10-Q
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. FINAN CIAL INFORMATION
Item 1. Financi al Statements
Blue Ridge Bankshares, Inc.
Consolidated B alance 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 Stat ements 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 Statem ents 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
O n 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 – In vestment 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 o f $ 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 consiste d 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 an d $ 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 co nsolidated balance sheets.
Note 3 – Loan s, 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, t he 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, t here 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 wer e no unfunded c ommitments 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.
A s 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 FHL B 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 mi llion 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 % a nd 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 Com pany.
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 mil lion, 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 o f 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 S hare
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 o f 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 Qualitati ve 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
Item 1. Legal Proceedings
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. Ri sk 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 Equi ty 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 Upo n Senior Securities
None
Item 4. Mine Saf ety 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. E xhibits
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
SIGNAT URES
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
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.