this irrevocable election effective with its first quarter 2023 call report. The CECL Transitional Amount was $8.1 million and was fully phased in as a reduction to the regulatory capital amounts and ratios as of March 31, 2026, compared to a $6.1 million reduction as of December 31, 2025.

The following tables present the capital ratios to which banks are subject to be adequately and well capitalized, as well as the capital and capital ratios for the Bank as of the dates stated. Adequately capitalized ratios include the

22


 

conservation buffer, if applicable. The following tables also include the capital adequacy ratios to which bank holding companies are subject.

 

 

March 31, 2026

 

 

 

Actual

 

 

For Capital Adequacy Purposes

 

 

To Be Well Capitalized

 

(Dollars in thousands)

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

Total risk based capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

286,488

 

 

 

16.47

%

 

$

182,643

 

 

 

10.50

%

 

$

173,945

 

 

 

10.00

%

Blue Ridge Bankshares, Inc.

 

$

327,867

 

 

 

18.67

%

 

$

140,489

 

 

 

8.00

%

 

n/a

 

 

n/a

 

Tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

266,647

 

 

 

15.33

%

 

$

147,847

 

 

 

8.50

%

 

$

139,150

 

 

 

8.00

%

Blue Ridge Bankshares, Inc.

 

$

296,223

 

 

 

16.87

%

 

$

105,355

 

 

 

6.00

%

 

n/a

 

 

n/a

 

Common equity tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

266,647

 

 

 

15.33

%

 

$

121,757

 

 

 

7.00

%

 

$

113,060

 

 

 

6.50

%

Blue Ridge Bankshares, Inc.

 

$

296,223

 

 

 

16.87

%

 

$

79,016

 

 

 

4.50

%

 

n/a

 

 

n/a

 

Tier 1 leverage (to average assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

266,647

 

 

 

11.01

%

 

$

96,874

 

 

 

4.00

%

 

$

121,093

 

 

 

5.00

%

Blue Ridge Bankshares, Inc.

 

$

296,223

 

 

 

12.13

%

 

$

97,683

 

 

 

4.00

%

 

n/a

 

 

n/a

 

 

 

 

December 31, 2025

 

 

 

Actual

 

 

For Capital Adequacy Purposes

 

 

To Be Well Capitalized

 

(Dollars in thousands)

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

Total risk based capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

339,784

 

 

 

19.16

%

 

$

186,188

 

 

 

10.50

%

 

$

177,322

 

 

 

10.00

%

Blue Ridge Bankshares, Inc.

 

$

370,984

 

 

 

20.69

%

 

$

143,427

 

 

 

8.00

%

 

n/a

 

 

n/a

 

Tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

322,320

 

 

 

18.18

%

 

$

150,724

 

 

 

8.50

%

 

$

141,858

 

 

 

8.00

%

Blue Ridge Bankshares, Inc.

 

$

344,604

 

 

 

19.22

%

 

$

107,570

 

 

 

6.00

%

 

n/a

 

 

n/a

 

Common equity tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

322,320

 

 

 

18.18

%

 

$

124,125

 

 

 

7.00

%

 

$

115,259

 

 

 

6.50

%

Blue Ridge Bankshares, Inc.

 

$

344,604

 

 

 

19.22

%

 

$

80,677

 

 

 

4.50

%

 

n/a

 

 

n/a

 

Tier 1 leverage (to average assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

322,320

 

 

 

13.04

%

 

$

98,859

 

 

 

4.00

%

 

$

123,574

 

 

 

5.00

%

Blue Ridge Bankshares, Inc.

 

$

344,604

 

 

 

13.81

%

 

$

99,777

 

 

 

4.00

%

 

n/a

 

 

n/a

 

The decline in the capital amounts and capital ratios for both the Bank and the Company as of March 31, 2026 was primarily a result of the aforementioned special cash dividend declared in the first quarter of 2026.

Note 7 – Commitments and Contingencies

In the ordinary course of operations, the Company offers various financial products to its customers to meet their credit and liquidity needs. These instruments involve elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets. The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instruments for commitments to extend credit and stand-by letters of credit written is represented by the contractual amount of these instruments. The Company uses the same credit policies in making commitments and conditional commitments as it does for on-balance sheet commitments.

Subject to its normal credit standards and risk monitoring procedures, the Company makes contractual commitments to extend credit. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. Since many of the commitments may expire without being completely drawn upon, the total commitment amounts do not necessarily represent future cash requirements. As of March 31, 2026 and December 31, 2025, the Company had outstanding loan commitments of $253.6 million and $247.2 million, respectively. Of these amounts, $35.6 million and $35.2 million were unconditionally cancelable at the sole discretion of the Company as of the same respective dates.

Conditional commitments are issued by the Company in the form of financial stand-by letters of credit, which guarantee payment to the underlying beneficiary (i.e., third party) if the customer fails to meet its designated financial obligation. As of March 31, 2026 and December 31, 2025, commitments under outstanding financial stand-by letters of credit totaled $6.1 million and $6.3 million, respectively. The credit risk of issuing stand-by letters of credit can be greater than the risk involved in extending loans to customers.

23


 

For the three months ended March 31, 2026 and 2025, the Company did not record a provision for credit losses for unfunded commitments. The reserve for unfunded commitments, which is included in other liabilities on the consolidated balance sheets, was $0.8 million as of both March 31, 2026 and December 31, 2025.

The Company has investments in various partnerships and limited liability companies. Pursuant to these investments, the Company commits to an investment amount that may be fulfilled in future periods. At March 31, 2026 and December 31, 2025, the Company had future commitments outstanding totaling $4.7 million and $4.9 million, respectively, related to these investments.

Note 8 – Stock-Based Compensation

The Company has granted restricted stock awards (“time-based RSAs”) to employees and directors, and PSAs to employees, under equity incentive plans that have been approved by the Company's shareholders. Time-based RSAs are measured at grant-date fair value, based on the market price of the Company's common stock on the grant date, and the compensation expense is recognized on a straight-line basis over the requisite service period, which is generally three years. Time-based RSAs carry voting rights and nonforfeitable rights to dividends. PSAs vest at the end of a specified performance period contingent upon the Company's achievement of financial performance goals. Compensation expense for PSAs is recognized over the performance period when achievement of the performance condition is considered probable, with periodic adjustments made as necessary. The performance goals for PSAs are generally based on a profitability measure for the Company, as established by the Company's board of directors, or a committee thereof. PSAs carry voting rights and rights to dividends that are paid only if and when the PSAs vest.

 

Stock-based compensation expense, reported as a component of salaries and employee benefits in the consolidated statements of operations, was $0.8 million and $0.3 million for the three months ended March 31, 2026 and 2025, respectively.

Total unrecognized compensation expense related to time-based RSAs and PSAs as of March 31, 2026 totaled $5.1 million. The ultimate amount of expense recognized is dependent upon the achievement of performance goals, which are generally established for specific fiscal years.

 

The following table presents the activity in time-based RSAs and PSAs as of the dates and for the periods stated.

 

 

Time-based RSAs

 

 

PSAs

 

 

 

Shares

 

 

Weighted Average Fair Value

 

 

Shares

 

 

Weighted Average Fair Value

 

Shares unvested and outstanding, December 31, 2025

 

 

469,920

 

 

$

3.44

 

 

 

3,453,259

 

 

$

3.63

 

Canceled (1)

 

 

 

 

 

 

 

 

(680,000

)

 

 

3.54

 

Granted

 

 

14,829

 

 

 

4.40

 

 

 

680,000

 

 

 

3.95

 

Vested (2)

 

 

(176,329

)

 

 

3.61

 

 

 

(566,668

)

 

 

3.54

 

Forfeited (3)

 

 

(78,490

)

 

 

2.86

 

 

 

(1,474,478

)

 

 

3.64

 

Shares unvested and outstanding, March 31, 2026

 

 

229,930

 

 

$

3.57

 

 

 

1,412,113

 

 

$

3.83

 

 

 

(1) Canceled shares are the result of plan limitations and/or award design.

 

(2) Of vested shares, shares totaling 140,146 were withheld as payment of taxes for the three months ended March 31, 2026.

 

(3) Unvested shares are forfeited upon separation of service or due to not meeting performance condition(s).

 

 

 

 

Note 9 – Earnings Per Share

The following table shows the calculation of basic and diluted earnings per share ("EPS"), the weighted average number of shares outstanding used in computing EPS, the effect on the weighted average number of shares outstanding

24


 

of dilutive potential common stock for the periods stated, and the weighted average number of securities excluded from the computation of diluted EPS because their effects would have been anti-dilutive.

 

 

For the three months ended March 31,

 

(Dollars in thousands, except per share data)

 

2026

 

 

2025

 

Net income (loss)

 

$

836

 

 

$

(434

)

 

 

 

 

 

 

 

Weighted average common shares outstanding, basic

 

 

88,343,128

 

 

 

86,003,226

 

Potentially dilutive securities

 

 

 

 

 

 

PSAs

 

 

179,047

 

 

 

 

Warrants

 

 

11,235,761

 

 

 

 

Weighted average common shares outstanding, dilutive

 

 

99,757,936

 

 

 

86,003,226

 

 

 

 

 

 

 

 

Basic and diluted earnings (loss) per common share

 

$

0.01

 

 

$

(0.01

)

 

 

 

 

 

 

 

Weighted average anti-dilutive securities excluded from diluted EPS

 

 

 

 

 

 

PSAs

 

 

 

 

 

7,720

 

Stock options

 

 

19,079

 

 

 

63,828

 

Warrants

 

 

 

 

 

8,216,508

 

Total weighted average anti-dilutive securities

 

 

19,079

 

 

 

8,288,056

 

 

Note 10 – Segment Reporting

Until March 2025, the Company operated through three reportable business segments: bank and financial group (formerly referred to as commercial banking), holding company activities, and mortgage banking. The bank and financial group business segment originates loans to and generates deposits from individuals and businesses, and offers a broad range of financial services to its customers. Holding company or parent level activities are primarily associated with investments, borrowings, and certain noninterest expenses. The mortgage banking segment was sold in March 2025. As a result of the disposition, the remaining business segments were aggregated and reported in total to the Company's Chief Operating Decision Maker (the "CODM"). The CODM now evaluates performance on a Company-wide basis.

The CODM evaluates the Company's performance based on net income (loss) and other measures of profitability, in order to evaluate staffing levels, assess resources for allocation to projects, and make informed decisions on whether the Company's activities should be modified to align with the Company’s overall near- and long-term strategies. The CODM is regularly provided with revenue and expense information at a level consistent with that disclosed in the Company's consolidated statements of operations.

Note 11 – Legal Matters

In the ordinary course of operations, the Company is party to legal proceedings. Based upon information currently available, management believes that such legal proceedings, in the aggregate and excluding those noted below, will not have a material adverse effect on the Company’s business, financial condition, results of operations, or cash flows.

On December 20, 2024, a former Deputy Bank Secrecy Act Officer and manager at the Bank filed suit against the Company and the Company’s and the Bank’s Chief Executive Officer, in the Circuit Court of the City of Richmond (Virginia) alleging that she was retaliated against and constructively discharged in violation of the Virginia Whistleblower Protection Act, Va. Code § 40.1-27.3, and Bowman v. State Bank of Keysville, 331 S.E.2d 797 (Va. 1985). On December 30, 2024, the Company removed the matter to the United States District Court for the Eastern District of Virginia, where it subsequently filed a motion to dismiss. On July 18, 2025, the court granted the Company’s motion to dismiss. The case caption in the district court is Porter v. Blue Ridge Bankshares, Inc. (No. 3:24-cv-909 (E.D. Va.)). On August 15, 2025, the plaintiff appealed the dismissal of her claims to the U.S. Court of Appeals for the Fourth Circuit, Case No. 25-1970, asserting various violations of law. The Company believes the plaintiff’s claims are without merit and will continue to defend itself vigorously in the matter.

25


 

Note 12 – Subsequent Events

The special cash dividend of $0.60 per share of the Company’s common stock declared on March 30, 2026, totaling approximately $54.1 million, was paid on April 27, 2026 to shareholders of record as of the close of business on April 13, 2026.

26


 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

The following presents management’s discussion and analysis of the Company’s consolidated financial condition and the results of the Company's operations. This discussion should be read in conjunction with the unaudited consolidated financial statements and the notes thereto included in this Form 10-Q and the audited consolidated financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 (the 2025 Form 10-K). Results of operations for the three months ended March 31, 2026 are not necessarily indicative of the results of operations for the balance of 2026, or for any other period. As used in this report, the terms “the Company,” “we,” “us,” and “our” refer to Blue Ridge Bankshares, Inc. and its consolidated subsidiaries. The term “Bank” refers to Blue Ridge Bank, National Association.

Cautionary Note About Forward-Looking Statements

The Company makes certain forward-looking statements in this Form 10-Q that are subject to risks and uncertainties. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of management’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words of similar meaning. The Company cautions that the forward-looking statements are based largely on management’s expectations and are subject to a number of known and unknown risks and uncertainties that may change based on factors which are, in many instances, beyond its control. Actual results, performance, or achievements could differ materially from those contemplated, expressed, or implied by the forward-looking statements.

The following factors, among others, could cause the Company’s financial performance to differ materially from that expressed in such forward-looking statements:

the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations;
the effects of, and changes in, the macroeconomic environment and financial market conditions, including monetary and fiscal policies, interest rates, and inflation;
reputational risk and potential adverse reactions of the Company’s customers, suppliers, employees, or other business partners;
the quality and composition of the Company’s loan and investment portfolios, including changes in the level of the Company’s nonperforming assets and charge-offs;
the Company’s management of risks inherent in its loan portfolio, the credit quality of its borrowers, and the risk of a prolonged downturn in the real estate market, which could impair the value of the Company’s collateral and its ability to sell collateral upon any foreclosure;
the ability to maintain adequate liquidity by growing and retaining deposits and secondary funding sources, especially if the Company's or its industry's reputation becomes damaged;
the emergence of digital assets and payment stablecoins, and evolving legislative or regulatory frameworks, which could alter deposit flows, competition, and credit intermediation and, in turn, adversely affect the Company’s funding, liquidity, or overall financial performance;
the ability to maintain capital levels adequate to support the Company's business;
the ability of the Company to implement cost-saving initiatives and efficiency measures, as well as increase earning assets, in order to yield acceptable levels of profitability;
the ability to generate sufficient future taxable income for the Company to realize its deferred tax assets, including the net operating loss carryforward;
the usage of advances and changes in technological and social media to develop timely and competitive products and services, and the acceptance of these products and services by new and existing customers;
the willingness of users to substitute competitors’ products and services for the Company’s products and services;

27


 

the impact of unanticipated outflows of deposits;
potential exposure to fraud, negligence, computer theft, and cyber-crime;
adverse developments in the financial industry generally, such as bank failures, responsive measures to mitigate and manage such developments, supervisory and regulatory actions and costs, and related impacts on customer and client behavior;
changing bank regulatory conditions, policies or programs, whether arising as new legislation or regulatory initiatives, that could lead to restrictions on activities of banks generally, or the Bank in particular, more restrictive regulatory capital requirements, increased costs, including deposit insurance premiums, regulation or prohibition of certain income producing activities or changes in the secondary market for loans and other products;
political developments, including government shutdowns and other significant disruptions and changes in the funding, size, scope and effectiveness of the federal government, its agencies and services;
the impact of changes in financial services policies, laws, and regulations, including laws, regulations, and policies concerning taxes, banking, securities, real estate and insurance, and the application thereof by bank regulatory bodies and the three branches of the federal government;
the effect of changes in accounting standards, policies, and practices as may be adopted from time to time;
estimates of the fair value and other accounting values, subject to impairment assessments, of certain of the Company’s assets and liabilities;
geopolitical conditions, including acts or threats of terrorism and/or military conflicts, or actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, which could impact business and economic conditions in the United States and abroad;
the economic impact of duties, tariffs, or other barriers or restrictions on trade, any retaliatory countermeasures, and the volatility and uncertainty arising therefrom;
the occurrence or continuation of widespread health emergencies or pandemics, significant natural disasters, severe weather conditions, floods, and other catastrophic events;
the Company’s involvement in, and the outcome of, any litigation, legal proceedings, or enforcement actions that may be instituted against the Company; and
other risks and factors identified in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections and elsewhere in the 2025 Form 10-K and in this Form 10-Q and in filings the Company makes from time to time with the Securities and Exchange Commission (“SEC”).

The foregoing factors should not be considered exhaustive and should be read together with other cautionary statements that are included in the 2025 Form 10-K and this Form 10-Q, including those discussed in the section entitled "Risk Factors" in those filings. If one or more of the factors affecting forward-looking information and statements proves incorrect, then actual results, performance, or achievements could differ materially from those expressed in, or implied by, forward-looking information and statements contained in this Form 10-Q. Therefore, the Company cautions not to place undue reliance on its forward-looking information and statements. The Company will not update the forward-looking statements to reflect actual results or changes in the factors affecting the forward-looking statements. New risks and uncertainties may emerge from time to time, and it is not possible for the Company to predict their occurrence or how these risks and uncertainties will affect it.

Special Cash Dividend and Warrants

On March 30, 2026, the Company announced a special cash dividend of $0.60 per share of the Company's common stock totaling approximately $54.1 million. The dividend was paid on April 27, 2026 to shareholders of record as of the close of business on April 13, 2026. Also on March 30, 2026, the Company announced that the holders of outstanding warrants to purchase the Company's common stock (the "Warrants") representing a majority of shares of common stock underlying such Warrants approved an amendment and restatement of the Warrants (the "Warrant Amendment"). Pursuant to the Warrant Amendment, in connection with certain cash distributions to holders of the Company's common stock while the Warrants are outstanding, the per share exercise price of each Warrant is reduced by the per share dividend amount in lieu of cash distributions to Warrant holders, including the special cash dividends of $0.25 per share

28


 

paid in November 2025 and $0.60 per share paid in April 2026. The Company had previously accrued $6.1 million for the November 2025 dividend to be paid if and when the Warrants are exercised. As a result of the Warrant Amendment, the $6.1 million accrual was reversed in the first quarter 2026, and upon execution of the amended and restated Warrants, the strike price of the Warrants reduces to $1.65 per common share.

The table below presents information pertaining to the Warrants as of and for the period stated.

 

 

Warrants Issued April 3, 2024

 

 

Warrants Issued June 13, 2024

 

 

Total Warrants

 

Balance, December 31, 2025

 

 

21,895,999

 

 

 

2,424,000

 

 

 

24,319,999

 

Warrants exercised

 

 

 

 

 

 

 

 

 

Balance, March 31, 2026

 

 

21,895,999

 

 

 

2,424,000

 

 

 

24,319,999

 

Remaining exercise term (years) as of March 31, 2026

 

 

3.01

 

 

 

3.20

 

 

 

 

 

 

 

Warrants Issued April 3, 2024

 

 

Warrants Issued June 13, 2024

 

 

Total Warrants

 

Balance, December 31, 2024

 

 

29,027,999

 

 

 

2,424,000

 

 

 

31,451,999

 

Warrants exercised

 

 

(2,762,000

)

 

 

 

 

 

(2,762,000

)

Balance, March 31, 2025

 

 

26,265,999

 

 

 

2,424,000

 

 

 

28,689,999

 

General

There were no changes to the Critical Accounting Policies disclosed in Item 7 of the 2025 Form 10-K.

Certain amounts presented in the consolidated financial statements of prior periods have been reclassified to conform to current year presentations. The reclassifications had no effect on net income, net income per share, total assets, total liabilities, or stockholders’ equity as previously reported.

Comparison of Financial Condition as of March 31, 2026 and December 31, 2025

Total assets were $2.41 billion as of March 31, 2026, a decrease of $18.5 million from $2.43 billion as of December 31, 2025. Most of this decrease was attributable to a $31.8 million decline in loans held for investment and a $14.8 million decline in loans held for sale, partially offset by an increase in cash and due from banks, which increased $30.7 million from December 31, 2025. Included in the reduction of loans held for investment in the first quarter of 2026 were payoffs and paydowns of $24.1 million of out-of-market loans. The decline in loans held for sale reflects the Company's complete exit from its indirect fintech lending activities in the first quarter. The allowance for credit losses ("ACL") was $19.2 million and $19.4 million as of March 31, 2026 and December 31, 2025, respectively.

Total deposits were $1.89 billion as of March 31, 2026, a net decrease of $18.1 million from December 31, 2025. The decline in the first quarter of 2026 was primarily due to a $31.5 million decrease in brokered time deposits. Excluding the decline in brokered deposits, deposits increased $13.4 million in the first quarter of 2026.

Total stockholders’ equity decreased by $46.7 million to $277.0 million as of March 31, 2026, from $323.7 million at December 31, 2025, primarily due to the special cash dividend ($54.1 million) announced March 30, 2026, partially offset by a $6.1 million reversal of accrued dividends due to the aforementioned Warrant Amendment.

Comparison of Results of Operations for the Three Months Ended March 31, 2026 and 2025

For the three months ended March 31, 2026, the Company reported net income of $0.8 million, or $0.01 per diluted common share, compared to net loss of $0.4 million, or ($0.01) per diluted common share, for the same period of 2025. Net income for the first quarter of 2026 included after-tax expenses of $1.3 million related to the transition of executive officers. Net income for the first quarter of 2026 when excluding these transition expenses was $2.1 million, or $0.02 per diluted common share. Net loss for the first quarter of 2025 included after-tax severance costs of $0.5 million and an after-tax $0.2 million loss on the sale of the mortgage division.

Net Interest Income. Net interest income is the excess of interest earned on loans, investments, and other interest-earning assets less the interest paid on deposits and borrowings and is the Company’s primary revenue source. Net interest income is thereby affected by overall balance sheet size, changes in interest rates, and changes in the mix of

29


 

investments, loans, deposits, and borrowings. Net interest income for the three months ended March 31, 2026 was $16.9 million, a decline of $2.1 million from the same respective period in 2025, primarily due to a decline in average loan balances.

The following table presents the average balance sheets for the three months ended March 31, 2026 and 2025. Also shown are the amounts of interest earned on interest-earning assets, with related tax-equivalent yields, and interest expense on interest-bearing liabilities, with related rates, as well as a volume and rate analysis of changes in net interest income for the periods stated.

 

 

Average Balances, Income and Expense, Yields and Rates

 

 

 

 

 

 

 

 

 

For the three months ended March 31,

 

 

 

 

 

 

2026

 

 

2025

 

 

Total
Increase/

 

 

Increase/(Decrease)
Due to

 

(Dollars in thousands)

 

Average
Balance

 

 

Interest

 

 

Yield/
Rate (1)

 

 

Average
Balance

 

 

Interest

 

 

Yield/
Rate (1)

 

 

(Decrease)

 

 

Volume (2)

 

 

Rate (2)

 

Average Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxable securities

 

$

343,777

 

 

$

2,531

 

 

 

2.94

%

 

$

325,076

 

 

$

2,420

 

 

 

2.98

%

 

$

111

 

 

$

139

 

 

$

(28

)

Tax-exempt securities (3)

 

 

12,076

 

 

 

94

 

 

 

3.11

%

 

 

12,475

 

 

 

81

 

 

 

2.60

%

 

 

13

 

 

 

(3

)

 

 

16

 

     Total securities

 

 

355,853

 

 

 

2,625

 

 

 

2.95

%

 

 

337,551

 

 

 

2,501

 

 

 

2.96

%

 

 

124

 

 

 

137

 

 

 

(13

)

Interest-earning deposits in other banks

 

 

126,250

 

 

 

1,063

 

 

 

3.37

%

 

 

162,771

 

 

 

1,698

 

 

 

4.17

%

 

 

(635

)

 

 

(381

)

 

 

(254

)

Federal funds sold

 

 

1,342

 

 

 

13

 

 

 

3.87

%

 

 

1,385

 

 

 

15

 

 

 

4.33

%

 

 

(2

)

 

 

(0

)

 

 

(2

)

Loans held for sale

 

 

4,693

 

 

 

314

 

 

 

26.76

%

 

 

29,455

 

 

 

1,366

 

 

 

18.55

%

 

 

(1,052

)

 

 

(1,148

)

 

 

96

 

Loans held for investment (4,5,6)

 

 

1,846,535

 

 

 

25,395

 

 

 

5.50

%

 

 

2,089,563

 

 

 

29,788

 

 

 

5.70

%

 

 

(4,393

)

 

 

(3,465

)

 

 

(928

)

Total average interest-earning assets

 

 

2,334,673

 

 

 

29,410

 

 

 

5.04

%

 

 

2,620,725

 

 

 

35,368

 

 

 

5.40

%

 

 

(5,958

)

 

 

(4,858

)

 

 

(1,100

)

Less: allowance for credit losses

 

 

(19,272

)

 

 

 

 

 

 

 

 

(22,747

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total noninterest-earning assets

 

 

108,089

 

 

 

 

 

 

 

 

 

123,736

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total average assets

 

$

2,423,490

 

 

 

 

 

 

 

 

$

2,721,714

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Liabilities and Stockholders’ Equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing demand, money market, and savings

 

$

700,423

 

 

$

3,035

 

 

 

1.73

%

 

$

720,034

 

 

$

3,350

 

 

 

1.86

%

 

$

(315

)

 

$

(91

)

 

$

(224

)

Time (7)

 

 

807,942

 

 

 

7,725

 

 

 

3.82

%

 

 

989,486

 

 

 

10,842

 

 

 

4.38

%

 

 

(3,117

)

 

 

(1,989

)

 

 

(1,128

)

Total interest-bearing deposits

 

 

1,508,365

 

 

 

10,760

 

 

 

2.85

%

 

 

1,709,520

 

 

 

14,192

 

 

 

3.32

%

 

 

(3,432

)

 

 

(2,080

)

 

 

(1,352

)

FHLB borrowings

 

 

150,000

 

 

 

1,432

 

 

 

3.82

%

 

 

150,000

 

 

 

1,432

 

 

 

3.82

%

 

 

 

 

 

 

 

 

 

Subordinated notes and other borrowings (8)

 

 

14,713

 

 

 

291

 

 

 

7.91

%

 

 

39,794

 

 

 

736

 

 

 

7.40

%

 

 

(445

)

 

 

(464

)

 

 

19

 

Total average interest-bearing liabilities

 

 

1,673,078

 

 

 

12,483

 

 

 

2.98

%

 

 

1,899,314

 

 

 

16,360

 

 

 

3.45

%

 

 

(3,877

)

 

 

(2,544

)

 

 

(1,333

)

Noninterest-bearing demand deposits

 

 

388,303

 

 

 

 

 

 

 

 

 

458,157

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other noninterest-bearing liabilities

 

 

37,719

 

 

 

 

 

 

 

 

 

34,559

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

324,390

 

 

 

 

 

 

 

 

 

329,684

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total average liabilities and stockholders’ equity

 

$

2,423,490

 

 

 

 

 

 

 

 

$

2,721,714

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income and margin (9)

 

 

 

 

$

16,927

 

 

 

2.90

%

 

 

 

 

$

19,008

 

 

 

2.90

%

 

$

(2,081

)

 

$

(2,313

)

 

$

232

 

Cost of funds (10)

 

 

 

 

 

 

 

 

2.42

%

 

 

 

 

 

 

 

 

2.78

%

 

 

 

 

 

 

 

 

 

Net interest spread (11)

 

 

 

 

 

 

 

 

2.05

%

 

 

 

 

 

 

 

 

1.95

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Annualized.

 

(2) Change in income/expense due to both volume and rate has been allocated in proportion to the absolute dollar amounts of the change in each.

 

(3) Computed on a fully taxable equivalent basis assuming a 21.96% and 22.32% income tax rate for the three months ended March 31, 2026 and 2025, respectively.

 

(4) Includes deferred loan fees/costs.

 

(5) Non-accrual loans have been included in the computations of average loan balances.

 

(6) Includes accretion of fair value adjustments (discounts) on acquired loans of $165 thousand and $366 thousand for the three months ended March 31, 2026 and 2025, respectively.

 

(7) Includes amortization of fair value adjustments (premiums) on assumed time deposits of $1 thousand and $35 thousand for the three months ended March 31, 2026 and 2025, respectively.

 

(8) Includes amortization of fair value adjustments (premiums) on assumed subordinated notes of $14 thousand and $25 thousand for the three months ended March 31, 2026 and 2025, respectively.

 

(9) Net interest margin is net interest income divided by average interest-earning assets.

 

(10) Cost of funds is total interest expense divided by total interest-bearing liabilities and non-interest bearing demand deposits.

 

(11) Net interest spread is the yield on average interest-earning assets less the cost of average interest-bearing liabilities.

 

Average balances of interest-earning assets decreased $286.1 million to $2.33 billion for the three months ended March 31, 2026 compared to $2.62 billion for the same period of 2025. Relative to the year-ago period, this decrease primarily reflected lower average balances of loans held for investment and lower average loans held for sale, reflective of the Company's exit of its indirect fintech lending partnerships, in addition to lower average interest-earning deposits in other banks. The yield on average loans held for investment was 5.50% and 5.70% for the first quarters of 2026 and 2025, respectively. The decline in yield on loans held for investment was primarily due to a decline in higher yielding out-of-market loans and lower accretion of discounts on acquired loans. Accretion of discounts on acquired loans had a four and seven basis point positive effect on yield on loans held for investment for the same respective periods. Interest income for the three months ended March 31, 2026 and 2025 included accretion of discounts on acquired loans of $0.2 million and $0.4 million, respectively.

Average balances of interest-bearing liabilities decreased $226.2 million to $1.67 billion for the three months ended March 31, 2026 compared to $1.90 billion for the same period of 2025. The decline relative to the year-ago period was primarily due to a $138.8 million reduction of brokered deposits, reported in time deposits, and a $25.1 million reduction in borrowings attributable to the Company's redemption of a portion of its subordinated notes.

Cost of funds was 2.42% for the first quarter of 2026 compared to 2.78% for the first quarter of 2025, while cost of deposits was 2.27% and 2.62%, for the same respective periods. Lower cost of funds and deposits in the first quarter of

30


 

2026 relative to the year-ago periods were primarily due to the reduction in brokered deposits and partial redemption of the Company's subordinated notes. Cost of deposits, excluding brokered deposits, was 1.97% for the first quarter of 2026 compared to 2.19% for the first quarter of 2025.

Net interest income (on a taxable equivalent basis) for the three months ended March 31, 2026 was $16.9 million compared to $19.0 million for the same period in 2025. Interest income declined $6.0 million to $29.4 million for the three months ended March 31, 2026 from $35.4 million for the three months ended March 31, 2025, while interest expense declined $3.9 million to $12.5 million from $16.4 million for the same respective periods. Net interest margin remained unchanged at 2.90% for the first quarters of 2026 and 2025.

Recovery of Credit Losses. A recovery of credit losses of $0.6 million was reported for the three months ended March 31, 2026, whereas none was reported for the three months ended March 31, 2025. The recovery of credit losses for the first quarter of 2026 was primarily due to loan portfolio balance reductions of $31.8 million and $0.3 million of net loan recoveries, including an $0.8 million recovery on a loan charged off in 2022.

Noninterest Income. The following tables present a summary of noninterest income and the dollar and percentage change for the periods presented.

 

 

For the three months ended

 

 

 

 

 

 

 

(Dollars in thousands)

 

March 31, 2026

 

 

March 31, 2025

 

 

Change $

 

 

Change %

 

Service charges on deposit accounts

 

$

632

 

 

$

457

 

 

$

175

 

 

 

38.3

%

Bank and purchase card interchange income, net

 

 

545

 

 

 

567

 

 

 

(22

)

 

 

(3.9

%)

Wealth and trust management fees

 

 

464

 

 

 

454

 

 

 

10

 

 

 

2.2

%

Residential mortgage banking income

 

 

 

 

 

724

 

 

 

(724

)

 

 

(100.0

%)

Fair value adjustments of other equity investments

 

 

66

 

 

 

(73

)

 

 

139

 

 

 

(190.4

%)

Other

 

 

641

 

 

 

943

 

 

 

(302

)

 

 

(32.0

%)

Total noninterest income

 

$

2,348

 

 

$

3,072

 

 

$

(724

)

 

 

(23.6

%)

 

The Company reported higher service charges on deposit accounts during the three months ended March 31, 2026 compared to 2025, primarily due to the execution of a project in early 2025 to more closely align products and pricing with competitors in the markets in which the Bank operates. The decline in residential mortgage banking income for the same comparative periods was attributable to the sale of the mortgage division late in the first quarter of 2025. The $0.2 million loss on the sale of the mortgage division was included in other noninterest income in the 2025 period. Additionally, the decline in other noninterest income for the 2026 period compared to 2025 was primarily driven by lower income from the Company's other investments.

Noninterest Expense. The following tables present a summary of noninterest expense and the dollar and percentage change for the periods stated.

 

 

For the three months ended

 

 

 

 

 

 

 

(Dollars in thousands)

 

March 31, 2026

 

 

March 31, 2025

 

 

Change $

 

 

Change %

 

Salaries and employee benefits

 

$

11,057

 

 

$

12,610

 

 

$

(1,553

)

 

 

(12.3

%)

Occupancy and equipment

 

 

1,239

 

 

 

1,381

 

 

 

(142

)

 

 

(10.3

%)

Technology and communication

 

 

1,987

 

 

 

2,784

 

 

 

(797

)

 

 

(28.6

%)

Legal and regulatory filings

 

 

582

 

 

 

439

 

 

 

143

 

 

 

32.6

%

Advertising and marketing

 

 

765

 

 

 

191

 

 

 

574

 

 

 

300.5

%

Audit fees

 

 

255

 

 

 

578

 

 

 

(323

)

 

 

(55.9

%)

FDIC insurance

 

 

420

 

 

 

1,097

 

 

 

(677

)

 

 

(61.7

%)

Intangible amortization

 

 

202

 

 

 

244

 

 

 

(42

)

 

 

(17.2

%)

Other contractual services

 

 

202

 

 

 

595

 

 

 

(393

)

 

 

(66.1

%)

Other taxes and assessments

 

 

828

 

 

 

921

 

 

 

(93

)

 

 

(10.1

%)

Other

 

 

1,204

 

 

 

2,111

 

 

 

(907

)

 

 

(43.0

%)

Total noninterest expense

 

$

18,741

 

 

$

22,951

 

 

$

(4,210

)

 

 

(18.3

%)

Noninterest expense decreased $4.2 million to $18.7 million for the three months ended March 31, 2026, from the same period of 2025. The decline relative to the prior period was primarily due to the termination of the consent order with the Bank's primary regulator, under which the Bank was operating until it was terminated in the fourth quarter of

31


 

2025. Lower expenses resulting from the consent order termination were primarily in salaries and benefits, as the number of full-time employees declined by 70 full-time employees, or approximately 20%, since March 31, 2025, and lower technology costs, other contractual services, audit fees, and Federal Deposit Insurance Corporation ("FDIC") insurance premiums. Included in salaries and employee benefits expense for the three months ended March 31, 2026 and 2025 were executive officer transition and severance costs of $1.7 million and $0.7 million, respectively. The decrease in other noninterest expense in the first quarter 2026 compared to the same period of 2025 was primarily due to lower third-party loan servicing costs and losses on loans previously sold.

Income Tax Expense. For the three months ended March 31, 2026, the effective income tax rate was 24.9% compared to 51.2% for the three months ended March 31, 2025. The effective income tax rate for the three months ended March 31, 2026 included the effect of limitations on the tax deductibility of certain costs. The higher effective income tax rate in the 2025 period included the effect of a $0.3 million favorable adjustment related to a change in the state tax rate applied to the accumulated unrealized loss on the available for sale securities portfolio.

Analysis of Financial Condition

Loan Portfolio. The Company makes loans to commercial entities and to individuals. Loan terms vary as to interest rate, repayment, and collateral requirements based on the type of loan and the creditworthiness of the borrower. Credit risk tends to be geographically concentrated in that a majority of the loans are to borrowers located in the markets served by the Company. All loans are underwritten within specific lending policy guidelines that are established to maximize the Company’s profitability within an acceptable level of business risk.

The following table presents the Company’s loan portfolio by category of loan and the percentage of loans in each category to total loans as of the dates stated.

 

 

March 31, 2026

 

 

December 31, 2025

 

(Dollars in thousands)

 

Amount

 

 

Percent

 

 

Amount

 

 

Percent

 

Commercial and industrial

 

$

264,004

 

 

 

14.4

%

 

$

271,158

 

 

 

14.5

%

Real estate – construction, commercial

 

 

45,831

 

 

 

2.5

%

 

 

51,738

 

 

 

2.8

%

Real estate – construction, residential

 

 

33,397

 

 

 

1.8

%

 

 

31,772

 

 

 

1.7

%

Real estate – commercial

 

 

831,794

 

 

 

45.4

%

 

 

836,308

 

 

 

44.9

%

Real estate – residential

 

 

623,591

 

 

 

34.0

%

 

 

636,743

 

 

 

34.2

%

Real estate – farmland

 

 

4,451

 

 

 

0.2

%

 

 

4,580

 

 

 

0.2

%

Consumer

 

 

29,608

 

 

 

1.6

%

 

 

32,213

 

 

 

1.7

%

Gross loans held for investment

 

 

1,832,676

 

 

 

100.0

%

 

 

1,864,512

 

 

 

100.0

%

Deferred costs, net of loan fees

 

 

1,223

 

 

 

 

 

 

1,205

 

 

 

 

Gross loans held for investment, net of deferred costs

 

 

1,833,899

 

 

 

 

 

 

1,865,717

 

 

 

 

Less: allowance for credit losses

 

 

(19,184

)

 

 

 

 

 

(19,444

)

 

 

 

Net loans

 

$

1,814,715

 

 

 

 

 

$

1,846,273

 

 

 

 

Loans held for sale
   (not included in totals above)

 

$

 

 

 

 

 

$

14,769

 

 

 

 

 

The Company has pledged certain qualifying loans as collateral for borrowings. Commercial and residential mortgages totaling $665.7 million and $695.1 million were pledged with the Federal Home Loan Bank of Atlanta ("FHLB") as of March 31, 2026 and December 31, 2025, respectively. The Company pledged as collateral for borrowings with the Federal Reserve Bank of Richmond (“FRB”) Discount Window certain construction and commercial and industrial loans totaling $71.1 million and $72.8 million as of March 31, 2026 and December 31, 2025, respectively.

32


 

The following table presents the Company’s portfolio of commercial real estate loans by property type as of the dates stated.

 

 

March 31, 2026

 

 

December 31, 2025

 

(Dollars in thousands)

 

Amount

 

 

Percent

 

 

Amount

 

 

Percent

 

Commercial real estate – owner occupied

 

$

185,240

 

 

 

22.3

%

 

$

178,270

 

 

 

21.3

%

Commercial real estate – non-owner occupied

 

 

 

 

 

 

 

 

 

 

 

 

Hospitality

 

 

155,641

 

 

 

18.7

%

 

 

154,077

 

 

 

18.4

%

Multi-family

 

 

207,721

 

 

 

25.0

%

 

 

217,130

 

 

 

26.0

%

Retail

 

 

91,859

 

 

 

11.0

%

 

 

94,821

 

 

 

11.3

%

Office

 

 

55,324

 

 

 

6.7

%

 

 

55,650

 

 

 

6.7

%

Mixed use

 

 

43,380

 

 

 

5.2

%

 

 

42,886

 

 

 

5.1

%

Warehouse and industrial

 

 

39,798

 

 

 

4.8

%

 

 

40,136

 

 

 

4.8

%

Other

 

 

52,831

 

 

 

6.4

%

 

 

53,338

 

 

 

6.4

%

Total real estate – commercial

 

$

831,794

 

 

 

100.0

%

 

$

836,308

 

 

 

100.0

%

 

While the Federal Reserve has reduced the target Fed Funds rate by 175 basis points from a recent peak, the current lending environment for commercial real estate (“CRE”) loans has heightened risk due to a higher interest rate environment than had existed when the majority of the Company's loans may have been originated. Potential negative impacts may include higher debt service burdens for floating rate loans and fixed rate loans originated in a lower rate environment that reprice or mature, requiring renewal or refinancing. As these loans mature, they may be repriced at higher interest rates leading to increased debt service costs that can strain borrowers' ability to meet payment obligations. In some cases, the higher cost of refinancing may lead to loan defaults, particularly if property cash flows have not increased relatively.

 

Additionally, collateral values overall may be impaired by higher capitalization rates, further complicating refinancing efforts and increasing credit risk to the Bank. Certain CRE collateral types have experienced declining occupancy, demand, and rental rates, which could potentially lead to material declines in property level economics and further weaken borrowers' ability to service their debt.

The Bank’s credit administration department led by the Chief Risk Officer performs periodic analyses of emerging trends by geography and property type where the Bank has larger concentrations by CRE property type. These analyses include all real estate property types and geographic markets represented in the loan portfolio and are provided to the Bank's board of directors to assess whether the CRE lending strategy and risk appetite continue to be appropriate, considering changes in local market conditions and the Bank’s exposure to collateral type concentrations. Also, concentration limits by real estate collateral type are approved and monitored by the Bank's board of directors. As of March 31, 2026, the Bank was in compliance with all limits.

The following table presents the remaining maturities, based on contractual maturity, by loan type and by rate type (variable or fixed), as of March 31, 2026. Loans shown in the one year or less column are term loans that have a stated maturity date within twelve months. Variable rate loans reprice at various intervals (monthly or quarterly) and the rate is tied to a published index such as the Fed Prime rate, U.S. Treasury bond indices, or the Secured Overnight Funding Rate.

 

 

 

 

 

 

 

 

Variable rate

 

 

Fixed rate

 

(Dollars in thousands)

 

Total Maturities

 

 

One Year
or Less

 

 

Total

 

 

1-5 years

 

 

5-15 years

 

 

More than 15 years

 

 

Total

 

 

1-5 years

 

 

5-15 years

 

 

More than 15 years

 

Commercial and industrial

 

$

264,004

 

 

$

33,241

 

 

$

129,512

 

 

$

105,515

 

 

$

22,947

 

 

$

1,050

 

 

$

101,251

 

 

$

43,679

 

 

$

40,198

 

 

$

17,374

 

Real estate – construction, commercial

 

 

45,831

 

 

 

15,872

 

 

 

22,600

 

 

 

14,320

 

 

 

3,320

 

 

 

4,960

 

 

 

7,359

 

 

 

6,680

 

 

 

679

 

 

 

 

Real estate – construction, residential

 

 

33,397

 

 

 

22,782

 

 

 

2,815

 

 

 

2,503

 

 

 

 

 

 

312

 

 

 

7,800

 

 

 

5,194

 

 

 

 

 

 

2,606

 

Real estate – commercial

 

 

831,794

 

 

 

121,088

 

 

 

420,438

 

 

 

90,460

 

 

 

148,331

 

 

 

181,647

 

 

 

290,268

 

 

 

207,191

 

 

 

74,193

 

 

 

8,884

 

Real estate – residential

 

 

623,591

 

 

 

12,984

 

 

 

362,065

 

 

 

27,364

 

 

 

63,287

 

 

 

271,414

 

 

 

248,542

 

 

 

30,930

 

 

 

24,775

 

 

 

192,837

 

Real estate – farmland

 

 

4,451

 

 

 

1,468

 

 

 

1,882

 

 

 

91

 

 

 

212

 

 

 

1,579

 

 

 

1,101

 

 

 

295

 

 

 

113

 

 

 

693

 

Consumer loans

 

 

29,608

 

 

 

1,935

 

 

 

4,273

 

 

 

4,245

 

 

 

28

 

 

 

 

 

 

23,400

 

 

 

20,743

 

 

 

2,657

 

 

 

 

Gross loans

 

$

1,832,676

 

 

$

209,370

 

 

$

943,585

 

 

$

244,498

 

 

$

238,125

 

 

$

460,962

 

 

$

679,721

 

 

$

314,712

 

 

$

142,615

 

 

$

222,394

 

Allowance for Credit Losses. In determining the adequacy of the Company’s ACL, management makes estimates based on facts available at the time the ACL is determined. Such estimation requires significant judgment at the time made. Management believes that the Company’s ACL was adequate as of March 31, 2026 and December 31, 2025. There can be no assurance, however, that adjustments to the ACL will not be required in the future. Changes in the economic assumptions underlying management’s estimates and judgments, adverse developments in the economy, on a national basis or in the Company’s market area, and changes in the circumstances of particular borrowers are criteria,

33


 

among others that could increase the level of the ACL required, resulting in charges to the provision for credit losses for loans. In addition, bank regulatory agencies periodically review the Bank's ACL and may require an increase in the ACL or the recognition of further loan charge-offs, based on their judgment of the facts at the time of their review that may differ than that of management.

The following tables present an analysis of the change in the ACL by loan type as of and for the periods stated.

 

 

For the three months ended March 31, 2026

 

(Dollars in thousands)

 

Commercial and industrial

 

 

Real estate – construction, commercial

 

 

Real estate – construction, residential

 

 

Real estate – commercial

 

 

Real estate – residential

 

 

Real estate – farmland

 

 

Consumer

 

 

Total

 

ACL, beginning of period

 

$

4,337

 

 

$

678

 

 

$

264

 

 

$

5,959

 

 

$

7,655

 

 

$

14

 

 

$

537

 

 

$

19,444

 

(Recovery of) provision for credit losses - loans

 

 

(972

)

 

 

(23

)

 

 

(56

)

 

 

317

 

 

 

(54

)

 

 

(2

)

 

 

190

 

 

 

(600

)

Charge-offs

 

 

(2,011

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(252

)

 

 

(2,263

)

Recoveries

 

 

2,492

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

 

 

 

110

 

 

 

2,603

 

Net recoveries (charge-offs)

 

 

481

 

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

 

 

 

(142

)

 

 

340

 

ACL, end of period

 

$

3,846

 

 

$

655

 

 

$

208

 

 

$

6,276

 

 

$

7,602

 

 

$

12

 

 

$

585

 

 

$

19,184

 

Ratio of net recoveries (charge-offs) to average loans outstanding

 

 

0.17

%

 

 

0.00

%

 

 

0.00

%

 

 

0.00

%

 

 

0.00

%

 

 

0.00

%

 

 

-0.47

%

 

 

0.02

%

 

 

 

 

For the three months ended March 31, 2025

 

(Dollars in thousands)

 

Commercial and industrial

 

 

Real estate – construction, commercial

 

 

Real estate – construction, residential

 

 

Real estate – commercial

 

 

Real estate – residential

 

 

Real estate – farmland

 

 

Consumer

 

 

Total

 

ACL, beginning of period

 

$

5,767

 

 

$

2,057

 

 

$

540

 

 

$

5,963

 

 

$

7,933

 

 

$

18

 

 

$

745

 

 

$

23,023

 

Provision for (recovery of) credit losses - loans

 

 

(189

)

 

 

(65

)

 

 

12

 

 

 

(240

)

 

 

253

 

 

 

 

 

 

229

 

 

 

 

Charge-offs

 

 

(2,123

)

 

 

 

 

 

 

 

 

(63

)

 

 

(16

)

 

 

 

 

 

(587

)

 

 

(2,789

)

Recoveries

 

 

2,271

 

 

 

 

 

 

 

 

 

338

 

 

 

1

 

 

 

 

 

 

282

 

 

 

2,892

 

Net recoveries (charge-offs)

 

 

148

 

 

 

 

 

 

 

 

 

275

 

 

 

(15

)

 

 

 

 

 

(305

)

 

 

103

 

ACL, end of period

 

$

5,726

 

 

$

1,992

 

 

$

552

 

 

$

5,998

 

 

$

8,171

 

 

$

18

 

 

$

669

 

 

$

23,126

 

Ratio of net recoveries (charge-offs) to average loans outstanding

 

 

0.16

%

 

 

0.00

%

 

 

0.00

%

 

 

0.14

%

 

 

-0.01

%

 

 

0.00

%

 

 

-2.71

%

 

 

0.02

%

Of the $2.3 million and $2.8 million of loan charge-offs for the three months ended March 31, 2026, and 2025, respectively, $1.6 million and $2.0 million for the same respective periods were attributable to business and consumer credit cards originated through a partnership with a third-party company. The third-party provides limited credit loss protection to the Bank, and upon receipt, credits for losses are reported as recoveries. Since the inception of this partnership in early 2023, the Bank has not experienced a credit loss from this arrangement.

The ACL includes specific reserves for individually evaluated loans and a general allowance applicable to loans pooled by loan categories; however, management has allocated the ACL by loan type to provide an indication of the relative risk characteristics of the loan portfolio. The allocation is an estimate and should not be interpreted as an indication that charge-offs will occur in these amounts or that the allocation indicates future trends, and does not restrict the usage of the allowance for any specific loan or category. The following table presents the allocation of the ACL by loan category and the percentage of loans in each category to total loans as of the dates stated.

 

 

March 31, 2026

 

 

December 31, 2025

 

(Dollars in thousands)

 

ACL Amount

 

 

% of
Loans

 

 

ACL Amount

 

 

% of
Loans

 

Commercial and industrial

 

$

3,846

 

 

 

14.4

%

 

$

4,337

 

 

 

14.5

%

Real estate – construction, commercial

 

 

655

 

 

 

2.5

%

 

 

678

 

 

 

2.8

%

Real estate – construction, residential

 

 

208

 

 

 

1.8

%

 

 

264

 

 

 

1.7

%

Real estate – commercial

 

 

6,276

 

 

 

45.4

%

 

 

5,959

 

 

 

44.9

%

Real estate – residential

 

 

7,602

 

 

 

34.0

%

 

 

7,655

 

 

 

34.2

%

Real estate – farmland

 

 

12

 

 

 

0.2

%

 

 

14

 

 

 

0.2

%

Consumer

 

 

585

 

 

 

1.6

%

 

 

537

 

 

 

1.7

%

      Total

 

$

19,184

 

 

 

100.0

%

 

$

19,444

 

 

 

100.0

%

 

34


 

Nonperforming Assets. The following table presents a summary of nonperforming assets and various measures as of the dates stated.

(Dollars in thousands)

 

March 31, 2026

 

 

December 31, 2025

 

Nonaccrual loans held for investment

 

$

19,502

 

 

$

20,605

 

Loans past due 90 days and still accruing

 

 

1,525

 

 

 

3,158

 

Total nonperforming loans

 

$

21,027

 

 

$

23,763

 

Other real estate owned ("OREO")

 

 

1,560

 

 

 

1,683

 

Total nonperforming assets

 

$

22,587

 

 

$

25,446

 

Loans held for investment

 

$

1,833,899

 

 

$

1,865,717

 

Total assets

 

$

2,414,046

 

 

$

2,432,589

 

ACL on loans held for investment

 

$

19,184

 

 

$

19,444

 

ACL to loans held for investment

 

 

1.05

%

 

 

1.04

%

ACL to nonaccrual loans

 

 

98.37

%

 

 

94.37

%

ACL to nonperforming loans

 

 

91.24

%

 

 

81.82

%

Nonaccrual loans to loans held for investment

 

 

1.06

%

 

 

1.10

%

Nonperforming loans to loans held for investment

 

 

1.15

%

 

 

1.27

%

Nonperforming loans to total assets

 

 

0.87

%

 

 

0.98

%

Nonperforming assets to total assets

 

 

0.94

%

 

 

1.05

%

Loans are generally placed into nonaccrual status when they are past due 90 days or more as to either principal or interest or when, in the opinion of management, the collection of principal and/or interest is in doubt. A loan remains in nonaccrual status until the loan is current as to payment of both principal and interest or past due less than 90 days and the borrower demonstrates the ability to pay and remain current for a sustained period of time, generally six months, or when the loan otherwise becomes well-secured and in the process of collection. When cash payments are received, they are applied to principal first, then to accrued interest. It is the Company's policy not to record interest income on nonaccrual loans until the loan has returned to accrual status. In certain instances, accruing loans that are past due 90 days or more as to principal or interest may not be placed on nonaccrual status, if the Company determines that the loans are well-secured and are in the process of collection. The decline in nonperforming loans and the related ratios above for March 31, 2026 from December 31, 2025 primarily reflects loan paydowns in the first quarter of 2026.

OREO generally includes properties that have been substantively repossessed or acquired in complete or partial satisfaction of debt. Such properties,which are held for resale, are initially stated at fair value, including a reduction for the estimated selling expenses, which becomes the new carrying value. In subsequent periods, such properties are stated at the lower of the restated carrying value or fair value. In limited cases, the Bank may receive non-cash consideration, including equity interests, pursuant to negotiated or court-approved settlements with borrowers. The fair value of nonmarketable equity interests are generally estimated using a discounted cash flow analysis based on management’s assumptions regarding expected future cash flows, timing, and a risk adjusted discount rate. These assets, which are reported with OREO on the Company's consolidated balance sheets, are subsequently carried at the lower of cost or fair value, less estimated costs to sell, and are periodically evaluated for impairment. In subsequent periods, such properties are stated at the lower of the restated carrying value or fair value.

As of March 31, 2026 and December 31, 2025, OREO included a property with a carrying value of $1.3 million that served as collateral for a government guaranteed loan. The guaranteed portion of the loan (90%) is owned by the U.S. Small Business Administration ("SBA"), and the Company is obligated to remit to the SBA its share of the liquidation proceeds upon the sale of the property. Accordingly, the Company recorded a $1.2 million liability, reported in other liabilities on the Company's consolidated balance sheets as both March 31, 2026 and December 31, 2025, representing the SBA's contractual interest in the expected proceeds from the sale of the property.

Investment Securities. The investment portfolio is used as a source of interest income, credit risk diversification, and liquidity, as well as to manage interest rate sensitivity and provide collateral for short-term borrowings. Securities in the investment portfolio classified as securities available for sale ("AFS") may be sold in response to changes in market interest rates, securities’ prepayment risk, liquidity needs, and other similar factors, and are carried at estimated fair value. The fair value of the Company’s AFS investment securities portfolio was $331.9 million as of March 31, 2026, a decrease of $1.0 million from $332.9 million at December 31, 2025. As a result of elevated market interest rates, the Company’s portfolio of AFS securities had net unrealized losses of approximately $40.3 million as of both March 31,

35


 

2026 and December 31, 2025, of which approximately 83% and 84%, respectively, were related to securities backed by U.S. government agencies.

As of March 31, 2026 and December 31, 2025, the majority of the investment securities portfolio consisted of securities rated investment grade by a leading rating agency. Investment grade securities are judged to have a low risk of default, to be of the best quality, and to carry the smallest degree of investment risk. At March 31, 2026 and December 31, 2025, securities with a fair value of $169.8 million and $174.3 million, respectively, were pledged to secure the Bank’s borrowing facility with the FHLB.

The Company reviews its AFS investment securities portfolio for potential credit losses at least quarterly. AFS investment securities with unrealized losses are generally a result of pricing changes due to changes in the current interest rate environment and not as a result of permanent credit impairment. The Company does not intend to sell nor does it believe that it will be required to sell, any of its impaired securities prior to the recovery of the amortized cost. No ACL has been recognized for AFS securities as of both March 31, 2026 and December 31, 2025.

Restricted equity investments consisted of stock in the FHLB (carrying basis $8.9 million and $9.1 million at March 31, 2026 and December 31, 2025, respectively), FRB stock (carrying value of $9.0 million and $9.4 million as of March 31, 2026 and December 31, 2025, respectively), and stock in the Company’s correspondent bank (carrying value of $0.5 million at both March 31, 2026 and December 31, 2025). Restricted equity investments are carried at cost.

The Company has various other equity investments, including an investment in a fintech company and limited partnerships, totaling $5.0 million and $4.9 million as of March 31, 2026 and December 31, 2025, respectively.

The Company also holds investments in early-stage focused investment funds and low-income housing partnerships, which totaled $20.9 million and $20.8 million as of March 31, 2026 and December 31, 2025, respectively, and are reported in other investments on the consolidated balance sheets.

The Company had no investment securities classified as held to maturity as of March 31, 2026 or December 31, 2025.

The following table presents the amortized cost of the investment portfolio by contractual maturities, as well as the weighted average yields for each of the maturity ranges as of and for the period stated. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

March 31, 2026

 

 

 

Within One Year

 

 

One to Five Years

 

 

Five to Ten Years

 

 

Over Ten Years

 

 

 

 

(Dollars in thousands)

 

Amortized
Cost

 

 

Weighted
Average
Yield

 

 

Amortized
Cost

 

 

Weighted
Average
Yield

 

 

Amortized
Cost

 

 

Weighted
Average
Yield

 

 

Amortized
Cost

 

 

Weighted
Average
Yield

 

 

Total Amortized Cost

 

Securities available for sale

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage backed securities

 

$

 

 

 

 

 

$

6,098

 

 

 

1.99

%

 

$

11,662

 

 

 

2.90

%

 

$

196,717

 

 

 

2.51

%

 

$

214,477

 

U. S. Treasury and agencies

 

 

12,507

 

 

 

0.92

%

 

 

33,919

 

 

 

1.32

%

 

 

31,863

 

 

 

2.32

%

 

 

133

 

 

 

4.24

%

 

 

78,422

 

State and municipal

 

 

932

 

 

 

3.58

%

 

 

14,776

 

 

 

2.45

%

 

 

28,366

 

 

 

2.26

%

 

 

5,095

 

 

 

3.15

%

 

 

49,169

 

Corporate bonds

 

 

1,500

 

 

 

7.00

%

 

 

7,750

 

 

 

6.86

%

 

 

20,391

 

 

 

4.09

%

 

 

500

 

 

 

4.00

%

 

 

30,141

 

        Total

 

$

14,939

 

 

 

 

 

$

62,543

 

 

 

 

 

$

92,282

 

 

 

 

 

$

202,445

 

 

 

 

 

$

372,209

 

Deposits. The principal sources of funds for the Company are deposits, including transaction accounts (demand and money market accounts), time deposits, and savings accounts, of customers in the Company’s primary geographic market area. Such customers provide the Bank a source of fee income and cross-marketing opportunities and are generally a lower cost source of funding for the Bank.

Brokered deposit balances are sourced through intermediaries and are an unsecured source of funding for the Bank. Brokered deposits were added throughout 2023 and early 2024 to enhance liquidity and in anticipation of the exit of the Company's fintech BaaS deposit operations. The Bank has a liquidity management program, with oversight of the Bank’s asset and liability committee (the “ALCO”), that sets forth guidelines and monitors for the desired maximum level of brokered deposits, which is 20.0% of total deposits. In recent quarters, the Company has reduced its level of higher-priced brokered deposits by sourcing non-brokered deposits and through cash flows from the loan portfolio, and expects to continue reducing brokered deposits in future periods to 10.0% or less of total deposits.

36


 

Total deposits decreased $18.1 million from $1.91 billion as of December 31, 2025 to $1.89 billion as of March 31, 2026, as:

Deposits, excluding brokered deposits, increased $13.4 million from $1.67 billion as of December 31, 2025 to $1.69 billion as of March 31, 2026; and
Brokered deposits decreased $31.5 million from $238.7 million, or 12.5% of total deposits, as of December 31, 2025 to $207.2 million, or 10.9% of total deposits, as of March 31, 2026.

Estimated uninsured deposits totaled approximately $414.3 million as of March 31, 2026, or 20.3% of total deposits, compared to $397.0 million, or 19.1% of total deposits, as of December 31, 2025. Uninsured deposit amounts are based on estimates as of the reported dates.

The following table presents a summary of average deposits and the weighted average rate paid for the periods stated. The decline in average balances and rate for interest-bearing demand accounts reflects the exit of fintech BaaS depository operations.

 

 

For the three months ended

 

 

 

March 31, 2026

 

 

March 31, 2025

 

(Dollars in thousands)

 

Average
Balance

 

 

Average Rate

 

 

Average
Balance

 

 

Average Rate

 

Noninterest-bearing demand

 

$

388,303

 

 

 

 

 

$

458,157

 

 

 

 

Interest-bearing:

 

 

 

 

 

 

 

 

 

 

 

 

Demand

 

 

229,795

 

 

 

1.03

%

 

 

239,001

 

 

 

1.27

%

Savings

 

 

100,571

 

 

 

2.33

%

 

 

101,671

 

 

 

2.53

%

Money market

 

 

370,057

 

 

 

2.01

%

 

 

379,362

 

 

 

2.06

%

Time

 

 

807,942

 

 

 

3.82

%

 

 

989,486

 

 

 

4.38

%

Total interest-bearing

 

$

1,508,365

 

 

 

 

 

$

1,709,520

 

 

 

 

Total average deposits

 

$

1,896,668

 

 

 

 

 

$

2,167,677

 

 

 

 

The following table presents maturities of time deposits for certificates of deposits of $250 thousand or greater as of the dates stated.

(Dollars in thousands)

 

March 31, 2026

 

 

December 31, 2025

 

Maturing in:

 

 

 

 

 

 

3 months or less

 

$

41,757

 

 

$

38,475

 

Over 3 months through 6 months

 

 

52,375

 

 

 

33,385

 

Over 6 months through 12 months

 

 

40,045

 

 

 

49,776

 

Over 12 months

 

 

47,748

 

 

 

33,676

 

 

 

$

181,925

 

 

$

155,312

 

The Company's brokered deposits were issued in denominations of $1 thousand each under master certificates, and therefore are excluded from the table above.

 

Borrowings. The Company uses short-term and long-term borrowings from various sources, including FHLB advances and FRB advances, to fund assets and operations. The following table presents information on the balances of borrowings as of and for the periods ended March 31, 2026 and December 31, 2025. The weighted average rate was 3.82% and 3.87% as of and for the same periods, respectively.

(Dollars in thousands)

 

Period-End Balance

 

 

Highest Month-End Balance

 

 

Average Balance

 

FHLB borrowings

 

$

150,000

 

 

$

150,000

 

 

$

150,000

 

 

 

 

As of March 31, 2026, FHLB advances were secured by collateral consisting of a blanket lien on qualifying loans in the Company’s residential, multifamily, and commercial real estate mortgage loan portfolios with a lendable value of $384.7 million, as well as selected investment portfolio securities with a lendable value of $161.3 million. FRB

37


 

advances through the FRB Discount Window were secured by qualifying pledged construction and commercial and industrial loans totaling $71.1 million as of March 31, 2026.

The Company had $14.7 million of subordinated notes, net, outstanding as of both March 31, 2026 and December 31, 2025. Prior to June 1, 2025, the Company's subordinated notes had been comprised of a $15 million issuance in May 2020 maturing June 1, 2030 (the “2030 Note”) and a $25 million issuance in October 2019 maturing October 15, 2029 (the “2029 Notes”).

On June 1, 2025, the Company completed the $15.0 million redemption of the 2030 Note. The interest rate on the 2030 Note was 6.0% up to the redemption date. Interest expense on the 2030 Note was $0 and $0.2 million for the three months ended March 31, 2026 and 2025, respectively.

On July 15, 2025, the Company completed a $10.0 million partial redemption of its 2029 Notes. As of March 31, 2026, the 2029 Notes bore an annual interest rate of 8.0%. As of March 31, 2026, the net carrying amount of the 2029 Notes was $14.7 million, inclusive of a $0.2 million purchase accounting adjustment (premium). For the three months ended March 31, 2026 and 2025, the effective interest rate on the 2029 Notes was 7.92% and 6.31%, respectively, inclusive of the amortization of the purchase accounting adjustment (premium).

Liquidity. Liquidity is essential to the Company’s business. The Company’s liquidity could be impaired by unforeseen outflows of cash, including deposits, or the inability to access the capital and/or brokered funding markets. This situation may arise due to circumstances that the Company may be unable to control, such as general market disruption, negative views about the Company or the financial services industry generally, or an operational problem that affects the Company or a third party. The Company’s ability to borrow from other financial institutions on favorable terms or at all could be adversely affected by disruptions in the markets in which they operate or other events.

Deposits are the primary source of the Company’s liquidity. Cash flows from amortizing or maturing assets also provide funding to meet the liquidity needs of the Company. Deposits are sourced from the Bank’s customers and, as needed, through brokered deposit markets. The brokered deposit markets are accessed through brokers or through the IntraFi Network (“IntraFi”), of which the Bank is a member. IntraFi facilitates the Bank attaining brokered deposits via an on-line marketplace. The Bank also utilizes IntraFi's reciprocal deposit services to offer its high-value customers access to FDIC insurance through IntraFi's network of banks.

 

The Company has established a formal liquidity contingency plan that provides guidelines for liquidity management. Pursuant to the Company’s liquidity contingency plan, liquidity needs are forecasted based on anticipated changes in the balance sheet. In this forecast, the Company expects to maintain a liquidity cushion. Management then stress tests the Company’s liquidity position under several different stress scenarios, from moderate to severe. Guidelines for the forecasted liquidity cushion and for liquidity cushions for each stress scenario have been established and are reviewed by the ALCO. Management also monitors the Company’s liquidity position on a day-to-day basis through daily cash monitoring and short- and long-term cash flow forecasting and believes its sources of liquidity are adequate to conduct the business of the Company.

The following table presents information on the Company's available sources of liquidity as of the date stated.

(Dollars in thousands)

 

Capacity

 

 

Less: Outstanding Borrowings

 

 

Available Balance

 

Cash and due from banks

 

 

 

 

 

 

 

$

146,608

 

Fed funds sold

 

 

 

 

 

 

 

 

1,451

 

Unpledged securities available for sale

 

 

 

 

 

 

 

 

162,150

 

Total

 

 

 

 

 

 

 

$

310,209

 

Borrowings

 

 

 

 

 

 

 

 

 

FHLB

 

$

545,987

 

 

$

220,060

 

(1)

$

325,927

 

FRB

 

 

71,118

 

 

 

 

 

 

71,118

 

Unsecured line of credit

 

 

10,000

 

 

 

 

 

 

10,000

 

Total

 

$

627,105

 

 

$

220,060

 

 

$

407,045

 

Available liquidity as of March 31, 2026

 

 

 

 

 

 

 

$

717,254

 

 

 

(1) Outstanding borrowings are comprised of advances of $150.0 million and letters of credit totaling $70.1 million, of which $70.0 million served as collateral for public deposits with the Treasury Board of the Commonwealth of Virginia.

 

 

38


 

Estimated uninsured deposits at March 31, 2026 were approximately $414.3 million. In the unlikely event that uninsured deposit balances leave the Bank over a short period of time, management could more than satisfy the demand with cash on-hand and FHLB borrowing capacity.

Capital. Capital adequacy is an important measure of financial stability and performance. The Company’s objectives are to maintain a level of capitalization that is sufficient to support the Company's strategic objectives.

Banks and bank holding companies are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on the Company's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, financial institutions must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. A financial institution's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Banks must hold a capital conservation buffer of 2.50% above the adequately capitalized risk-based capital ratios for all ratios except the Tier 1 leverage ratio. If a banking organization dips into its capital conservation buffer, it is subject to limitations on certain activities, including payment of dividends, share repurchases, and discretionary compensation to certain officers. Additionally, regulators place certain restrictions on dividends paid by banks.

Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized; although, these terms are not used to represent overall financial condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required.

The Company adopted ASC 326, Financial Instruments - Credit Losses (referred to herein as "current expected credit losses" or "CECL") effective January 1, 2023. Federal and state banking regulations allow financial institutions to irrevocably elect to phase-in the after-tax cumulative effect adjustment to retained earnings (the "CECL Transitional Amount") over a three-year period. The three-year phase-in of the CECL Transitional Amount to regulatory capital was 25%, 50%, and 25% in 2023, 2024, and 2025, respectively. The Bank made this irrevocable election effective with its first quarter 2023 call report. The CECL Transitional Amount was $8.1 million and was fully phased in as a reduction to the regulatory capital amounts and ratios as of March 31, 2026, compared to a $6.1 million reduction as of December 31, 2025.

The following tables present the capital ratios to which banks are subject to be adequately and well capitalized, as well as the capital and capital ratios for the Bank as of the dates stated. Adequately capitalized ratios include the conservation buffer, if applicable. The following table also includes the capital adequacy ratios to which bank holding companies are subject.

 

 

March 31, 2026

 

 

 

Actual

 

 

For Capital
Adequacy Purposes

 

 

To Be Well Capitalized

 

(Dollars in thousands)

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

Total risk based capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

286,488

 

 

 

16.47

%

 

$

182,643

 

 

 

10.50

%

 

$

173,945

 

 

 

10.00

%

Blue Ridge Bankshares, Inc.

 

$

327,867

 

 

 

18.67

%

 

$

140,489

 

 

 

8.00

%

 

n/a

 

 

n/a

 

Tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

266,647

 

 

 

15.33

%

 

$

147,847

 

 

 

8.50

%

 

$

139,150

 

 

 

8.00

%

Blue Ridge Bankshares, Inc.

 

$

296,223

 

 

 

16.87

%

 

$

105,355

 

 

 

6.00

%

 

n/a

 

 

n/a

 

Common equity tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

266,647

 

 

 

15.33

%

 

$

121,757

 

 

 

7.00

%

 

$

113,060

 

 

 

6.50

%

Blue Ridge Bankshares, Inc.

 

$

296,223

 

 

 

16.87

%

 

$

79,016

 

 

 

4.50

%

 

n/a

 

 

n/a

 

Tier 1 leverage (to average assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

266,647

 

 

 

11.01

%

 

$

96,874

 

 

 

4.00

%

 

$

121,093

 

 

 

5.00

%

Blue Ridge Bankshares, Inc.

 

$

296,223

 

 

 

12.13

%

 

$

97,683

 

 

 

4.00

%

 

n/a

 

 

n/a

 

 

39


 

 

 

December 31, 2025

 

 

 

Actual

 

 

For Capital
Adequacy Purposes

 

 

To Be Well Capitalized

 

(Dollars in thousands)

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

Total risk based capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

339,784

 

 

 

19.16

%

 

$

186,188

 

 

 

10.50

%

 

$

177,322

 

 

 

10.00

%

Blue Ridge Bankshares, Inc.

 

$

370,984

 

 

 

20.69

%

 

$

143,427

 

 

 

8.00

%

 

n/a

 

 

n/a

 

Tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

322,320

 

 

 

18.18

%

 

$

150,724

 

 

 

8.50

%

 

$

141,858

 

 

 

8.00

%

Blue Ridge Bankshares, Inc.

 

$

344,604

 

 

 

19.22

%

 

$

107,570

 

 

 

6.00

%

 

n/a

 

 

n/a

 

Common equity tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

322,320

 

 

 

18.18

%

 

$

124,125

 

 

 

7.00

%

 

$

115,259

 

 

 

6.50

%

Blue Ridge Bankshares, Inc.

 

$

344,604

 

 

 

19.22

%

 

$

80,677

 

 

 

4.50

%

 

n/a

 

 

n/a

 

Tier 1 leverage (to average assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Blue Ridge Bank, N.A.

 

$

322,320

 

 

 

13.04

%

 

$

98,859

 

 

 

4.00

%

 

$

123,574

 

 

 

5.00

%

Blue Ridge Bankshares, Inc.

 

$

344,604

 

 

 

13.81

%

 

$

99,777

 

 

 

4.00

%

 

n/a

 

 

n/a

 

The decline in the capital amounts and capital ratios for both the Bank and the Company as of March 31, 2026 from December 31, 2025 was primarily a result of the aforementioned special cash dividend declared in the first quarter of 2026.

Commitments and Contingencies

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 and involve the same credit risk and evaluation as making a loan to a customer. 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 Company evaluates each customer’s credit worthiness, in a manner similar to that if underwriting a loan. As of March 31, 2026 and December 31, 2025, the Company had outstanding loan commitments of $253.6 million and $247.2 million, respectively. Of these amounts, $35.6 million and $35.2 million were unconditionally cancelable at the sole discretion of the Company as of the same respective dates.

Conditional commitments are issued by the Company in the form of financial stand-by letters of credit, which guarantee payment to the underlying beneficiary (i.e., third party) if the customer fails to meet its designated financial obligation. As of March 31, 2026 and December 31, 2025, commitments under outstanding financial stand-by letters of credit totaled $6.1 million and $6.3 million, respectively. The credit risk of issuing stand-by letters of credit can be greater than the risk involved in extending loans to customers.

For the three months ended March 31, 2026 and 2025, the Company did not record a provision for credit losses for unfunded commitments. The reserve for unfunded commitments, which is included in other liabilities on the consolidated balance sheets, was $0.8 million as of both March 31, 2026 and December 31, 2025.

The Company has investments in various partnerships and limited liability companies. Pursuant to these investments, the Company commits to an investment amount that may be fulfilled in future periods. At March 31, 2026 and December 31, 2025, the Company had future commitments outstanding totaling $4.7 million and $4.9 million, respectively, related to these investments.

Interest Rate Risk Management

As a financial institution, the Company is exposed to various business risks, including interest rate risk. Interest rate risk is the risk to earnings and value arising from volatility in market interest rates. Interest rate risk arises from timing differences in the repricing and cash flows of interest-earning assets and interest-bearing liabilities, changes in the expected cash flows of assets and liabilities arising from embedded options, such as borrowers' ability to prepay loans and depositors' ability to redeem certificates of deposit before maturity, changes in the shape of the yield curve where interest rates increase or decrease in a nonparallel fashion, and changes in spread relationships between different yield curves, such as U.S. Treasuries and other market-based index rates. The Company’s goal is to maximize net interest income without incurring excessive interest rate risk. Management of net interest income and interest rate risk must be consistent with the level of capital and liquidity that the Bank maintains. The Company manages interest rate risk through the ALCO comprised of members of management, with oversight by a committee of its board of directors. The ALCO is responsible for monitoring the Company’s interest rate risk in conjunction with liquidity and capital management, pursuant to policy guidelines approved by the board of directors.

40


 

The Company employs an independent firm to model its interest rate sensitivity that uses a net interest income simulation model as its primary tool to measure interest rate sensitivity. Assumptions for modeling are developed based on expected activity in the balance sheet. For maturing assets, assumptions are created for the redeployment of these assets. For maturing liabilities, assumptions are developed for the replacement of these funding sources. Assumptions are also developed for assets and liabilities that could reprice during the modeled time period. These assumptions also cover how management expects rates to change on non-maturity deposits, such as demand, money market, and savings accounts, as well as certificates of deposit. Based on inputs that include the current balance sheet, the current level of interest rates, and the developed assumptions, the model produces an expected level of net interest income assuming that market rates remain unchanged. This is considered the base case. The model then simulates what net interest income would be based on specific changes in interest rates. The rate simulations are performed for a two-year period and include rapid rate changes of down 100 basis points to 400 basis points and up 100 basis points to 400 basis points. The results of these simulations are then compared to the base case.

The following tables present the estimated change in net interest income under various rate change scenarios as of the dates presented. The scenarios assume rate changes occur instantaneously and in a parallel manner, which means the changes are the same on all points of the rate curve. Estimated changes set forth below are dependent on material assumptions, such as those previously discussed.

 

 

March 31, 2026

 

 

 

Instantaneous Parallel Rate Shock Scenario

 

 

 

Change in Net Interest Income - Year 1

 

 

Change in Net Interest Income - Year 2

 

Change in interest rates:

 

 

 

 

 

 

 

 

 

 

 

 

+400 basis points

 

$

6,527

 

 

 

9.2

%

 

$

9,338

 

 

 

12.2

%

+300 basis points

 

 

4,900

 

 

 

6.9

%

 

 

7,095

 

 

 

9.3

%

+200 basis points

 

 

3,307

 

 

 

4.7

%

 

 

4,879

 

 

 

6.4

%

+100 basis points

 

 

1,695

 

 

 

2.4

%

 

 

2,579

 

 

 

3.4

%

Base case

 

 

 

 

 

 

 

 

 

 

 

 

-100 basis points

 

 

(2,086

)

 

 

(2.9

%)

 

 

(3,392

)

 

 

(4.4

%)

-200 basis points

 

 

(4,041

)

 

 

(5.7

%)

 

 

(6,700

)

 

 

(8.8

%)

-300 basis points

 

 

(5,311

)

 

 

(7.5

%)

 

 

(8,852

)

 

 

(11.6

%)

-400 basis points

 

 

(7,365

)

 

 

(10.4

%)

 

 

(12,760

)

 

 

(16.7

%)

 

 

 

December 31, 2025

 

 

 

Instantaneous Parallel Rate Shock Scenario

 

 

 

Change in Net Interest Income - Year 1

 

 

Change in Net Interest Income - Year 2

 

Change in interest rates:

 

 

 

 

 

 

 

 

 

 

 

 

+400 basis points

 

$

5,243

 

 

 

7.0

%

 

$

5,961

 

 

 

7.6

%

+300 basis points

 

 

3,925

 

 

 

5.3

%

 

 

4,510

 

 

 

5.7

%

+200 basis points

 

 

2,653

 

 

 

3.6

%

 

 

3,151

 

 

 

4.0

%

+100 basis points

 

 

1,369

 

 

 

1.8

%

 

 

1,741

 

 

 

2.2

%

Base case

 

 

 

 

 

 

 

 

 

 

 

 

-100 basis points

 

 

(1,775

)

 

 

(2.4

%)

 

 

(2,553

)

 

 

(3.2

%)

-200 basis points

 

 

(3,511

)

 

 

(4.7

%)

 

 

(5,466

)

 

 

(6.9

%)

-300 basis points

 

 

(4,584

)

 

 

(6.2

%)

 

 

(7,076

)

 

 

(9.0

%)

-400 basis points

 

 

(6,933

)

 

 

(9.3

%)

 

 

(11,170

)

 

 

(14.2

%)

Stress testing the balance sheet and net interest income using instantaneous parallel rate shock movements in the yield curve is a regulatory and banking industry practice. However, these stress tests may not represent a realistic forecast of future interest rate movements in the yield curve. In addition, instantaneous parallel rate shock modeling is not a predictor of actual future performance of earnings. It is a financial metric used to manage interest rate risk and track the movement of the Company’s interest rate risk position over a historical time frame for comparison purposes.

The Company's AFS securities portfolio is reported at fair value, with the unrealized gain or loss representing the difference in amortized cost and fair value reported net of tax as a component of shareholders' equity. Changes in market interest rates affect the valuation of the securities portfolio, as market interest rates at reporting dates may differ than those interest rates in effect when the securities were purchased. The Company does not intend to sell, nor does it believe it will be required to sell the AFS securities; therefore, any unrealized gains or losses in the Company's AFS

41


 

securities portfolio are deemed temporary. Any unrealized gains or losses for individual securities will diminish as the securities reach maturity.

The asset and liability repricing characteristics of the Company’s assets and liabilities will have a significant impact on its future interest rate risk profile.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

This information is incorporated herein by reference to the information in section "Interest Rate Risk Management" within Part I, Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Form 10-Q.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to provide assurance that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods required by the SEC and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. An evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of March 31, 2026 was carried out under the supervision and with the participation of management, including the Company’s Chief Executive Officer and Chief Financial Officer. Based on and as of the date of such evaluation, the aforementioned officers concluded that the Company’s disclosure controls and procedures were effective.

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 that occurred during the Company’s last fiscal quarter that materially affected, or are reasonably likely to materially affect, internal control over financial reporting.

 

42


 

PART II. OTHER INFORMATION

In the ordinary course of operations, the Company is party to legal proceedings. Based upon information currently available, management believes that such legal proceedings, in the aggregate, will not have a material adverse effect on the Company’s business, financial condition, results of operations, or cash flows.

For information regarding legal proceedings in which the Company is involved, please see Note 11 to the unaudited consolidated financial statements included in this Form 10-Q.

Item 1A. Risk Factors

There have been no material changes to the risk factors disclosed in the 2025 Form 10-K. Additional risks not presently known to the Company, or that are currently deemed immaterial, may also adversely affect the Company's business, financial condition, or results of operations. See also “Cautionary Note About Forward-Looking Statements,” included in Part 1, Item 2, of this Form 10-Q.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On August 25, 2025, the Company announced the adoption of a share repurchase program (the "Repurchase Program") pursuant to which the Company may purchase up to $15 million of the Company’s issued and outstanding shares of common stock. The Repurchase Program may be modified, suspended, or terminated at any time without notice, at the Company’s discretion, based upon a number of factors, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity, the need for capital in the Company’s operations, and other factors deemed appropriate. These factors may also affect the timing and amount of share repurchases. The Repurchase Program does not obligate the Company to repurchase any shares.

When incentive stock awards vest, employees and directors may elect to have the Company withhold shares of the Company’s common stock as payment for income and payroll taxes, as applicable.

The following table provides information regarding repurchases or withholdings of common stock for the three months ended March 31, 2026.

 

 

Shares Purchased or Withheld (1)

 

 

Average Price Paid per Share

 

 

Shares Purchased as Part of a Publicly Announced Program

 

 

Approximate Value of Shares that May Yet Be Purchased Under the Program

 

January 1, 2026 through January 31, 2026

 

 

113,429

 

 

$

4.33

 

 

 

 

 

 

5,493,962

 

February 1, 2026 through February 28, 2026

 

 

 

 

 

 

 

 

 

 

 

5,493,962

 

March 1, 2026 through March 31, 2026

 

 

26,717

 

 

 

4.05

 

 

 

 

 

 

5,493,962

 

Total

 

 

140,146

 

 

$

4.28

 

 

 

 

 

 

 

 

 

(1) The total number of shares for each period includes shares withheld from employees upon the vesting of restricted stock awards in satisfaction of applicable tax withholding obligations.

 

Item 3. Defaults Upon Senior Securities

None

Item 4. Mine Safety Disclosures

None

Item 5. Other Information

During the fiscal quarter ended March 31, 2026, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408(a) of Regulation S-K).

43


 

Item 6. Exhibits

Exhibit

Number

 

Description

4.1

 

Form of Amended and Restated Common Stock Warrant (incorporated by reference to Exhibit 4.1 of Blue Ridge Bankshares, Inc.'s Current Report on Form 8-K filed on March 30, 2026).

 

 

 

10.1

 

Retirement Agreement, dated March 12, 2026, between Blue Ridge Bankshares, Inc., Blue Ridge Bank, National Association, and G. William Beale (incorporated by reference to Exhibit 10.1 of Blue Ridge Bankshares, Inc.'s Current Report on Form 8-K filed on March 12, 2026).

 

 

 

10.2

 

Employment Agreement, dated May 3, 2024, between Blue Ridge Bank, National Association and Harry Golliday.

 

 

 

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.

 

 

101

The following materials from Blue Ridge Bankshares, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, formatted in Inline Extensible Business Reporting Language (XBRL), include: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Changes in Stockholders’ Equity, (v) Consolidated Statements of Cash Flows, and (vi) related notes (filed herewith).

 

 

 

104

 

The cover page from Blue Ridge Bankshares, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, formatted in Inline XBRL (included with Exhibit 101).

 

44


 

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.

 

 

 

 

 

 

 

 

 

 

BLUE RIDGE BANKSHARES, INC.

 

 

 

 

Date: May 5, 2026

 

By:

/s/ Harry Golliday

 

 

 

Harry Golliday

 

 

 

Interim President and Chief Executive Officer

 

 

 

 

 

 

By:

/s/ Judy C. Gavant

 

 

 

Judy C. Gavant

 

 

 

Executive Vice President and Chief Financial Officer

 

45



ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

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