STOCK TITAN
  1. Home
  2. Sec-filings
  3. BAFN
  4. [8-K] BayFirst Financial Corp. Reports Material Event

BayFirst Financial (BAFN) takes $41.5M asset hit, capital ratios climb in Q2

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

BayFirst Financial Corp. reported a second-quarter 2026 net loss of $32.7 million (loss of $8.05 per share), much wider than the first-quarter loss of $5.9 million, driven largely by $41.5 million of expenses tied to an asset resolution plan focused on its government-guaranteed and unguaranteed SBA 7(a) portfolios. Noninterest income turned to a negative $6.8 million, and tangible book value per share fell sharply to $4.82 from $14.22 at March 31, 2026.

Total loans held for investment declined to $882.8 million and deposits to $988.9 million, reflecting the exit from SBA 7(a) lending and deliberate runoff of high-rate and brokered deposits. Asset quality metrics were reset with a much higher allowance for credit losses of 5.37% of loans and nonperforming assets at 1.75% of total assets. Despite losses, the Bank’s capital ratios strengthened following an $80 million capital raise and preferred issuances; the Tier 1 leverage ratio improved to 8.30%, and CET1 to 11.47%, with management stating the Bank remains well capitalized and liquid, and pursuing a community-banking-focused strategy with a new South Tampa branch planned.

Positive

  • $80 million capital raise, with $60 million downstreamed to the Bank in Q2, lifted capital ratios; the Tier 1 leverage ratio improved to 8.30% and CET1 to 11.47%, and the Bank reports it remains well capitalized.
  • The allowance for credit losses increased to 5.37% of loans (312% of nonperforming loans excluding guarantees), materially boosting reserve coverage as asset issues are addressed under the asset resolution plan.
  • Net interest margin held relatively stable at 3.48% and would have been 4.07% excluding asset resolution write-downs, suggesting underlying core spread performance remains stronger than headline results indicate.
  • Liquidity is described as strong, with $139 million in cash and balances, a modest 2% of assets in investment securities, and significant unused borrowing capacity at the FHLB and Federal Reserve.

Negative

  • Second-quarter 2026 net loss widened to $32.7 million, versus a loss of $5.9 million in the prior quarter, largely due to $41.5 million in asset resolution expense, severely pressuring earnings.
  • Tangible book value per common share dropped from $14.22 at March 31, 2026 to $4.82 at June 30, 2026, a major destruction of common equity value in a single quarter.
  • Total deposits declined by $97.0 million in the quarter and $174.9 million year over year to $988.9 million, reflecting runoff of high-rate and brokered deposits and shrinking funding base.
  • The company is restating prior financial statements for 2024, 2025 and Q1 2026 after identifying misstatements in provision expense and gains on government-guaranteed loans, highlighting prior-period reporting weaknesses.
  • Provision for credit losses surged to $29.0 million in the quarter (six-month provision $32.4 million), and noninterest income turned to a negative $6.8 million, underscoring the magnitude of asset-quality and SBA-related issues.

Filing Explained

Completed preferred-to-common exchange added 22.856 million common shares; the planned rights offering remains future, making dilution partly completed and partly conditional.

This Form 8-K reports specified material events and second-quarter results. On July 14, 2026, shareholders approved increasing authorized common shares from 15 million to 100 million.

The company completed the exchange of all Series D and Series E preferred shares for 22.856 million common shares, and retired those preferred shares. This was a completed share issuance, not merely authorization.

Adding those common shares increases the share count and reduces existing common holders’ percentage ownership absent offsetting changes. The higher authorized limit is capacity rather than an issuance; the rights offering had only a planned mid-August launch date, so this filing does not establish its eventual shares or proceeds.

Separately, the company reports completing payments on August 10, 2026 of $6.464 million for Series A and $3.241 million for Series B, including accrued dividends, following formal redemption notices.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net loss Q2 2026 $32.7 million Quarter ended June 30, 2026
Asset resolution plan expense $41.5 million Provision, write-downs and related items recorded in Q2 2026
Net interest margin 3.48% Second quarter 2026; 4.07% excluding asset resolution write-downs
Loans held for investment $882.8 million Balance at June 30, 2026 after $41.4 million quarterly decline
Total deposits $988.9 million Balance at June 30, 2026; down $97.0 million in the quarter
Allowance for credit losses ratio 5.37% ACL as a percentage of total loans held for investment at June 30, 2026
Tier 1 leverage ratio 8.30% Bank-level capital ratio as of June 30, 2026
Tangible book value per share $4.82 Tangible common book value at June 30, 2026
asset resolution plan financial
"expenses related to the Company's asset resolution plan of $41.5 million"
allowance for credit losses financial
"increase in allowance for credit losses on loans of $24.4 million"
Allowance for credit losses is a reserve set aside by a financial institution to cover potential losses from borrowers who may not repay their loans. It acts like a safety net, helping the institution prepare for loans that might turn sour. For investors, it signals how cautious the institution is about the quality of its loans and potential risks to its financial health.
nonperforming assets financial
"Nonperforming assets were 1.75% of total assets as of June 30, 2026"
Nonperforming assets are loans or investments that are not generating expected payments or returns because the borrower has fallen behind on payments or the investment has lost value. They matter to investors because a high level of nonperforming assets can indicate financial trouble for a bank or institution, potentially affecting its stability and profitability.
Common Equity Tier 1 Capital financial
"The CET 1 and Tier 1 capital ratios to risk-weighted assets were 11.47%"
Core capital a bank holds consisting mainly of common shares and retained profits that can absorb losses without forcing the bank to sell assets or seek emergency help; items that can’t reliably cover losses are excluded. Think of it as the bank’s shock-absorbing cushion: a higher common equity tier 1 (CET1) level and ratio means regulators and investors view the bank as better able to survive bad loans or market shocks, so it signals lower risk to shareholders and creditors.
tangible book value per common share financial
"tangible book value was $4.82 per common share, a decrease from $14.22"
A per-share measure of the company’s tangible net asset value available to common shareholders after removing intangible items (like goodwill, brand value, and patents) and any preferred shareholder claims. Think of it as the amount each common share would get if the company sold only its physical and financial assets and settled priority claims. Investors use it as a conservative baseline to judge whether a stock is cheaply priced relative to the company’s hard-asset backing.
Net loss $32.7 million (Q2 2026) vs net loss $5.9 million in Q1 2026 and $1.9 million in Q2 2025
Net interest income $9.4 million (Q2 2026) slightly down from $9.4 million in Q1 2026 and $12.1 million in Q2 2025
Provision for credit losses $29.0 million (Q2 2026) up from $3.4 million in Q1 2026 and $7.6 million in Q2 2025
Noninterest income negative $6.8 million (Q2 2026) down from $0.9 million in Q1 2026 and $10.5 million in Q2 2025
CET1 capital ratio 11.47% (Bank level) up from 7.74% at March 31, 2026

FAQ

What were BayFirst Financial (BAFN) results for the second quarter of 2026?
BayFirst reported a net loss of $32.7 million, or $8.05 per common share, for Q2 2026. Results were driven by $41.5 million of asset resolution expenses related to SBA and government-guaranteed loan portfolios and associated write-downs.

How did BayFirst Financial (BAFN) capital levels change in Q2 2026?
After an $80 million capital raise, including $60 million invested in the Bank, the Tier 1 leverage ratio rose to 8.30% and CET1 to 11.47%. Management states the Bank meets all requirements to be considered well capitalized.

What is BayFirst Financial (BAFN) doing under its asset resolution plan?
The asset resolution plan targets specific government-guaranteed loans and over 7,000 unguaranteed SBA 7(a) small-balance loans. In Q2 2026 it generated $41.5 million of provision, fair value write-downs, premium amortization, and securities impairment expenses.

How did BayFirst Financial (BAFN) deposits and loans trend in Q2 2026?
Loans held for investment fell $41.4 million to $882.8 million, and deposits dropped $97.0 million to $988.9 million. Declines reflect SBA 7(a) exit, loan sales, and reductions in high-rate promotional and brokered deposits, partly offset by noninterest-bearing growth.

What restatement issues did BayFirst Financial (BAFN) disclose?
Management is restating 2024, 2025, and Q1 2026 financials after identifying $2.8 million of deferred costs and $2.1 million of accrued interest tied to defaulted unguaranteed SBA 7(a) loans, and $3.4 million of deferred costs overstating gains on guaranteed loan sales.

How did BayFirst Financial’s (BAFN) asset quality and reserves look at June 30, 2026?
The allowance for credit losses rose to $45.1 million, or 5.37% of loans. Nonperforming assets were 1.75% of total assets, and the ACL covered about 312% of nonperforming loans excluding government-guaranteed balances.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Understanding 8-K Material Events →
0001649739FALSE00016497392026-08-132026-08-13


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) August 13, 2026 
BAYFIRST FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
 
 
Florida001-4106859-3665079
(State or other jurisdiction
of incorporation)
(Commission
file number)
(IRS employer
identification no.)
700 Central Avenue33701
St. Petersburg, Florida
(Zip Code)
(Address of principal executive offices)
(727) 440-6848
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities Registered pursuant to Section 12(b) of the Act:
Title of each class registeredTrading Symbol(s)Name of exchange on which registered
Common StockBAFNThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1933 (§240.12b-2 of this chapter)
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. ☐


Item 2.02. Results of Operations and Financial Condition
On August 13, 2026, BayFirst Financial Corp. (“Company”) issued a press release announcing its financial results for the second quarter of 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure
The Company has prepared presentation materials (the “Conference Call & Webcast Presentation”) that management intends to use during its previously announced second quarter 2026 conference call on Friday, August 14, 2026 at 9:00 am Eastern Time, and from time to time thereafter in presentations about the Company’s operations and performance. The Company may use the Conference Call & Webcast Presentation, possibly with modifications, in presentations to current and potential investors, analysts, lenders, business partners, acquisition candidates, customers, employees and others with an interest in the Company and its business.
A copy of the Conference Call & Webcast Presentation is furnished as Exhibit 99.2 to this report and incorporated herein by reference. The Conference Call & Webcast Presentation is also available on the Company's website at www.bayfirstfinancial.com. Materials on the Company’s website are not part of, or incorporated by reference into, this report.
2

Item 9.01. Financial Statements and Exhibits.
  (d) Exhibits
Exhibit Number

Exhibit Name
Filed Herewith
99.1
BayFirst Financial Corp. Press Release dated August 13, 2026
*
99.2
BayFirst Financial Corp. Second Quarter 2026 Investor Presentation
*
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
*
The information in this report (including the exhibits) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
3

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BAYFIRST FINANCIAL CORP.
Date:8/13/2026
By:/s/ Scott J. McKim
Scott J. McKim
Chief Financial Officer

4

picture1.jpg
Contacts:Contact:
Alfred T. Rogers, Jr.Scott J. McKim
Chief Executive Officer and PresidentChief Financial Officer
727.685.2097727.521.7085
BayFirst Financial Corp. Reports Second Quarter 2026 Results
ST. PETERSBURG, FL. — August 13, 2026 — BayFirst Financial Corp. (NASDAQ: BAFN) (“BayFirst” or “Company”), parent company of BayFirst National Bank (“Bank”) reported a net loss of $32.7 million, or $8.05 per common share and diluted common share, for the second quarter of 2026, compared to a restated net loss of $5.9 million, or $1.54 per common share and diluted common share, in the first quarter of 2026. The current quarter’s net loss was driven by expenses related to the Company's asset resolution plan of $41.5 million.
“This quarter’s results reflect the financial impact of actions taken under our asset resolution plan, a deliberate step we believe strengthens our balance sheet and will position us well for the future,” stated Alfred Rogers, Chief Executive Officer. “Even as we absorbed this impact, we continued to invest in our Community Banking initiatives, including the upcoming opening of our newest branch in South Tampa, reflecting our long-term commitment to the markets we serve regardless of near-term conditions. We are taking a disciplined approach as we work through the issues affecting our performance, with a clear focus on the fundamentals of profitability and serving our local markets.
“We take our obligation to provide accurate and transparent financial reporting seriously. When we identified an understatement of provision expense and an overstatement of gain of sale on government guaranteed loans through our internal review process, we moved quickly to investigate, correct it, and inform our shareholders and regulators. The Bank remains well capitalized and well positioned to continue serving our customers and communities as we work toward improved performance.
“BayFirst’s commitment to the communities we serve has not changed, and I am confident we will keep strengthening our position as the community bank of choice within our Tampa Bay and Sarasota markets.”
Second Quarter 2026 Performance Review
•The capital raise reported on April 28, 2026 was $80 million before transaction fees. Of this total investment, $60 million was invested in the Bank during the second quarter.
•The Company completed and quantified the impact of the asset resolution plan adopted in accordance with the transactions contemplated by the Stock Purchase Agreement dated April 28, 2026. The asset resolution plan includes the identification of specific loans within the Company’s government guaranteed loan portfolio, as well as adjustments to the net amount expected to be collected on over 7,000 unguaranteed SBA 7(a) small balance loans. As a result, the Company recorded $41.5 million of provision expense, write-downs on loans measured at fair value, amortization of premiums paid on purchased government guaranteed loans, and impairment on nonmarketable securities during the quarter.
•Net interest margin was 3.48% in the second quarter of 2026, an increase of 4 basis points from 3.44% in the first quarter of 2026 and a decrease of 53 basis points from 4.01% in the second quarter of 2025.
•Loans held for investment decreased by $41.4 million, or 4.5%, during the second quarter of 2026 to $882.8 million and decreased $237.7 million, or 21.2%, over the past year. The decrease from the prior year was partially the result of no new SBA 7(a) loan originations and the sale of $97.4 million of government guaranteed loans to a third party as part of the Bank’s discontinuance of SBA 7(a) lending.
•Deposits decreased $97.0 million, or 8.9%, during the second quarter of 2026 and decreased $174.9 million, or 15.0%, over the past year to $988.9 million. The decrease in deposits during the quarter was primarily due

BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 2

to decreases in high-rate promotional interest-bearing transaction account balances, savings and money market account balances, brokered deposits, and time deposit balances, partially offset by an increase in noninterest-bearing account balances.
•At June 30, 2026, book value per common share was $4.83 and tangible book value was $4.82 per common share, a decrease from $14.22 at March 31, 2026. The decrease was primarily the result of the net loss in the second quarter 2026.
Results of Operations
Net Loss
The Company had a net loss of $32.7 million for the second quarter of 2026, compared to a net loss of $5.9 million in the first quarter of 2026 and a net loss of $1.9 million in the second quarter of 2025. The change in the second quarter of 2026 from the preceding quarter and from the second quarter of 2025 was primarily the result of $41.5 million of expense related to the asset resolution plan.
For the six months ended June 30, 2026, the Company had a net loss of $38.6 million, compared to a net loss of $2.8 million for the six months ended June 30, 2025. The decrease was primarily the result of $41.5 million expense related to the asset resolution plan.
Net Interest Income and Net Interest Margin
Net interest income was $9.4 million in the second quarter of 2026 was relatively unchanged compared to the first quarter of 2026, which is a decrease of $2.7 million from $12.1 million during the second quarter of 2025. The decrease in loan interest income, including fees, was primarily related to the write down of $1.6 million of unamortized premiums on the Company’s portfolio of purchased fully guaranteed USDA loans which are at risk of default or early prepayment. The net interest margin was 3.48% in the second quarter of 2026, an increase of 4 basis points from 3.44% in the first quarter of 2026 and a decrease of 53 basis points from 4.01% in the second quarter of 2025. Excluding the write-downs, the net interest margin for the second quarter was 4.07%.
The decrease in net interest income during the second quarter of 2026, as compared to the year ago quarter, was mainly due to a decrease in loan interest income, including fees, of $6.4 million, partially offset by a decrease in interest expense on deposits of $2.4 million.
Net interest income was $18.9 million for the six months ended June 30, 2026, a decrease from $22.7 million for the year ended June 30, 2025. The decrease was mainly due to a decrease in loan interest income, including fees, of $9.9 million, partially offset by a decrease in interest expense of $4.9 million.
Noninterest Income
Noninterest income was a negative $6.8 million for the second quarter of 2026, compared to income of $0.9 million in the first quarter of 2026 and income of $10.5 million in the second quarter of 2025. The change from the second quarter of 2026, as compared to the first quarter of 2026, was primarily the result of a decrease in government guaranteed loan fair value gains of $5.9 million of which $6.2 million was related to the asset resolution plan. The decrease was also due to a loss on nonmarketable equity securities of $1.5 million which was related to the impairment of an investment in a firm who was a partner with the Company’s former SBA 7(a) lending business. The decrease in the second quarter of 2026, as compared to the second quarter of 2025, was the result of a decrease in gain on sale of government guaranteed loans of $5.9 million and the loss on nonmarketable equity securities of $1.5 million.
Noninterest income was a negative $5.9 million for the six months ended June 30, 2026, which was a decrease from income of $19.0 million for the six months ended June 30, 2025. The decrease was primarily the result of a decrease in gain on sale of government guaranteed loans of $13.0 million, a decrease in government guaranteed loan fair value

BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 3

gains of $8.7 million, a decrease in government guaranteed loan packaging fees of $1.3 million, and the loss on nonmarketable equity securities of $1.5 million.
Noninterest Expense
Noninterest expense was $17.7 million in the second quarter of 2026 compared to $14.9 million in the first quarter of 2026 and $17.5 million in the second quarter of 2025. The increase in the second quarter of 2026, as compared to the prior quarter, was primarily due to $1.7 million of expenses related to the asset resolution plan and $2.3 million of one-time expenses to record a change in control payment and write-off vendor contracts related to national lending and digital account opening businesses which are not part of our community banking focus. The increase in the second quarter of 2026, as compared to the second quarter of 2025, was primarily due to an increase in loan servicing and origination expense of $0.6 million, an increase in data processing expenses of $0.6 million of which $1.4 million was related to the asset resolution plan, and an increase in other expense of $1.4 million of which $1.7 million was related to the asset resolution plan. These increases were partially offset by a decrease in compensation expense of $2.3 million which included $0.8 million of expense related to the asset resolution plan.
Noninterest expense was $32.6 million for the six months ended June 30, 2026 compared to $33.3 million for the six months ended June 30, 2025. The decrease was primarily the result of a decrease in compensation expense of $5.0 million, partially offset by an increase in loan servicing and origination expense of $3.4 million and an increase in other expense of $1.3 million.
Balance Sheet
Assets
Total assets decreased $54.7 million, or 4.6%, during the second quarter of 2026 to $1.13 billion, primarily the result of a decrease in loans held for investment of $41.4 million, an increase in allowance for credit losses on loans of $24.4 million, and an increase in the deferred tax asset of $11.4 million. Compared to the end of the second quarter last year, total assets decreased $202.5 million, or 15.1%, driven primarily by a decrease in loans held for investment of $237.7 million, and an increase in allowance for credit losses on loans of $28.0 million, partially offset by an increase in cash and cash equivalents of $61.9 million.
Loans
Loans held for investment decreased $41.4 million, or 4.5%, during the second quarter of 2026 and $237.7 million, or 21.2%, over the past year to $882.8 million. The decrease from prior year was primarily due to loan payoffs and government guaranteed loan sales, which included the sale of the SBA 7(a) loans to a third party in the fourth quarter as part of the Bank’s discontinuance of SBA 7(a) lending. This was partially offset by originations in both conventional community bank loans and USDA government guaranteed loans.
Deposits
Deposits decreased $97.0 million, or 8.9%, during the second quarter of 2026 and decreased $174.9 million, or 15.0%, from the second quarter of 2025, ending June 30, 2026, at $988.9 million. During the second quarter, there were decreases in interest-bearing transaction account balances of $18.2 million, savings and money market account balances of $9.8 million, and time deposit balances of $74.2 million, partially offset by an increase in noninterest-bearing account balances of $5.3 million. The decrease in deposits during the quarter was primarily due to reductions in high-rate promotional deposits held with non-relationship customers and also a decrease in brokered deposits. During the second quarter, the Bank reduced cost of funds by 20 basis points. At June 30, 2026, March 31, 2026, and

BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 4

June 30, 2025, the Company had $163.8 million, $183.9 million, and $186.7 million, respectively, of brokered deposits.
Asset Quality
The Company recorded a provision for credit losses in the second quarter of $29.0 million, compared to provisions of $3.4 million for the first quarter of 2025 and $7.6 million during the second quarter of 2025. The increase in the provision expense was primarily the result of $30.5 million of expense related to the asset resolution plan.
The ratio of allowance for credit losses (ACL) on loans to total loans held for investment at amortized cost was 5.37% at June 30, 2026, 2.36% as of March 31, 2026, and 1.65% as of June 30, 2025. The ratio of ACL on loans to total loans held for investment at amortized cost, excluding government guaranteed loan balances, was 5.82% at June 30, 2026, 2.55% as of March 31, 2026, and 1.86% as of June 30, 2025. The increase in ACL percentage was the result of provision expense booked during the quarter as determined by the asset resolution plan.
Net charge-offs for the second quarter of 2026 were $4.5 million, which was a decrease from $4.7 million for the first quarter of 2025 and a decrease from $7.1 million for the second quarter of 2025. Annualized net charge-offs as a percentage of average loans held for investment at amortized cost were 2.08% for the second quarter of 2026, compared to 2.14% in the first quarter of 2025 and 2.74% in the second quarter of 2025. Nonperforming assets were 1.75% of total assets as of June 30, 2026, compared to 2.01% as of March 31, 2026, and 1.79% as of June 30, 2025. Nonperforming assets, excluding government guaranteed loan balances, were 1.32% of total assets as of June 30, 2026, compared to 1.39% as of March 31, 2026, and 1.13% as of June 30, 2025.
Capital
The Bank’s Tier 1 leverage ratio was 8.30% as of June 30, 2026, compared to 5.89% as of March 31, 2026, and 7.73% as of June 30, 2025. The CET 1 and Tier 1 capital ratios to risk-weighted assets were 11.47% as of June 30, 2026, compared to 7.74% as of March 31, 2026, and 9.51% as of June 30, 2025. The total capital to risk-weighted assets ratio was 12.77% as of June 30, 2026, compared to 9.00% as of March 31, 2026, and 10.77% as of June 30, 2025. At June 30, 2026, the Bank met all of its regulatory capital requirements to be well-capitalized.
Liquidity
The Bank's overall liquidity position remains strong and stable with liquidity in excess of internal minimums as stated by policy and monitored by management and the Board. The on-balance sheet liquidity ratio at June 30, 2026 was 14.95%, as compared to 18.44% at December 31, 2025. The Bank has liquidity resources which include secured borrowings available from the Federal Home Loan Bank, the Federal Reserve, and lines of credit with other financial institutions. As of June 30, 2026 and March 31, 2026, the Bank had no borrowings from the FHLB, the FRB or other financial institutions.
Recent Events
Restatement of Previously Issued Financial Statements
As previously disclosed in the Current Report on Form 8-K filed with the SEC on July 15, 2026, the Company is restating its previously issued financial statements as and for the years ended December 31, 2024, and December 31, 2025, and the quarter ended March 31, 2026.
Management identified $2.8 million, pretax, of deferred origination costs and $2.1 million, pretax, of accrued interest as of March 31, 2026, related to unguaranteed portions of SBA 7(a) loans which had defaulted or were placed into nonaccrual status in prior periods, which resulted in a material understatement of provision for credit losses expense and overstatement of net interest income during the effected quarterly periods in which the errors accumulated in 2024, 2025, and the first quarter of 2026. Furthermore, management identified $3.4 million, pretax, of deferred origination costs which should have been netted against gain on sale of guaranteed SBA 7a loans which resulted in a material over statement of gain on sale of government guaranteed loans, during the affected quarterly periods in which the error accumulated in 2024 and 2025.
Stock Purchase and Exchange Agreements and Rights Offering

BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 5

On July 14, 2026, the Company obtained shareholder approval to amend the BayFirst Financial Corp. Articles of Incorporation to increase the number of authorized shares of the common stock from 15,000,000 to 100,000,000 and exchanged all 4,000 outstanding shares of Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series D, and all 4,000 outstanding shares of Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series E for a total of 22,856,000 shares of common stock. Upon conversion, all shares of Series D and Series E Preferred Stock were retired. Management also noted a Mid-August launch date for the rights offering, discussed in the Stock Purchase Agreement included with the Company’s Form 8-K and the exhibits dated April 28, 2026, and filed with the Securities and Exchange Commission on April 30, 2026.
Redemption of Series A and Series B Preferred Shares
On July 20, 2026, the Company sent notifications to holders of Series A and Series B Preferred Shares formally redeeming all shares outstanding. On August 10, 2026, the Company made a payment in the amount of $6,463,746.25 for Preferred Series A, including accrued dividends of $302,746.25, and payment in the amount of $3,240,687.60 for Preferred Series B, including accrued dividends of $117,687.60.
Conference Call
BayFirst will host a conference call on Friday, August 14, 2026, at 9:00 a.m. ET to discuss its second quarter results. Interested parties may listen to the call live under the Investor Relations tab at www.bayfirstfinancial.com or are invited to dial (833) 461-5787 to participate in the call using Conference ID 560643219. A replay of the call will be available for one year at www.bayfirstfinancial.com.
About BayFirst Financial Corp.
BayFirst Financial Corp. is a registered bank holding company based in St. Petersburg, Florida which commenced operations on September 1, 2000. Its primary source of income is derived from its wholly owned subsidiary, BayFirst National Bank, a national banking association which commenced business operations on February 12, 1999. The Bank currently operates eleven full-service banking offices throughout the Tampa Bay-Sarasota region and offers a broad range of commercial and consumer banking services to businesses and individuals. As of June 30, 2026, BayFirst Financial Corp. had $1.13 billion in total assets.
Forward-Looking Statements
In addition to the historical information contained herein, this presentation includes "forward-looking statements" within the meaning of such term in the Private Securities Litigation Reform Act of 1995. These statements are subject to many risks and uncertainties, including, but not limited to, the effects of health crises, global military hostilities, weather events, or climate change, including their effects on the economic environment, our customers and our operations, as well as any changes to federal, state or local government laws, regulations or orders in connection with them; the ability of the Company to implement its strategy and expand its banking operations; changes in interest rates and other general economic, business and political conditions, including changes in the financial markets and credit quality; changes in business plans as circumstances warrant; risks related to mergers and acquisitions; changes in benchmark interest rates used to price loans and deposits, changes in tax laws, regulations and guidance; enforcement actions initiated by our regulators and their impact on our operations; and other risks detailed from time to time in filings made by the Company with the SEC, including, but not limited to those “Risk Factors” described in our most recent Form 10-K and Form 10-Q. Readers should note that the forward-looking statements included herein are not a guarantee of future events, and that actual events may differ materially from those made in or suggested by the forward-looking statements.
Forward-looking statements generally can be identified by the use of forward-looking terminology such as "will," "propose," "may," "plan," "seek," "expect," "intend," "estimate," "anticipate," "believe," "continue," or similar terminology. Any forward-looking statements presented herein are made only as of the date of this document, and the Company does not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 6

BAYFIRST FINANCIAL CORP.
SELECTED FINANCIAL DATA (Unaudited)

At or for the three months ended
(Dollars in thousands, except for share data)6/30/20263/31/202612/31/20259/30/20256/30/2025
As restatedAs restatedAs restatedAs restated
Net loss$(32,665)$(5,930)$(2,696)$(19,077)$(1,854)
Balance sheet data:
Average loans held for investment at amortized cost858,931 881,938 933,401 1,054,946 1,042,247 
Average total assets1,185,392 1,213,823 1,328,923 1,339,795 1,316,901 
Average common shareholders’ equity67,624 64,448 67,481 86,976 89,452 
Government guaranteed loans held for sale— — — 94,052 — 
Total loans held for investment882,840 924,220 958,014 993,109 1,120,499 
Total loans held for investment, excl gov’t gtd loan balances805,684 849,157 887,885 917,816 967,642 
Allowance for credit losses45,081 20,632 21,996 24,485 17,041 
Total assets1,134,925 1,189,671 1,294,269 1,340,222 1,337,391 
Total deposits988,874 1,085,869 1,183,938 1,171,457 1,163,796 
Common shareholders’ equity19,850 58,421 64,758 67,921 86,591 
Share data:
Basic loss per common share$(8.05)$(1.54)$(0.75)$(4.71)$(0.54)
Diluted loss per common share(8.05)(1.54)(0.75)(4.71)(0.54)
Dividends per common share— — — — 0.08 
Book value per common share4.83 14.22 15.76 16.50 20.95 
Tangible book value per common share (1)
4.82 14.22 15.76 16.50 20.95 
Performance ratios:
Return on average assets(2)
(11.02)%(1.95)%(0.81)%(5.70)%(0.56)%
Return on average common equity(2)
(195.50)%(39.19)%(18.26)%(89.51)%(10.02)%
Net interest margin(2)
3.48 %3.44 %3.60 %3.64 %4.01 %
Asset quality ratios:
Net charge-offs$4,460 $4,719 $4,865 $3,544 $7,142 
Net charge-offs/avg loans held for investment at amortized cost(2)
2.08 %2.14 %2.08 %1.34 %2.74 %
Nonperforming loans(3)
$18,457 $21,453 $24,343 $24,687 $21,665 
Nonperforming loans (excluding gov't gtd balance)(3)
$14,434 $15,873 $16,271 $15,822 $14,187 
Nonperforming loans/total loans held for investment(3)
2.20 %2.46 %2.69 %2.65 %2.10 %
Nonperforming loans (excl gov’t gtd balance)/total loans held for investment(3)
1.72 %1.82 %1.80 %1.70 %1.38 %
ACL/Total loans held for investment at amortized cost5.37 %2.36 %2.43 %2.63 %1.65 %
ACL/Total loans held for investment at amortized cost, excl government guaranteed loans 5.82 %2.55 %2.60 %2.80 %1.86 %
Other Data:
Full-time equivalent employees148143144237300
Banking center offices1112121212
(1) See section entitled "GAAP Reconciliation and Management Explanation of Non-GAAP Financial Measures" below for a reconciliation to most comparable GAAP equivalent.
(2) Annualized
(3) Excludes loans measured at fair value


BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 7

Reconciliation and Management Explanation of Non-GAAP Financial Measures
Some of the financial measures included in this report are not measures of financial condition or performance recognized by GAAP. These non-GAAP financial measures include adjusted income before income taxes, tangible common shareholders' equity, and tangible book value per common share. Our management uses these non-GAAP financial measures in its analysis of our performance, and we believe that providing this information to financial analysts and investors allows them to evaluate capital adequacy.
The following presents the calculation of the non-GAAP financial measures.
Adjusted loss before income taxesThree Months Ended June 30, 2026Six Months Ended June 30, 2026
Loss before income taxes as reported
$(44,040)$(52,006)
Less: Asset resolution plan expense
Interest income on loans, including fees1,616 1,616 
Provision for credit losses30,510 30,510 
Noninterest income7,700 7,700 
Noninterest expense1,720 1,720 
Total Asset resolution plan expense41,546 41,546 
Adjusted loss before income taxes$(2,494)$(10,460)
Tangible Common Shareholders' Equity and Tangible Book Value Per Common Share (Unaudited)
As of
(Dollars in thousands, except for share data)June 30, 2026March 31, 2026December 31, 2025September 30, 2025June 30, 2025
As restatedAs restatedAs restatedAs restated
Total shareholders’ equity$115,901 $75,628 $81,580 $83,972 $102,642 
Less: Preferred stock liquidation preference(96,051)(17,207)(16,822)(16,051)(16,051)
Total equity available to common shareholders19,850 58,421 64,758 67,921 86,591 
Less: Intangible assets(62)— — — — 
Tangible common shareholders' equity$19,788 $58,421 $64,758 $67,921 $86,591 
Common shares outstanding4,106,905 4,108,072 4,108,069 4,116,913 4,134,127 
Tangible book value per common share$4.82 $14.22 $15.76 $16.50 $20.95 


BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 8

BAYFIRST FINANCIAL CORP.
CONSOLIDATED BALANCE SHEETS (Unaudited)
(Dollars in thousands)6/30/20263/31/20266/30/2025
AssetsAs restatedAs restated
Cash and due from banks$5,641 $6,848 $6,142 
Interest-bearing deposits in banks133,524 127,617 71,157 
Cash and cash equivalents139,165 134,465 77,299 
Time deposits in banks— — 1,280 
Investment securities available for sale, at fair value (amortized cost $30,591, $31,268, and $33,410 at June 30, 2026, March 31, 2026, and June 30, 2025, respectively)
27,778 28,531 30,256 
Investment securities held to maturity, at amortized cost, net of allowance for credit losses of $7, $9, and $9 (fair value: $2,371, $2,378, and $2,369 at June 30, 2026, March 31, 2026, and June 30, 2025, respectively)
2,493 2,491 2,491 
Nonmarketable equity securities
3,164 4,662 6,551 
Government guaranteed loans held for investment, at fair value
43,847 51,807 90,687 
Loans held for investment, at amortized cost838,993 872,413 1,029,812 
Allowance for credit losses on loans(45,081)(20,632)(17,041)
    Net Loans held for investment, at amortized cost793,912 851,781 1,012,771 
Accrued interest receivable5,127 5,570 7,360 
Premises and equipment, net30,245 30,690 32,407 
Loan servicing rights9,942 11,334 16,074 
Deferred income tax assets21,253 9,862 247 
Right-of-use operating lease assets13,720 14,171 15,160 
Bank owned life insurance27,654 27,457 26,881 
Other real estate owned532 400 400 
Other assets16,093 16,450 17,527 
Total assets$1,134,925 $1,189,671 $1,337,391 
Liabilities:
Noninterest-bearing deposit accounts$116,788 $111,476 $109,698 
Interest-bearing transaction accounts135,628 153,860 238,215 
Savings and money market deposit accounts422,933 432,781 493,005 
Time deposits313,525 387,752 322,878 
Total deposits988,874 1,085,869 1,163,796 
FHLB borrowings— — 40,000 
Subordinated debentures5,9666,0995,959
Notes payable1,252 1,479 1,707 
Accrued interest payable597 958 1,148 
Operating lease liabilities12,694 13,003 13,819 
Accrued expenses and other liabilities9,641 6,635 8,320 
Total liabilities1,019,024 1,114,043 1,234,749 

BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 9

BAYFIRST FINANCIAL CORP.
CONSOLIDATED BALANCE SHEETS (Unaudited)
(Dollars in thousands)6/30/20263/31/20266/30/2025
Shareholders’ equity:As restatedAs restated
Preferred stock, Series A; no par value, 10,000 shares authorized, 6,395 shares issued and outstanding at June 30, 2026, March 31, 2026, and June 30, 2025; aggregate liquidation preference of $6,395 at June 30, 2026, March 31, 2026 and June 30, 2025
6,161 6,161 6,161 
Preferred stock, Series B; no par value, 20,000 shares authorized, 3,210 shares issued and outstanding at June 30, 2026, March 31, 2026, and June 30, 2025; aggregate liquidation preference of $3,210 at June 30, 2026, March 31, 2026 and June 30, 2025
3,123 3,123 3,123 
Preferred stock, Series C; no par value, 10,000 shares authorized, 6,446 shares issued and outstanding at June 30, 2026, March 31, 2026, and June 30, 2025; aggregate liquidation preference of $6,446 at June 30, 2026, March 31, 2026 and June 30, 2025
6,446 6,446 6,446 
Preferred stock, Series D; no par value, 4,000 shares authorized, issued and outstanding at June 30, 2026 and no shares authorized, issued and outstanding at March 31, 2026 and June 30, 2025; aggregate liquidation preference of $40,000 at June 30, 2026
37,254 — — 
Preferred stock, Series E; no par value, 4,000 shares authorized, issued and outstanding at June 30, 2026 and no shares authorized, issued and outstanding at March 31, 2026 and June 30, 2025; aggregate liquidation preference of $40,000 at June 30, 2026
37,254 — — 
Common stock and additional paid-in capital; no par value, 15,000,000 shares authorized, 4,106,905, 4,108,072, and 4,134,127 shares issued and outstanding at June 30, 2026, March 31, 2026, and June 30, 2025, respectively
54,382 54,390 54,739 
Accumulated other comprehensive loss, net(2,111)(2,054)(2,368)
Unearned compensation(245)(282)(1,006)
Retained earnings(26,363)7,844 35,547 
Total shareholders’ equity115,901 75,628 102,642 
Total liabilities and shareholders’ equity$1,134,925 $1,189,671 $1,337,391 

BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 10

BAYFIRST FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
For the Quarter EndedYear-to-Date
(Dollars in thousands, except per share data)6/30/20263/31/20266/30/20256/30/20266/30/2025
Interest income:As restatedAs restatedAs restated
Loans, including fees$14,803 $15,921 $21,238 $30,724 $40,600 
Interest-bearing deposits in banks and other1,562 1,509 1,046 3,071 1,980 
Total interest income16,365 17,430 22,284 33,795 42,580 
Interest expense:
Deposits6,850 7,893 9,282 14,743 18,713 
Other93 97 875 190 1,130 
Total interest expense6,943 7,990 10,157 14,933 19,843 
Net interest income9,422 9,440 12,127 18,862 22,737 
Provision for credit losses28,977 3,404 7,607 32,381 12,167 
Net interest income after provision for credit losses(19,555)6,036 4,520 (13,519)10,570 
Noninterest income:
Loan servicing income, net588 770 484 1,358 1,220 
Gain (loss) on sale of government guaranteed loans, net— (97)5,872 (97)12,936 
Service charges and fees497 490 473 987 922 
Government guaranteed loans fair value loss, net(6,468)(533)2,442 (7,001)1,687 
Government guaranteed loan packaging fees— — 577 — 1,293 
Loss on nonmarketable securities(1,500)— — (1,500)— 
Gain on sale of premises and equipment(34)13 — (21)— 
Other noninterest income108 241 683 349 961 
Total noninterest income(6,809)884 10,531 (5,925)19,019 
Noninterest Expense:
Salaries and benefits5,332 5,069 8,113 10,401 16,111 
Bonus, commissions, and incentives741 290 262 1,031 333 
Occupancy and equipment1,352 1,368 1,579 2,720 3,213 
Data processing2,649 1,489 2,078 4,138 4,123 
Marketing and business development157 123 403 280 890 
Professional services1,172 1,164 782 2,336 1,514 
Loan servicing and origination expense
3,122 3,836 2,558 6,958 3,593 
Employee recruiting and development248 202 462 450 1,079 
Regulatory assessments611 578 352 1,189 691 
Other noninterest expense2,292 767 939 3,059 1,794 
Total noninterest expense17,676 14,886 17,528 32,562 33,341 
Loss before taxes(44,040)(7,966)(2,477)(52,006)(3,752)
Income tax expense (benefit)(11,375)(2,036)(623)(13,411)(960)
Net loss(32,665)(5,930)(1,854)(38,595)(2,792)
Preferred dividends386 385 386 771 771 
Net loss attributable to common shareholders
$(33,051)$(6,315)$(2,240)$(39,366)$(3,563)
Basic loss per common share$(8.05)$(1.54)$(0.54)$(9.58)$(0.86)
Diluted loss per common share$(8.05)$(1.54)$(0.54)$(9.58)$(0.86)
    


BayFirst Financial Corp. Reports Second Quarter 2026 Results
August 13, 2026
Page 11

Loan Composition
(Dollars in thousands)
6/30/20263/31/202612/31/20259/30/20256/30/2025
(Unaudited)
Unaudited/As restatedAs RestatedUnaudited/As restatedUnaudited/As restated
Real estate:
Residential
$353,716 $359,305 $365,427 $364,020 $356,559 
Commercial
211,518 216,643 215,771 231,039 292,923 
Construction and land
38,095 36,732 48,397 43,700 53,187 
Commercial and industrial
158,077 171,666 181,566 194,654 223,239 
Commercial and industrial - PPP
— 6 6 13 191 
Consumer and other
73,567 82,269 86,441 90,946 93,333 
Loans held for investment, at amortized cost, gross
834,973 866,621 897,608 924,372 1,019,432 
Deferred loan costs, net
8,338 9,353 10,491 11,522 15,818 
Discount on government guaranteed loans
(5,107)(6,007)(6,811)(7,506)(8,780)
Premium on loans purchased, net
789 2,446 2,650 2,941 3,342 
Loans held for investment, at amortized cost, net
838,993 872,413 903,938 931,329 1,029,812 
Government guaranteed loans held for investment, at fair value43,847 51,807 54,076 61,780 90,687 
Total loans held for investment, net
$882,840 $924,220 $958,014 $993,109 $1,120,499 
Nonperforming Assets (Unaudited)
(Dollars in thousands)6/30/20263/31/202612/31/20259/30/20256/30/2025
As RestatedAs RestatedAs RestatedAs Restated
Nonperforming loans (government guaranteed balances), at amortized cost, gross
$4,023 $5,580 $8,072 $8,865 $7,478 
Nonperforming loans (unguaranteed balances), at amortized cost, gross
14,434 15,873 16,271 15,822 14,187 
Total nonperforming loans, at amortized cost, gross
18,457 21,453 24,343 24,687 21,665 
Nonperforming loans (government guaranteed balances), at fair value
— 208 83 — 502 
Nonperforming loans (unguaranteed balances), at fair value
443 1,230 1,453 1,385 1,430 
Total nonperforming loans, at fair value
443 1,438 1,536 1,385 1,932 
OREO
532 400 400 400 400 
Repossessed assets466 583 263 32 — 
Total nonperforming assets, gross
$19,898 $23,874 $26,542 $26,504 $23,997 
Nonperforming loans as a percentage of total loans held for investment(1)
2.20 %2.46 %2.69 %2.65 %2.10 %
Nonperforming loans (excluding government guaranteed balances) to total loans held for investment(1)
1.72 %1.82 %1.80 %1.70 %1.38 %
Nonperforming assets as a percentage of total assets
1.75 %2.01 %2.05 %1.98 %1.79 %
Nonperforming assets (excluding government guaranteed balances) to total assets
1.32 %1.39 %1.29 %1.21 %1.13 %
ACL to nonperforming loans(1)
244.24 %96.17 %90.35 %99.18 %78.66 %
ACL to nonperforming loans (excluding government guaranteed balances)(1)
312.32 %129.98 %135.18 %154.75 %120.12 %
(1) Excludes loans measured at fair value
Note: Transmitted on Globe Newswire on August 13, 2026, at 4:00 p.m. ET.

BayFirst Financial Corp. (NASDAQ:BAFN) 2026 – Second Quarter Results (Unaudited)

 

In addition to the historical information contained herein, this presentation includes "forward-looking statements" within the meaning of such term in the Private Securities Litigation Reform Act of 1995. These statements are subject to many risks and uncertainties, including, but not limited to, the effects of health crises, global military hostilities, weather events, or climate change, including their effects on the economic environment, our customers and our operations, as well as any changes to federal, state or local government laws, regulations or orders in connection with them; the ability of the Company to implement its strategy and expand its banking operations; changes in interest rates and other general economic, business and political conditions, including changes in the financial markets and credit quality; changes in business plans as circumstances warrant; risks related to mergers and acquisitions; changes in benchmark interest rates used to price loans and deposits, changes in tax laws, regulations and guidance; enforcement actions initiated by our regulators and their impact on our operations; and other risks detailed from time to time in filings made by the Company with the SEC, including, but not limited to those “Risk Factors” described in our most recent Form 10-K and Form 10-Q. Readers should note that the forward-looking statements included herein are not a guarantee of future events, and that actual events may differ materially from those made in or suggested by the forward-looking statements. Cautionary Statement Concerning Forward-Looking Information Forward-looking statements generally can be identified by the use of forward-looking terminology such as "will," "propose," "may," "plan," "seek," "expect," "intend," "estimate," "anticipate," "believe," "continue," or similar terminology. Any forward-looking statements presented herein are made only as of the date of this document, and we do not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

 

3 ABOUT BAYFIRST FINANCIAL CORP. TAMPA BAY’S PREMIER COMMUNITY BANKING FRANCHISE IN THE TAMPA BAY- SARASOTA REGION(1) HOW WE RANK 3 ASSET SIZE BILLION TOTAL ASSETS (2)$1.13 ASSET GROWTH ASSET GROWTH SINCE DEC 31, 2020(2)24% (1) Deposit ranking of banks with assets less than $10B headquartered in the Tampa Bay-Sarasota region as of March 31, 2025 from Uniform Bank Performance Reports (2) Financial data as of June 30, 2026 COST OF FUNDS BASIS POINT DECREASE IN COST OF FUNDS FOR THE QUARTER DEPOSITS $21 MILLION IN NONINTEREST-BEARING DEPOSIT GROWTH OVER THE QUARTER(2) COMMUNITY BANKING PLAN TO OPEN NEW BANKING CENTER IN SOUTH TAMPA LATER IN 2026 20

 

4 ABOUT BAYFIRST FINANCIAL CORP. CURRENT BANKING CENTER LOCATION CONVENIENT AND ATTRACTIVE BANKING CENTER FRANCHISE IN TAMPA BAY-SARASOTA REGION New banking center to open in South Tampa later in 2026

 

5 ATTRACTIVE LOAN COMPOSITION Composition of Loans Held for Investment as of June 30, 2026 21.8% 18.8% 21.6% 14.4% 9.8% 4.3% 0.9% 8.4% C&I Residential HELOC Owner-occupied nonfarm/nonresidential Other nonfarm/nonresidential C&D Multifamily residential and farmland Consumer & Other Loan Highlights • Loan portfolio is well-diversified across major loan types with a low concentration of non owner-occupied commercial real estate loans • Total loan production of $5 million during the quarter • Total loans decreased $238 million over the last twelve months primarily due to the exit of the SBA 7(a) lending business and the sale of $97 million of loan balances • There were a total of $181.6 million of SBA 7(a) loans as of 3/31/2026. Of which $141.7 million are unguaranteed

 

6 SOLID DEPOSIT COMPOSITION Deposit Portfolio Balance Composition as of June 30, 2026 • Total Deposits decreased $97 million for the quarter and $175 million over the last twelve months primarily in high-rate promotional deposits • Approximately 80% of deposits were insured as of June 30, 2026 • Short-term brokered deposits were $164 million as of June 30, 2026 • Grew number of checking accounts by 6% YTD Noninterest Bearing Transaction, 11.8% Interest Bearing Transaction, 13.7% Savings & Money Market, 42.8% Time Deposits, 31.7% Deposit Highlights

 

7 INVESTMENT SECURITIES AFS Investment Securities Portfolio as of June 30, 2026 (fair market value, in thousands) Investment Securities Portfolio Details • Minimal exposure to market value losses due to modest investment securities portfolio (2% of total assets) • Other Comprehensive Loss of $2.1 million reduced Tangible Book Value by $0.51 as of June 30, 2026 ◦ We intend and have the ability to hold the available for sale investment securities to maturity; no plan to sell ◦ No impact to regulatory capital ratios • $2.5 million of HTM investment securities, net of ACL of $7 thousand Asset-backed securities, $2,622 MBS: U.S. Government- sponsored enterprises, $4,615 CMO: U.S. Government- sponsored enterprises, $16,673 Corporate bonds, $3,868

 

8 QUARTERLY EARNINGS For the Three Months Ended ($000s) 6/30/2026 3/31/2026 Increase/ (Decrease) 6/30/2025 Increase/ (Decrease) As restated As restated Interest income $ 16,365 $ 17,430 $ (1,065) $ 22,284 $ (5,919) Interest expense 6,943 7,990 (1,047) 10,157 (3,214) Net interest income 9,422 9,440 (18) 12,127 (2,705) Provision for credit losses 28,977 3,404 25,573 7,607 21,370 Noninterest income (6,809) 884 (7,693) 10,531 (17,340) Noninterest expense 17,676 14,886 2,790 17,528 148 Income tax benefit (11,375) (2,036) (9,339) (623) (10,752) Net loss (32,665) (5,930) (26,735) (1,854) (30,811) Preferred dividends 386 385 1 386 — Net loss attributable to common shareholders $ (33,051) $ (6,315) $ (26,736) $ (2,240) $ (30,811)

 

9 Six Months Ended June 30, ($000s) 2026 2025 Increase/ (Decrease) As restated Interest income $ 33,795 $ 42,580 $ (8,785) Interest expense 14,933 19,843 (4,910) Net interest income 18,862 22,737 (3,875) Provision for credit losses 32,381 12,167 20,214 Noninterest income (5,925) 19,019 (24,944) Noninterest expense 32,562 33,341 (779) Income tax expense (13,411) (960) (12,451) Net loss (38,595) (2,792) (35,803) Preferred dividends 771 771 — Net loss attributable to)common shareholders $ (39,366) $ (3,563) $ (35,803) YEAR TO DATE EARNINGS

 

10 KEY METRICS As of and For the Three Months Ended As of and For the Six Months Ended 6/30/2026 3/31/2026 6/30/2025 6/30/2026 6/30/2025 As restated As restated As restated Return on average assets(1) (11.02) % (1.95) % (0.56) % (6.44) % (0.43) % Return on average common equity(1) (195.50) % (39.19) % (10.02) % (132.07) % (7.86) % Tangible book value per common share $ 4.82 $ 14.22 $ 20.95 $ 4.82 $ 20.95 Diluted loss per common share $ (8.05) $ (1.54) $ (0.54) $ (9.58) $ (0.86) Total Capital (to risk-weighted assets)(2) 12.77 % 9.00 % 10.77 % 12.77 % 10.77 % Common Equity Tier 1 Capital (to risk- weighted assets)(2) 11.47 % 7.74 % 9.51 % 11.47 % 9.51 % Tier 1 Capital (to total assets)(2) 8.30 % 5.89 % 7.73 % 8.30 % 7.73 % Nonperforming loans (excl gov’t gtd balance)/total loans held for investment(3) 1.72 % 1.82 % 1.38 % 1.72 % 1.38 % ACL/Total loans held for investment at amortized cost 5.37 % 2.36 % 1.65 % 5.37 % 1.65 % (1) Annualized (2) Capital Ratios are at the Bank (3) Excludes loans measured at fair value

 

11 QTD INTEREST MARGIN 4.01% 3.64% 3.60% 3.44% 3.48% Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 0.0% 2.0% 4.0% 6.0% Net Interest Margin (1) Loan Yield (1) 7.63% 7.25% 7.27% 6.87% 6.53% Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 0.0% 2.5% 5.0% 7.5% 10.0% Cost of Funds Net Interest Margin (1)($ in millions) 3.75% 3.71% 3.48% 3.21% 3.01% Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 0.0% 1.0% 2.0% 3.0% 4.0% $12.1 $11.3 $11.2 $9.4 $9.4 Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 $0.0 $5.0 $10.0 $15.0 (1) Q2 2025, Q3 2025, Q4 2025, Q1 2026 have been restated

 

12 $92 $74 $71 $65 $20 Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 $20 $40 $60 $80 $100 $120 BALANCE SHEET COMPOSITION Total Assets(1) ($M) Total Loans HFI(1) ($M) Total Deposits ($M) Tangible Common Equity(1) ($M) $1,344 $1,346 $1,300 $1,196 $1,135 Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 $0 $200 $400 $600 $800 $1,000 $1,200 $1,400 $1,120 $993 $958 $924 $883 Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 $0 $200 $400 $600 $800 $1,000 $1,200 $1,164 $1,171 $1,184 $1,086 $989 Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 $0 $200 $400 $600 $800 $1,000 $1,200 $1,400 (1) Q2 2025, Q3 2025, Q4 2025, Q1 2026 have been restated

 

13 TANGIBLE BOOK VALUE PER COMMON SHARE(1) $22.30 $16.50 $15.76 $14.22 $4.82 Tangible Book Value Per Common Share Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 $0 $5 $10 $15 $20 $25 (1) Q2 2025, Q3 2025, Q4 2025, Q1 2026 have been restated

 

14 COMMUNITY BANKING PERFORMANCE Q2 2026 Loan Production Summary: ▪ Loan production during the quarter was $5.1 million(1) ▪ Total Loans decreased by a net $41.4 million during the quarter Q2 2026 Deposit Summary: ▪ Deposit balances decreased $97.0 million during the quarter ▪ Deposit portfolio increased by 5.8% in number of accounts (to 21,398 accounts totaling $0.99 billion) YTD Treasury Management: • Continued growth in treasury management fee income Q2 2026 Highlights Banking Center & Deposits ($ in 000s) Total Deposits # Branch Year Opened 6/30/2026 6/30/2025 6/30/2024 1 St. Petersburg(2) 2017 $ 349,156 $ 399,221 $ 281,713 2 Seminole 1999 149,848 166,180 144,597 3 Pinellas Park 2005 103,246 100,066 93,725 4 Downtown Sarasota(3) 2018 80,756 142,721 164,424 5 Countryside 2018 48,588 59,276 61,113 6 West Tampa 2020 52,980 101,846 104,359 7 Belleair Bluffs 2021 49,364 49,052 43,841 8 West Bradenton 2022 53,436 56,849 56,714 9 Carrollwood 2023 37,063 37,180 46,114 10 Bee Ridge 2023 30,986 29,212 27,596 11 North Sarasota 2023 3,828 2,340 679 12 South Tamiami Trail 2024 29,623 19,853 17,513 Total Branches (11) $ 988,874 $ 1,163,796 $ 1,042,388 (1) Excludes government guaranteed loan production (2) St. Petersburg branch deposits include other deposits generated by Government Guaranteed Banking, Cash Management, Corporate Treasury, and Virtual (3) Downtown Sarasota banking center closed in May 2026

 

15 $675.1 $698.0 $700.7 $661.8 $637.3 $355.9 $378.2 $380.9 $372.3 $362.5 $200.8 $202.9 $200.0 $179.8 $179.0 $31.1 $28.5 $32.3 $29.8 $23.9 $87.2 $88.5 $87.4 $80.0 $72.0 Real estate - residential (1) Real estate - commercial Commercial and industrial Consumer and other 6/30/2025 9/30/2025 12/31/2025 3/31/2026 6/30/2026 $200 $300 $400 $500 $600 $700 Community Banking Loan Balances Community Banking Loan Balances ($M) (1) Includes residential first mortgages, home equity lines of credit, and home equity closed loans

 

16 $44 $58 $98 $65 2023 2024 2025 YTD 2026 $— $20 $40 $60 $80 $100 $120 • With our treasury management platform operational, we are servicing small and medium sized businesses as well as large businesses through our two online platforms • The Bank expanded its treasury management staff to four with the addition of two new experienced associates in 2025 • The Bank has created products and services specifically for Associations TREASURY MANAGEMENT SERVICES Treasury Management Services Treasury Management Fee Income ($000s)

 

17 ASSET QUALITY 2.74% 1.34% 2.08% 2.14% 2.08% Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026 0.0% 1.0% 2.0% 3.0% Net charge-offs/Total average loans HFI at amortized cost(1) ACL/Total loans held for investment at amortized cost(1) 1.65% 2.63% 2.43% 2.36% 5.37% 6/30/2025 9/30/2025 12/31/2025 3/31/2026 6/30/2026 0.0% 2.0% 4.0% 6.0% ACL to nonperforming loans(2)(3) Past due and Nonaccrual loans to Total loans HFI at amortized cost(1)(2)(3) 120.12% 154.75% 135.18% 129.98% 312.32% 6/30/2025 9/30/2025 12/31/2025 3/31/2026 6/30/2026 0.0% 100.0% 200.0% 300.0% 400.0% 2.51% 2.30% 3.07% 3.48% 3.62% 6/30/2025 9/30/2025 12/31/2025 3/31/2026 6/30/2026 0.0% 2.0% 4.0% (2) Excludes government guaranteed balances (3) Excludes loans measured at fair value (1) Q2 2025, Q3 2025, Q4 2025, Q1 2026 have been restated

 

18 APPENDIX

 

19 DEPOSITS IN TAMPA BAY-SARASOTA REGION Total Deposits (Total Assets <$10BN and HQ in Tampa Bay-Sarasota Region) Note: Deposit data as of March 31, 2026 Source: Uniform Bank Performance Reports Average Deposits Branches Deposits per Branch Rank Institution ($ millions) (No.) ($ millions) 1 Bank of Tampa $2,760 13 $212 2 Climate First 1,522 3 507 3 BayFirst National Bank 1,086 12 90 4 Flagship Bank 661 6 110 5 Waterfall Bank 343 1 343 6 Central Bank 319 4 80 7 Gulfside Bank 314 2 157 8 TCM Bank NA 295 1 295 9 Century Bank of Florida 90 1 90

 

20 LIQUIDITY SOURCES • Available Liquidity ◦ $139 million in cash and due from other banks ◦ $28 million in AFS investment securities • Off Balance Sheet Sources of Liquidity ◦ $184 million of unused, available borrowing capacity at the FHLB based on pledged loans ◦ $34 million available at the Federal Reserve Bank based on pledged loans • Contingent Sources ◦ Up to $63 million in brokered deposits (1) ◦ Up to $340 million in listing service deposits (1) (1) Based on Bank’s policy limits Data as of June 30, 2026

 

21 EXPERIENCED LEADERSHIP TEAM • Joined BayFirst as CFO in Q2 2018; Prior to joining BayFirst, Controller of Central Bank & Trust Co., a $2.5 billion privately held financial institution in Lexington, Kentucky, from May 2014 to June 2018 • Approximately 16 years with Crowe LLP as an auditor in the financial institution practice; served over 80 financial institution clients with assets ranging from $50 million to $4.5 billion throughout career, including several SEC registrants and FDICIA reporting institutions • B.S. in Accounting from the University of Kentucky • Joined BayFirst in Q2 2026. • Previous experience includes CEO of Manufacturers Bank of Florida, President and Senior Lender at Colonial Bank, Executive Lending Officer at USAmeriBank, and EVP and Chief Lending Officer of Valley National Bank • B.A. in Economics from Vanderbilt University Robin Oliver Alfred T, (“Al”) Rogers President, Chief Executive Officer & Director of BayFirst and the Bank Chief Operating Officer and Director of BayFirst and the Bank Scott McKim EVP, Chief Financial Officer of BayFirst and the Bank • Joined BayFirst in July 2023 • Previous experience includes Chief Strategy Officer of 121 Financial Credit Union, Chief Financial Officer and Chief Lending Officer of Publix Employees Federal Credit Union, and Director of Corporate Finance and Divisional CFO for Huntington Bancshares • B.S. in Accounting from Bowling Green State University and M.B.A from Max M. Fisher College of Business, The Ohio State University • Joined BayFirst in 2026. He previously served as Market President and Director of Commercial Real Estate Banking for Valley Bank's Florida West Region following Valley's acquisition of USAmeriBank in 2018. A lifelong Tampa resident with more than 22 years of banking experience. • B.S. in Finance and Marketing from Florida State University and both an MBA and M.S. from the University of South Florida Muma College of Business. Trey Korhn EVP, Chief Banking Officer

 

22 EXPERIENCED LEADERSHIP TEAM • Joined BayFirst in Q4 2017; Prior to joining BayFirst, over fifteen years of Mortgage Banking administration experience as well as Human Resources experience supporting mid-size financial institutions • B.B.S from The University of Florida and M.B.A from The University of Tampa Brandi Jaber Susan Khayat EVP, Chief Administrative Officer EVP, Chief Credit Officer Nick Smith EVP, Chief Human Resources Officer • Prior to joining the BayFirst HR team in January 2021, Nick served in leadership roles in the finance, aerospace, and pulp and paper industries. • BA from Murray State University and his MBA from University of Southern Indiana • Prior to joining BayFirst in 2025, Ms. Khayat served as Chief Credit Officer at Fieldpoint Private Bank and assisted Price Waterhouse Coopers with compliance risk reviews while contracted with MBO Partners in Atlanta and has served as Chief Risk Officer and Chief Credit Officer at other community banks and worked many years as a bank regulator with the US Department of the Treasury • Ms. Khayat received her BBA in Finance from Mercer University • Prior to joining BayFirst in 2022, Mr. Curtis served as EVP, Chief Lending Officer at Freedom Bank. He has also held senior leadership positions with Seacoast Bank • Mr. Curtis received his degree from Florida State University and completed executive banking programs at the LSU Graduate School of Banking and University of Florida’s Florida School of Banking Adam Curtis EVP, Chief Lending Officer

 

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents

Press Releases

Other Documents