FVCBankcorp Announces Extension of Share Repurchase Program

Key Terms

share repurchase program financial

A share repurchase program is when a company buys back its own shares from the marketplace. This reduces the total number of shares available, which can increase the value of each remaining share and signal confidence in the company's prospects. For investors, it often suggests that the company believes its stock is undervalued or that it has extra cash to return to shareholders.

open market purchases financial

Open market purchases are buys of a company’s shares (or other securities) made on public exchanges at prevailing market prices rather than through private deals. For investors this matters because when a company buys back its own stock it reduces the number of shares available, which can boost per-share earnings and often signals management’s confidence; it also affects supply, demand and short-term liquidity much like someone quietly buying up items from a crowded marketplace.

block trades financial

A block trade is a single, large buy or sell of shares or bonds arranged privately between big traders rather than piecemeal on the public market. Think of it like buying a whole shipment at once instead of many small shopping trips; it lets large holders move big positions with less immediate disruption but can signal strong buying or selling pressure and cause price swings once the trade is known, so investors watch block trades for clues about market sentiment and liquidity.

Rule 10b-18 regulatory

Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.

Securities and Exchange Commission regulatory

A national government agency that enforces rules for buying, selling and disclosing information about stocks and other investments, acting like a referee and scorekeeper for financial markets. It requires companies to share clear, regular financial and business information and investigates fraud or rule-breaking, which matters to investors because those rules and disclosures help ensure fair prices, reduce hidden risks and make it easier to compare investment choices.

SEC Rule 10b5-1 regulatory

A SEC Rule 10b5-1 trading plan lets company insiders set up a written, prearranged schedule for buying or selling shares so those trades are not treated as illegal insider trading later, provided the plan was adopted when they did not possess important, nonpublic information and they follow it exactly. For investors this matters because such plans can make insider activity more predictable and reduce the appearance that trades were made on secret knowledge—think of it like programming an automatic thermostat so temperature changes aren’t blamed on someone’s private decisions—though changes to or disclosures about plans can still affect confidence.

insider trading laws regulatory

Insider trading laws are rules that prohibit people with access to important, nonpublic company information from buying or selling that company’s securities based on that information, and often require certain insiders to report their trades. They matter to investors because these laws protect fair markets—like referees enforcing rules in a game—by preventing a few people from gaining an unfair advantage and by imposing penalties that deter abuse and encourage confidence in market prices.

authorized but unissued shares financial

Authorized but unissued shares are the number of shares a company is legally allowed to create but has not yet issued to investors, employees, or other parties. They matter to investors because issuing those reserved shares in the future can dilute existing ownership, raise cash, or be used for employee pay and acquisitions—like having empty slots a company can fill later, which changes voting power and per-share value.

FAIRFAX, Va.--(BUSINESS WIRE)-- FVCBankcorp, Inc. (Nasdaq – FVCB) (the “Company”) announced today that its Board of Directors has extended its share repurchase program that was initiated in 2020. Under the repurchase program, the Company may repurchase up to 1,400,000 shares of its common stock, or approximately 8% of its outstanding shares of common stock at December 31, 2025. The repurchase program will expire on March 31, 2027, subject to earlier termination of the program by the Board of Directors.

Repurchases may be made in open market purchases, block trades or in privately negotiated transactions. Repurchases, if any, under the program will be made at the discretion of management, and will depend upon market pricing and conditions, business, legal, accounting and other considerations. Open market purchases will be conducted in accordance with the limitations of Rule 10b-18 of the Securities and Exchange Commission (the “SEC”). Repurchases may be made pursuant to any trading plan that may be adopted in accordance with SEC Rule 10b5-1, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. Under applicable law, repurchased shares will be cancelled and revert to the status of authorized but unissued shares.

The repurchase program may be modified, suspended or terminated at any time without notice, in 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.

About FVCBankcorp Inc.

FVCBankcorp, Inc. is the holding company for FVCbank, a wholly-owned subsidiary which commenced operations in November 2007. FVCbank is a $2.29 billion Virginia-chartered community bank serving the banking needs of commercial businesses, nonprofit organizations, professional service entities, their owners and employees located in the greater Baltimore and Washington D.C., metropolitan areas. Locally owned and managed, FVCbank is based in Fairfax, Virginia, and has 8 full-service offices in Arlington, Fairfax, Manassas, Reston and Springfield, Virginia, Washington D.C., Baltimore and Bethesda, Maryland.

For more information about the Company, please visit the Investor Relations page of FVCBankcorp Inc.’s website, www.fvcbank.com.

Forward-looking Statements: This press release contains forward-looking statements within the meaning of the Securities and Exchange Act of 1934, as amended. In some cases, forward-looking statements can be identified by use of words such as “may,” “will,” “anticipates,” “believes,” “expects,” “plans,” “estimates,” “potential,” “continue,” “should,” and similar words or phrases. These statements are based upon current and anticipated economic conditions, nationally and in the Company’s market, interest rates and interest rate policy, competitive factors, and other conditions which by their nature, are not susceptible to accurate forecast and are subject to significant uncertainty. Because of these uncertainties and the assumptions on which this discussion and the forward-looking statements are based, actual future operations and results in the future may differ materially from those indicated herein. For details on factors that could affect these expectations, see the risk factors and other cautionary language included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and in other periodic and current reports filed with the SEC. Readers are cautioned against placing undue reliance on any such forward-looking statements. The Company’s past results are not necessarily indicative of future performance.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260319126240/en/

For further information, contact:

David W. Pijor, Chairman and Chief Executive Officer

Phone: (703) 436-3802

Email: dpijor@fvcbank.com

Patricia A. Ferrick, President

Phone: (703) 436-3822

Email: pferrick@fvcbank.com

Source: FVCBankcorp, Inc.