What changed in this filing

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Item 1. Business

2026-03-13 compared with 2025-03-14 · 64 added, 96 removed, 640 unchanged (20% of the section changed)

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The information contained on our website shall not be considered part of this Form 10-K, and the reference to our website does not constitute incorporation by reference of the information contained on the website.

The Company acquired the property located in Middleburg, VA during 2025 but the branch officially commenced retail banking operations on February 9, 2026.

MainStreet Bank

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The Bank opened for business on May 26, 2004, and is headquartered in Fairfax, Virginia.

We currently operate six Bank branches;

located in Herndon, Fairfax, McLean, Clarendon, and Leesburg, Virginia, and one in Washington D.C.

We currently operate seven Bank branches;

located in Herndon, Fairfax, McLean, Clarendon, Leesburg, and Middleburg, Virginia, and one in Washington D.C.

The Bank is a community bank focused on serving the borrowing, cash management and depository needs of retail customers, small to medium-sized businesses, and professionals.

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We believe that enhanced electronic delivery systems and technology increase profitability through greater productivity and cost control, and allow us to offer new and better products and services.

The Bank has one subsidiary, a limited liability company, that it uses to hold real estate acquired through foreclosure.

Our products and services include:

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Internet account access is available for all personal and business accounts, internet bill payment services are available on most accounts, and a robust online cash management system is available for business customers.

On October 25, 2021, MainStreet Bancshares, Inc.

formally introduced Avenu, a division of MainStreet Bank.

Avenu provides an embedded Banking as a Service (BaaS) solution that connects our partners (fintechs, application developers, money movers, and entrepreneurs) directly and seamlessly to our Software as a Service (SaaS) solution.

Our transformational subledger combined with our high-touch compliance training goes beyond the industry standards to ensure that our Fintech partners will prosper.

This division of MainStreet Bank serves money service businesses, payment processers, and other clients who have a need to embed deposit gathering and payment processing in their mobile Apps.

This division provides the Bank with valuable low-cost deposits and additional streams of fee income.

Our SaaS software program was deployed in October 2024.

The Avenu division is classified within our Financial Technology reportable segment outlined in Note 26.

Additional information can be found in our investor presentations filed quarterly.

MainStreet Community Capital, LLC

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In January 2022, the Community Development Financial Institutions Fund (“CDFI”) of the United States Department of the Treasury certified MainStreet Community Capital, LLC as a registered CDE.

In December 2024, MainStreet Community Capital submitted an application to apply for the 2024 NMTC program allocation.

Allocation awards are expected to be announced during the fourth quarter of 2025.

Nasdaq Listing

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Each depository share represents a 1/40th interest in a share of our 7.50% Series A Fixed-Rate Non-Cumulative Perpetual Preferred stock.

As of December 31, 2024, MainStreet Bancshares, Inc.

had total consolidated assets of $2.23 billion, total net loans of $1.8 billion, total deposits of $1.9 billion and total stockholders’ equity of $208.0 million, and total tangible equity to total tangible assets was 9.33%.

For the years ended December 31, 2024 and 2023, our return on average assets was (0.47)% and 1.38%, respectively, and our return on average equity was (4.44)% and 12.66%, respectively.

We are focused on growing business relationships and building core deposits, loans and non-interest income.

We believe that we have a solid franchise that meets the financial needs of our clients and communities by providing an array of personalized products and services delivered by seasoned banking professionals with decisions made at the local level.

We strive to be the leading community bank in our markets.

We believe that our core lending and deposit business segments continue to perform well.

For each of the fiscal years ended December 31, 2024 and December 31, 2023, our net charge-offs to average loans were 0.25% and 0.03%, respectively.

As of December 31, 2024, we had $21.7 million in non-performing loans and non-performing assets to total assets was 0.97%.

Management believes that the Company is well positioned to build on its core performance to continue to grow profitably.

Although we have successfully attracted new associates, providing depth and talent in key positions, additional employees and infrastructure are expected to be needed to manage the increasing customer relationships that would come with sustained growth.

We are a community-oriented financial institution.

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these costs can be significant and may have an effect on our financial performance.

We are focused on growing business relationships and building core deposits, loans and non-interest income.

We strive to be the leading community bank in our markets.

As of December 31, 2025, MainStreet Bancshares, Inc.

had total consolidated assets of $2.21 billion, total net loans of $1.8 billion, total deposits of $1.9 billion and total stockholders’ equity of $218.6 million, and total tangible equity to total tangible assets was 9.88%.

For the years ended December 31, 2025 and 2024, our return on average assets was 0.73% and (0.47)%, respectively, and our return on average equity was 7.33% and (4.44)%, respectively.

We believe that our core lending and deposit business segments continue to perform well.

For each of the fiscal years ended December 31, 2025 and December 31, 2024, our net charge-offs to average loans were 0.00% and 0.25%, respectively.

As of December 31, 2025, we had $31.5 million in non-performing loans and $1.7 million in other real estate owned.

As of December 31, 2025, non-performing assets to total assets was 1.50%.

Management believes that the Company is well positioned to build on its core performance to continue to grow profitably.

Although we have successfully attracted new associates, providing depth and talent in key positions, additional employees and infrastructure may be needed to manage the increasing customer relationships that would come with sustained growth.

Our Market Area .

We consider our primary market area to be the northern Virginia counties of Arlington, Fairfax, Loudoun, and Prince William, and the cities of Fairfax, Alexandria, Falls Church, Manassas and Manassas Park, as well as Washington DC and the greater Washington, DC metropolitan area.

We consider our primary market area to be the northern Virginia counties of Arlington, Fairfax, Loudoun, and Prince William, and the cities of Fairfax, Alexandria, Falls Church, Leesburg, Middleburg, Manassas and Manassas Park, as well as Washington DC and the greater Washington, DC metropolitan area.

Our headquarters is located approximately 15 miles west of Washington, D.C., in Fairfax County, Virginia.

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Census Bureau, the Washington, D.C.

Metropolitan Statistical area (MSAs) includes three of the wealthiest counties in the United States, as well as six of the top 20 wealthiest counties.

Metropolitan Statistical area (MSAs) in cludes three of the wealthiest counties in the United States, as well as six of the top 20 wealthiest counties.

Median household income growth projections range from 8% to over 12% through 2031.

Overall, the Washington D.C.

MSA ra nks ninth out of the largest 25 MSAs ranked by population estimates as of 2023 according to the Census Bureau.

We expect our strategies to benefit from the continued growth in population and high income of our market area’s residents.

MSA ranks seventh out of the largest 25 MSAs ranked by population estimates as of 2024 according to the Census Bureau.

We expect our strategies to benefit from the continue d growth in population and high income of our market area’s residents.

Total Population as of 2026 (Actual)

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Median Household Income Projected Change 2026-2031

Unemployment Rate as of October 2024

Unemployment Rate as of October 2023

Unemployment Rate as of December 2025

Unemployment Rate as of December 2024

District of Columbia

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United States

Bureau of Labor Statistics, S&P Global Market Intelligence

Bureau of Labor Statistics, S&P Global Market Intelligence, Claritas Demographic Update 2026

The Washington, D.C.

MSA is a desirable market for a broad range of companies in a variety of industries, including thirty companies from the 2024 Fortune 500 list, and seven of the United States’ largest 100 private companies, according to the 2024 Forbes list of largest private companies by revenue.

According to the U.S Bureau of Labor Statistics, the Washington, D.C.

MSA is a desirable market for a broad range of companies in a variety of industries , including twenty-nine companies from the 2025 Fortune 500 list, and eleven of the United States’ largest 200 private companies, according to the 2025 Forbes list of largest private companies by revenue.

According to the U.S.

Bureau of Labor Statistics, the Washington, D.C.

MSA has a large and diversified economy.

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Other Services

Bureau of Labor Statistics, Data as of October 2024

Bureau of Labor Statistics, Data as of November 2025

Data is not seasonally adjusted

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In addition, many of our employees and directors are involved in community activities as well as volunteer their time and expertise to local causes.

The Company created its "Making Change" program in 2023 to allow our employees to get involved in corporate giving.

Each employee has an amount of funds each year that they can choose to donate to a local organization, individuals, or families.

Employees can pool their funds for a larger donation to their chosen cause.

Competitive Strengths.

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These loans are also short duration and carefully underwritten with an increased focus on the builder’s reputation and ability to deliver high quality homes on time and within budget.

We also stress test the construction lending portfolio based upon the percentage completion method by stressing the as-is and as-completed appraised values.

We also stress test the construction lending portfolio based upon the percentage of completion method by stressing the as-is and as-completed appraised values.

For further details, see stress test methodology in the Management's Discussion and Analysis.

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Establishing a trading portfolio would require specific authorization by the Board of Directors.

The investment portfolio is actively managed and consists of investments classified as available-for-sale and held-to-maturity.

The investment portfolio is actively managed and consists of investments classified as available-for-sale (AFS) and held-to-maturity (HTM).

Under the available-for-sale classification, investment instruments may be sold as deemed appropriate by management.

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The Bank invests in fixed rate or floating rate instruments as necessary to reduce interest rate risk exposure.

At December 31, 2024, the held-to-maturity portfolio, which is primarily composed of municipal securities and subordinated debt of other financial institutions, and is carried at amortized cost, totaled $16.1 million.

At that date, the available-for-sale portfolio, which is composed of collateralized mortgage-backed securities, subordinated debt of other financial institutions, preferred stock, municipal securities, and U.S.

At December 31, 2025, the held-to-maturity portfolio, which is primarily composed of municipal securities, and is carried at amortized cost, totaled $13.8 million.

At December 31, 2025, the available-for-sale portfolio, which is composed of collateralized mortgage-backed securities, subordinated debt of other financial institutions, preferred stock, municipal securities, and U.S.

Government agency securities and is carried at fair value, totaled $58.0 million.

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The Bank typically pays a competitive rate on the interest-bearing deposits.

As a relationship-oriented organization, we seek generally to obtain deposit relationships with our loan clients.

We offer a full range of consumer and commercial deposit products, including on-line banking with bill pay, cash management, sweep accounts, wire transfer, check imaging, remote deposit capture and courier services.

As a relationship-oriented organization, we seek to obtain deposit relationships with our loan clients.

We offer a full range of consumer and commercial deposit products, including online banking with bill pay, cash management, sweep accounts, wire transfer, check imaging, remote deposit capture and courier services.

As the Bank’s overall balance sheet positions dictate, we may become more or less competitive in our interest rate structure as our liquidity position changes.

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For additional information on deposits, see Note 9 of Notes to Consolidated Financial Statements.

Banking-as-a-Service (BaaS).

Beginning in 2016, the Board and management identified an opportunity for alternative sources of low-cost deposits and fee income.

We determined that Financial Technology (“FinTech”) companies were making significant inroads into banking, and we expanded our strategic plan to include banking customers that require BaaS and other payment service solutions.

Consistent with our culture, we worked with a small group of clients in order to understand the risks associated with this business line.

We developed an infrastructure to identify, measure, monitor, and control the risks associated with FinTechs, providing BaaS, and payment systems in general.

We designed and implemented comprehensive legal, strategic, procedural and policy documents to guide business opportunities.

We have designed Avenu to be a comprehensive solution that provides FinTechs with an array of embedded banking services they may offer to their customers in a scalable cloud-based platform.

We guide our FinTech partners through the complex maze of banking regulations by integrating compliance and fraud detection throughout the framework of our solution as well as in-person training for FinTech partners' team members.

We have developed a live sandbox for our FinTech partners to provide a proof of concept and allow for quick integration and time to market when they are ready to “go-live.”

Our subledger, combined with our high-touch compliance training, goes beyond the industry standards to ensure that our FinTech partners will operate successfully.

We believe partnering with FinTechs will provide an opportunity to access untapped markets and will become a fresh source for growth in low-cost deposits and fee income.

We will continue to support the FinTech industry.

Consumers in the United States express more confidence banking with FinTechs than traditional banks in many cases.

As a business-focused community bank, we see FinTechs as a natural way for us to expand our footprint into consumer banking opportunities.

Competition .

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The Board of Directors combines the position of Chairman of the Board with the position of Chief Executive Officer, coupled with a Lead Independent Director position to further strengthen the Company's corporate governance structure.

Terry Saeger serves as Vice Chairman of the Board and Lead Independent Director.

The Board of Directors believes this provides an efficient and effective leadership model for the Company.

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This oversight is conducted in part through the Audit and Risk Committee of the Board of Directors, but the full Board of Directors has retained responsibility for general oversight of risks.

The Chief Risk Officer and Chief Compliance Officer have reporting lines to the Audit and Risk Committee and are free to contact independent Directors whenever they feel the need to do so.

The Chief Risk Officer has reporting lines to the Audit and Risk Committee and are free to contact independent Directors whenever they feel the need to do so.

The Board of Directors satisfies this responsibility through full reports by the Audit and Risk Committee regarding its considerations and actions, regular reports directly from officers responsible for oversight of risks within the Company as well as through internal and external audits.

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At MainStreet Bancshares Inc., our overarching focus is to make a positive impact on the communities we serve.

The Board and management are aligned regarding the growing importance of Environmental, Social and Governance (ESG) initiatives, and we believe that an emphasis on sustainability can strengthen risk management and enhance value.

We are, in many ways, at the beginning of our ESG journey.

The Board and management are aligned regarding the importance of Environmental, Social and Governance (ESG) initiatives, and we believe that an emphasis on sustainability can strengthen risk management and enhance value.

As we look to the future, we recognize that ESG initiatives require a commitment to the long term, and making an impact requires a willingness to listen to, learn from, and work with stakeholders across our community.

Fortunately, this approach is second nature to community banks;

the challenge is to harness information.

We are undertaking efforts to quantify how we make a tangible difference in the communities where we live, play and work.

Environmental

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We believe that a diverse workforce enhances our ability to serve our customers and our communities by enabling us to better understand their financial needs and to provide necessary and appropriate financial services.

Seventy-three percent of the Company’s employees self-identify as either female or ethnically diverse (defined as all Equal Employment Opportunity Commission classifications other than white).

The Company is proud to have four veterans on its team as well.

Seventy-three perce nt of the Company’s employees self-identify as either female or ethnically diverse (defined as all Equal Employment Opportunity Commission classifications other than white).

The Company is proud to ha ve four ve terans on its team as well.

As indicated in the discussion of Board Leadership and Oversight, the Company believes effective oversight by the Board of Directors is an essential element of a financially sound and well-managed bank.

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We seek highly qualified directors with skills needed for a forward-looking Board.

The Company has a technology expert on the Board since 2011, well before it became a recommended practice for community banks.

At the Board level, the Company has seven independent directors, out of a total of nine.

The total of nine includes one director who stepped down from manage ment in March 2022 and thus will become an independent director in March 2025.

One of the independent directors self-identify as female, one self-identifies as an African-American male, and one self-identifies as a Hispanic male.

The Company has had a technology expert on the Board since 2011, well before it becam e a recommended practice for community banks.

At the Board level, the Company has eight independent directors, out of a total of ten.

Two of the independent directors self-identify as female, one self-identifies as an African-American male, and one self-identifies as a Hispanic male.

Four of the independent directors self-identify as white males.

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Employees by Gender

For the fiscal year ended December 31, 2024, we had 25 promotions.

For the fiscal year ended December 31, 2025, we had forty-two promotions.

These promotions were distributed as follows:

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These regulators include the Federal Reserve, FDIC, the Bureau, CFPB, SEC, Internal Revenue Service, and state taxing authorities.

President Trump and Republican members of Congress have proposed significant reductions in financial institution regulation.

The effect of these statutes, regulations, and policies and any changes to such statutes, regulations, and policies, if adopted, can be material and cannot be predicted.

President Trump and his administration have proposed and implemented significant reductions in financial institution regulation over the last year.

However, future administrations may have different priorities and may impose additional regulatory burdens on the banking industry.

The effect of these statutes, regulations, and policies and any changes to such statutes, regulations, and policies, if adopted in the future, can be material and cannot be predicted.

The primary goals of the U.S.

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The purpose of the rule is to increase transparency and combat discrimination in small business lending.

For banks with moderate volume lending, the compliance deadline is January 16, 2026.

However, the CFPB issued a Notice of Proposed Rulemaking in November 2025 that would make certain changes to the rule, including reducing the number of data points banks must collect and report as well as extending the compliance deadline to January 1, 2028.

On October 22, 2024, the CFPB issued its final rule implementing Section 1033 of the Dodd-Frank Act with respect to personal financial data rights, more commonly known as the “Open Banking Rule.” The final rule, among other things, requires banks and other financial institutions to make a consumer’s data available upon request to the consumer and their authorized third parties in a secure and reliable manner, and establishes obligations for third parties accessing consumers’ data, including data security and privacy protections.

According to the CFPB, the rule is designed to foster competition and innovation in the financial services industry by making it easier for consumers to switch financial providers and for new companies to offer innovative products and services.

The compliance deadline is phased-in based on the asset size of the financial institution.

For banks with $1.5 billion to $3 billion in total assets, the compliance deadline is April 1, 2029.

The rule is in a current state of uncertainty as a federal court has issued a preliminary injunction prohibiting the CFPB from enforcing the rule until the CFPB can complete its reconsideration of the rule.

In August 2025, the CFPB issued an advance notice of proposed rulemaking seeking comments as it evaluates issuing a proposed rule that would replace the current rule.

At this time, it is difficult to anticipate the continued impact the above-described legislation may have on our business, our customers, and the financial industry generally.

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Failure to comply with any new requirements may negatively impact our results of operations and financial condition.

Additionally, the future implementation and enforcement of regulations may be affected by the outcome of the 2024 Presidential election, which resulted in significant changes in the leadership of various bank regulatory agencies.

Additionally, the future implementation and enforcement of regulations may be affected by the current Presidential administration.

There have been significant changes in the leadership of various bank regulatory agencies.

In early February 2025, the CFPB’s Acting Director issued directives to cease virtually all CFPB activities, including supervision, examinations, rulemaking, enforcement actions, and pending investigations.

CFPB staff were instructed to suspend the effective dates of all rules that have been issued, but have not yet gone into effect.

Further, the Acting Director announced that the CFPB would not be taking its next draw of unappropriated funding.

A new CFPB Director has recently been nominated and is subject to Senate confirmation.

The future of the CFPB is uncertain at this time.

Since this time, the CFPB has remained largely dormant with limited rulemaking issuances or other activity.

In November 2025, the Acting Director notified a federal court that the CFPB cannot request funds from the Federal Reserve under the Dodd-Frank Act to fund its operations pursuant to a legal opinion issued by the Department of Justice’s Office of Legal Counsel.

In December 2025, the federal court rejected this legal interpretation.

In January 2026, the Acting Director notified the federal court that he had requested funding from the Federal Reserve to fund its operations for the first quarter of 2026.

We cannot predict when or how these matters involving the CFPB will be resolved.

While we cannot predict what effect any presently contemplated or future changes in the laws or regulations, their interpretations or enforcement would have on us, these changes could be materially adverse to our financial condition and results of operations.

Holding Company Capital Requirements .

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Failure to comply with the supervisory letter could result in a supervisory finding that the bank holding company is operating in an unsafe and unsound manner.

In the current financial and economic environment, the Federal Reserve has indicated that bank holding companies should carefully review their dividend policy and has discouraged payment ratios that are at maximum allowable levels unless both asset quality and capital are very strong.

The Federal Reserve has indicated that bank holding companies should carefully review their dividend policy and has discouraged payment ratios that are at maximum allowable levels unless both asset quality and capital are very strong.

The Federal Reserve may further restrict the payment of dividends by engaging in supervisory action to restrict dividends or by requiring us to maintain a higher level of capital than would otherwise be required under any applicable minimum capital requirements.

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Specifically, depository institutions and depository institution holding companies that have less than $10 billion in total consolidated assets and meet other qualifying criteria, including a Tier I leverage ratio of greater than 9%, are considered qualifying community banking organizations eligible to opt into the CBLR framework and replace the applicable Basel III risk-based capital requirements.

The federal banking agencies issued a notice of proposed rulemaking in December 2025 that would, among other things, lower the 9% leverage ratio requirement to 8%.

As of December 31, 2025, the Bank qualified for the CBLR framework.

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banking regulators’ policies on executive compensation are continuing to develop and evolve.

In May 2024, four federal financial agencies re-proposed the regulatory text from the 2016 proposal without change, while seeking public comment on alternative approaches to certain regulatory provisions.

The Dodd-Frank Act requires incentive compensation rules to be issued jointly by six federal agencies.

The original proposal is still pending.

Deposit Insurance Assessments .

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The CRA requires federal banking agencies to make public their ratings of banks’ performance under the CRA.

In the case of a bank holding company transaction, the CRA performance record of the subsidiary banks of the bank holding companies involved in the transaction are reviewed in connection with the filing of an application to acquire ownership or control of shares or assets of a bank or to merge with any other bank holding company.

In the case of a bank holding company transaction, the CRA performance record of the subsidiary banks of the bank holding companies involved in the transaction are rev iewed in connection with the filing of an application to acquire ownership or control of shares or assets of a bank or to merge with any other bank holding company.

An unsatisfactory CRA record could substantially delay approval or result in denial of an application.

The Bank received an “Outstanding” rating in its most recent CRA examination in 2022.

The Bank received a “Satisfactory” rating in its most recent CRA examination in 2025.

On October 24, 2023, the federal banking agencies adopted a final rule to modernize the CRA regulations.

Under the final rule, (1) the federal banking agencies will evaluate bank performance across the varied activities they conduct and communities in which they operate in order to encourage banks to expand access to credit, investment, and banking services in low- and moderate-income communities, (2) the CRA regulations are updated to evaluate lending outside traditional assessment areas generated by the growth of non-branch delivery systems, such as online and mobile banking, branchless banking, and hybrid models, (3) a new metrics-based approach was adopted to evaluate bank retail lending and community development financing, using benchmarks based on peer and demographic data, and (4) CRA evaluations and data collection are tailored according to bank size and type.

In addition, the final rule also exempts small and intermediate sized banks from new data requirements that apply to banks with assets of at least $2 billion and limits certain new data requirements to large banks with assets greater than $10 billion.

Asset size is determined based on assets being at or above the specified thresholds as of December 31 in both of the prior two calendar years and are indexed for inflation.

Most of the rule's requirements will be applicable beginning January 1, 2026.

The remaining requirements, including the data reporting requirements, will be applicable on January 1, 2027.

We continue to evaluate the new rule and its effects on our operations going forward.

Most of the new rule's requirements were originally scheduled to become applicable on January 1, 2026 with the remaining requirements, including the data reporting requirements, becoming applicable on January 1, 2027.

However, a federal court issued an injunction in March 2024 that indefinitely extended the compliance date until the injunction is lifted.

Further, in July 2025, the federal banking agencies issued a notice of proposed rulemaking to rescind the October 2023 final rulemaking and replace it with the prior CRA regulation.

Consumer Laws and Regulations .

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Failure to comply with these laws and regulations could give rise to regulatory sanctions, customer rescission rights, action by state and local attorneys general, and civil or criminal liability.

There has been an enhanced focus by certain bank regulatory agencies with respect to industry practices relating to overdraft fees and non-sufficient funds fees.

For example, the CFPB issued a Request for Information in January 2022 seeking public input with respect to financial institution practices relating to, among other areas, credit card fees, overdraft fees and non-sufficient funds fees and stated its intent to reduce these types of fees through crafting rules, issuing industry guidance, and focusing supervision and enforcement resources to achieve this goal.

In August 2022, the FDIC issued guidance with respect to banking practices involving charging multiple non-sufficient funds fees on the representment of the same unpaid transaction on a deposit account.

In October 2022, the CFPB issued guidance with respect to certain practices relating to overdraft fees, and it included overdraft fees in its fall 2023 rulemaking agenda.

In March 2024, the CFPB finalized a rule imposing certain restrictions on credit card late fee practices.

This final rule is currently stayed pending litigation over the rule.

In December 2024, the CFPB issued a final rule generally requiring financial institutions with over $10 billion in assets to either cap overdraft fees at $5.00 or otherwise follow TILA requirements when providing deposit account overdraft services.

The Dodd-Frank Act created the CFPB, which has broad authority to regulate the offering and provision of consumer financial products.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business