Blue Ridge Bankshares swings to $4.16M Q3 loss

Under the pending merger terms, each BRBS share would convert into 0.086 HomeTrust share, and former BRBS shareholders are expected to own approximately 35%.

Available on EDGAR 11/05/2026 - 05:01 PM EST Accepted by SEC EDGAR 11/05/2026 - 05:00 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Blue Ridge Bankshares, Inc. (BRBS) reported a third-quarter net loss of $4.164 million, compared with net income of $5.603 million in the 2025 quarter. Net interest income was $17.406 million versus $21.911 million, and the total provision for credit losses was $8.450 million versus a $1.800 million recovery. For the first nine months of 2026, net loss was $4.623 million, versus net income of $6.465 million a year earlier.

The company has a pending merger with HomeTrust Bancshares, Inc. Under its terms, each BRBS share would convert into 0.086 HomeTrust share, plus cash in lieu of fractional shares. HomeTrust expects to issue approximately 8,314,956 shares, with former BRBS shareholders expected to own approximately 35% of HomeTrust after completion. Closing is anticipated in the first quarter of 2027, subject to required approvals and other conditions. As of September 30, 2026, holders of warrants to purchase 11,356,000 BRBS shares, approximately 47% of outstanding warrants, had executed conversion agreements.

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It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

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0 major · 2 points

How the balance works

Positive

• None.

Negative

• Moderate pointThird-quarter net loss was $4.164 million, versus $5.603 million net income.
• Moderate pointThird-quarter net interest income was $17.406 million, versus $21.911 million.

Filing Explained

The still-pending merger's warrant mechanics are distinct: warrants under conversion agreements are scheduled for automatic cashless exercise just before closing, with resulting BRBS shares receiving merger consideration; other warrants are to be assumed by HomeTrust, and amended warrants have a $1.65 exercise price.

Key Figures

Third-quarter net loss: $4.164 million Net interest income: $17.406 million Total provision for credit losses: $8.450 million +4 more

7 metrics

Third-quarter net loss $4.164 million Three months ended September 30, 2026; compared with $5.603 million net income in 2025

Net interest income $17.406 million Three months ended September 30, 2026; compared with $21.911 million in 2025

Total provision for credit losses $8.450 million Three months ended September 30, 2026; compared with a $1.800 million recovery in 2025

Merger share exchange ratio 0.086 HomeTrust common share per BRBS common share Merger consideration, subject to the merger agreement's terms and conditions

Expected HomeTrust share issuance Approximately 8,314,956 shares Expected issuance in the merger

Warrants under conversion agreements 11,356,000 underlying shares; approximately 47% of outstanding warrants As of September 30, 2026

Special cash dividend $0.60 per common share; approximately $54.1 million total Announced March 30, 2026; $53.2 million paid April 27, 2026

Key Terms

cashless exercise, nonaccrual loans, allowance for credit losses, accumulated other comprehensive loss

4 terms

cashless exercise financial

"automatic cashless exercise of the Warrants immediately prior to the effective time"

A cashless exercise is a way for an option holder to convert stock options into actual shares without paying the purchase price in cash; instead they immediately give up a portion of the newly issued shares to cover the cost and any withholding taxes. Investors care because this process increases the number of shares available and can slightly dilute existing holdings, while also signaling how insiders or employees are realizing compensation without needing cash — similar to paying for a purchase by handing over part of what you just bought.

nonaccrual loans financial

"Total nonaccrual loans"

Nonaccrual loans are loans a lender has stopped counting toward interest income because the borrower is overdue or unlikely to pay; the lender only records cash payments received and may set aside extra funds to cover potential losses. For investors, a rising number or amount of nonaccrual loans signals weaker credit quality, lower future interest revenue and larger potential write-downs — similar to pausing expected subscription income when many customers stop paying.

allowance for credit losses financial

"allowance for credit losses ("ACL")"

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.

accumulated other comprehensive loss financial

"Accumulated other comprehensive loss, net of tax"

Accumulated other comprehensive loss is the running negative total of certain gains and losses that companies record outside their regular profit-and-loss statement, such as changes in the value of some investments, pension adjustments, or currency translation effects. It matters to investors because it reduces shareholders’ equity and reveals economic swings that haven’t affected reported net income yet — like a side ledger showing pending ups and downs that could influence future cash flow or balance-sheet strength.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What are the BRBS merger terms?

Under the merger agreement, each outstanding BRBS common share would convert into the right to receive 0.086 of a HomeTrust common share, plus cash in lieu of fractional shares. The merger is anticipated to close in the first quarter of 2027, subject to required regulatory approvals, BRBS shareholder approval, HomeTrust stockholder approval of the share issuance, and other closing conditions.

How many BRBS warrants are covered by conversion agreements?

As of September 30, 2026, holders of warrants to purchase 11,356,000 BRBS shares, approximately 47% of outstanding warrants, had executed conversion agreements. The agreements provide for automatic cashless exercise immediately before the merger's effective time, with the resulting shares converted into the merger consideration.

How much was BRBS's special cash dividend?

Blue Ridge Bankshares announced a special cash dividend of $0.60 per common share, totaling approximately $54.1 million. It paid $53.2 million on April 27, 2026, to shareholders of record as of the close of business on April 13, 2026.

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2026

OR

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

For the transition period from ___________ to ___________

Commission File Number: 001-39165

BLUE RIDGE BANKSHARES, INC.

(Exact name of registrant as specified in its charter)

Virginia	54-1838100
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1801 Bayberry Court, Suite 101 Richmond, Virginia	23226
(Address of principal executive offices)	(Zip Code)

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, no par value		BRBS		NYSE American

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

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

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

Large accelerated filer		☐		Accelerated filer		☒
Non-accelerated filer		☐		Smaller reporting company		☒
Emerging growth company		☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

As of November 3, 2026, the registrant had 89,682,051 shares of common stock, no par value per share, outstanding.

Blue Ridge Bankshares, Inc. Table of Contents
Item				Page
PART I		FINANCIAL INFORMATION
Item 1.		Financial Statements		3
		Consolidated Balance Sheets as of September 30, 2026 (unaudited) and December 31, 2025		3
		Consolidated Statements of Operations for the three and nine months ended September 30, 2026 and 2025 (unaudited)		4
		Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2026 and 2025 (unaudited)		5
		Consolidated Statements of Changes in Stockholders’ Equity for the three and nine months ended September 30, 2026 and 2025 (unaudited)		6
		Consolidated Statements of Cash Flows for the nine months ended September 30, 2026 and 2025 (unaudited)		8
		Notes to Consolidated Financial Statements		10
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations		31
Item 3.		Quantitative and Qualitative Disclosures about Market Risk		50
Item 4.		Controls and Procedures		50
PART II		OTHER INFORMATION		51
Item 1.		Legal Proceedings		51
Item 1A.		Risk Factors		51
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds		53
Item 3.		Defaults Upon Senior Securities		54
Item 4.		Mine Safety Disclosures		54
Item 5.		Other Information		54
Item 6.		Exhibits		55
Signatures				56

2

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Blue Ridge Bankshares, Inc.

Consolidated Balance Sheets

		(unaudited)
(Dollars in thousands except share data)		September 30, 2026				December 31, 2025 (1)
ASSETS
Cash and due from banks		$	59,995			$	115,949
Federal funds sold			502				1,851
Securities available for sale, at fair value			298,643				332,928
Restricted equity investments			20,820				19,016
Other equity investments			5,018				4,910
Other investments			14,859				20,781
Loans held for sale			—				14,769
Loans held for investment, net of deferred fees and costs			1,886,596				1,865,717
Less: allowance for credit losses			(19,723	)			(19,444	)
Loans held for investment, net			1,866,873				1,846,273
Accrued interest receivable			10,597				10,787
Other real estate owned ("OREO")			1,704				1,683
Premises and equipment, net			21,195				21,549
Right-of-use assets			5,782				6,637
Other intangible assets			1,949				2,642
Deferred tax asset, net			23,998				22,721
Other assets			11,150				10,093
Total assets		$	2,343,085			$	2,432,589
LIABILITIES & STOCKHOLDERS’ EQUITY
Deposits:
Noninterest-bearing demand		$	388,158			$	398,541
Interest-bearing demand and money market			611,683				612,648
Savings			101,240				100,346
Time			713,102				799,627
Total deposits			1,814,183				1,911,162
FHLB borrowings			236,000				150,000
Subordinated notes, net			—				14,716
Lease liabilities			6,296				7,233
Dividends payable			1,024				6,578
Other liabilities			17,990				19,209
Total liabilities			2,075,493				2,108,898
Commitments and contingencies (Note 7)
Stockholders’ Equity:
Common stock, no par value; 150,000,000 shares authorized at September 30, 2026 and December 31, 2025, respectively; and 89,687,067 and 91,475,278 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively			332,599				331,917
Additional paid-in capital			23,552				23,552
Accumulated deficit			(52,899	)			(659	)
Accumulated other comprehensive loss, net of tax			(35,660	)			(31,119	)
Total stockholders’ equity			267,592				323,691
Total liabilities and stockholders’ equity		$	2,343,085			$	2,432,589

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

See accompanying notes to unaudited consolidated financial statements.

3

Blue Ridge Bankshares, Inc.

Consolidated Statements of Operations

(unaudited)

		For the three months ended								For the nine months ended
(Dollars in thousands, except per share data)		September 30, 2026				September 30, 2025				September 30, 2026				September 30, 2025
INTEREST INCOME
Interest and fees on loans		$	26,470			$	32,000			$	77,560			$	93,884
Interest on securities, deposit accounts, and federal funds sold			2,894				4,213				10,039				12,415
Total interest income			29,364				36,213				87,599				106,299
INTEREST EXPENSE
Interest on deposits			10,202				12,501				31,545				39,495
Interest on subordinated notes			(143	)			338				421				1,720
Interest on FHLB borrowings			1,899				1,463				4,778				4,342
Total interest expense			11,958				14,302				36,744				45,557
Net interest income			17,406				21,911				50,855				60,742
Provision for (recovery of) credit losses - loans			8,000				(1,800	)			10,900				(2,500	)
Provision for credit losses - unfunded commitments			450				—				1,000				—
Total provision for (recovery of) credit losses			8,450				(1,800	)			11,900				(2,500	)
Net interest income after provision for (recovery of) credit losses			8,956				23,711				38,955				63,242
NONINTEREST INCOME
Service charges on deposit accounts			673				725				1,947				1,903
Bank and purchase card interchange income, net			679				567				1,844				1,760
Wealth and trust management fees			524				458				1,508				1,321
Income on sale of mortgage servicing rights ("MSRs")			87				737				87				1,026
Other			632				1,346				1,327				4,139
Total noninterest income			2,595				3,833				6,713				10,149
NONINTEREST EXPENSE
Salaries and employee benefits			7,882				11,388				27,967				36,998
Occupancy and equipment			1,065				1,190				3,366				3,700
Technology and communication			1,923				2,314				5,826				7,663
Legal and regulatory filings			222				1,008				1,281				1,842
Advertising and marketing			451				267				1,639				586
Audit fees			121				161				602				1,198
FDIC insurance			236				239				974				2,363
Intangible amortization			181				223				574				701
Other contractual services			317				645				863				1,673
Other taxes and assessments			805				895				2,475				2,771
Merger-related expenses			1,155				—				1,155				—
Other			1,517				1,711				3,785				5,506
Total noninterest expense			15,875				20,041				50,507				65,001
(Loss) income before income tax (benefit) expense			(4,324	)			7,503				(4,839	)			8,390
Income tax (benefit) expense			(160	)			1,900				(216	)			1,925
Net (loss) income		$	(4,164	)		$	5,603			$	(4,623	)		$	6,465
Basic and diluted (loss) earnings per common share		$	(0.05	)		$	0.06			$	(0.05	)		$	0.07

See accompanying notes to unaudited consolidated financial statements.

4

Blue Ridge Bankshares, Inc.

Consolidated Statements of Comprehensive Income (Loss)

(unaudited)

		For the three months ended								For the nine months ended
(Dollars in thousands)		September 30, 2026				September 30, 2025				September 30, 2026				September 30, 2025
Net (loss) income		$	(4,164	)		$	5,603			$	(4,623	)		$	6,465
Other comprehensive (loss) income:
Gross unrealized (loss) gain on securities available for sale arising during the period			(4,806	)			8,901				(5,941	)			14,083
Deferred income tax benefit (expense)			1,055				(1,986	)			1,311				(3,396	)
Reclassification of net loss on securities available for sale included in net loss			—				—				123				—
Deferred income tax benefit			—				—				(34	)			—
Other comprehensive (loss) income, net of tax			(3,751	)			6,915				(4,541	)			10,687
Comprehensive (loss) income		$	(7,915	)		$	12,518			$	(9,164	)		$	17,152

See accompanying notes to unaudited consolidated financial statements.

5

Blue Ridge Bankshares, Inc.

Consolidated Statements of Changes in Stockholders’ Equity

(unaudited)

		For the nine months ended September 30, 2026
(Dollars in thousands except share data)		Shares of Common Stock				Common Stock				Additional Paid-in Capital				Accumulated Deficit				Accumulated Other Comprehensive Loss, net				Total
Balance at beginning of period			91,475,278			$	331,917			$	23,552			$	(659	)		$	(31,119	)		$	323,691
Net loss			—				—				—				(4,623	)			—				(4,623	)
Other comprehensive loss			—				—				—				—				(4,541	)			(4,541	)
Dividends on common stock			—				—				—				(47,617	)			—				(47,617	)
Exercises of warrants to purchase common stock			204,000				337				—				—				—				337
Restricted stock award grants and related compensation expense			759,863				837				—				—				—				837
Restricted stock award forfeitures and cancellations			(2,752,074	)			(492	)			—				—				—				(492	)
Balance at end of period			89,687,067			$	332,599			$	23,552			$	(52,899	)		$	(35,660	)		$	267,592
		For the nine months ended September 30, 2025
(Dollars in thousands except share data)		Shares of Common Stock				Common Stock				Additional Paid-in Capital				Retained Earnings				Accumulated Other Comprehensive Loss, net				Total
Balance at beginning of period			84,972,610			$	322,791			$	29,687			$	17,772			$	(42,462	)		$	327,788
Net income			—				—				—				6,465				—				6,465
Other comprehensive income			—				—				—				—				10,687				10,687
Exercises of warrants to purchase common stock			3,903,000				9,758				—				—				—				9,758
Repurchases of common stock			(659,949	)			(2,767	)			—				—				—				(2,767	)
Restricted stock award grants and related compensation expense			3,545,643				3,705				—				—				—				3,705
Restricted stock award forfeitures			(124,771	)			(131	)			—				—				—				(131	)
Balance at end of period			91,636,533			$	333,356			$	29,687			$	24,237			$	(31,775	)		$	355,505

6

		For the three months ended September 30, 2026
(Dollars in thousands except share data)		Shares of Common Stock				Common Stock				Additional Paid-in Capital				Accumulated Deficit				Accumulated Other Comprehensive Loss, net				Total
Balance at beginning of period			89,655,211			$	332,489			$	23,552			$	(48,735	)		$	(31,909	)		$	275,397
Net loss			—				—				—				(4,164	)			—				(4,164	)
Other comprehensive loss			—				—				—				—				(3,751	)			(3,751	)
Restricted stock award grants and related compensation expense			60,084				224				—				—				—				224
Restricted stock award forfeitures and cancellations			(28,228	)			(114	)			—				—				—				(114	)
Balance at end of period			89,687,067			$	332,599			$	23,552			$	(52,899	)		$	(35,660	)		$	267,592
		For the three months ended September 30, 2025
(Dollars in thousands except share data)		Shares of Common Stock				Common Stock				Additional Paid-in Capital				Retained Earnings				Accumulated Other Comprehensive Loss, net				Total
Balance at beginning of period			92,174,530			$	334,634			$	29,687			$	18,634			$	(38,690	)		$	344,265
Net income			—				—				—				5,603				—				5,603
Other comprehensive income			—				—				—				—				6,915				6,915
Exercises of warrants to purchase common stock			125,000				313				—				—				—				313
Repurchases of common stock			(659,949	)			(2,767	)			—				—				—				(2,767	)
Restricted stock award grants and related compensation expense			49,321				1,204				—				—				—				1,204
Restricted stock award forfeitures			(52,369	)			(28	)			—				—				—				(28	)
Balance at end of period			91,636,533			$	333,356			$	29,687			$	24,237			$	(31,775	)		$	355,505

See accompanying notes to unaudited consolidated financial statements.

7

Blue Ridge Bankshares, Inc.

Consolidated Statements of Cash Flows

(unaudited)

		For the nine months ended
(Dollars in thousands)		September 30, 2026				September 30, 2025
Cash Flows From Operating Activities
Net (loss) income		$	(4,623	)		$	6,465
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization			1,080				1,028
Deferred income tax (benefit) expense			(1,277	)			3,396
Provision for (recovery of) credit losses - loans			10,900				(2,500	)
Provision for credit losses - unfunded commitments			1,000				—
Accretion of fair value adjustments on acquired loans, time deposits, and subordinated notes			(851	)			(1,518	)
Income on sale of MSRs			(87	)			(1,026	)
Proceeds from sale of mortgage loans held for sale			—				42,370
Mortgage loans held for sale, originated			—				(34,168	)
Gain on sale of mortgage loans			—				(532	)
Realized loss on sale of securities available for sale			123				—
Loss on liquidation of other investments			592				—
(Gain) loss on disposal of premises and equipment, other assets, and other real estate owned			(45	)			256
Investment amortization expense, net			(27	)			179
Amortization of subordinated notes issuance costs			—				189
Intangible amortization			574				701
Decrease in accrued interest receivable			190				1,525
Decrease in other assets			15,953				11,739
Decrease in other liabilities			(2,156	)			(14,607	)
Cash provided by operating activities			21,346				13,497
Cash Flows From Investing Activities
Purchases of securities available for sale			(11,086	)			(34,509	)
Proceeds from calls, sales, paydowns, and maturities of securities available for sale			39,581				19,446
Net decrease (increase) in federal funds sold			1,349				(6,935	)
Proceeds from sale of premises and equipment, MSRs, and other real estate owned			147				1,107
Proceeds from liquidation of other investments			5,640				—
Capital calls on other investments			(720	)			(1,886	)
Purchases of loans held for investment			(71,946	)			—
Net change in loans held for investment, excluding purchased loans			40,188				200,462
Net change in restricted equity and other investments			(1,811	)			260
Purchase of premises and equipment			(744	)			(852	)
Other investment activities			416				740
Cash provided by investing activities			1,014				177,833
Cash Flows From Financing Activities
Net decrease in demand, savings, and other interest-bearing deposits			(10,454	)			(19,754	)
Net decrease in non-brokered time deposits			(4,671	)			(73,915	)
Net decrease in brokered time deposits			(81,855	)			(134,612	)
FHLB advances			86,000				—
Subordinated note repayments			(14,500	)			(25,000	)
Repurchases of common stock			—				(2,767	)
Common stock dividends paid			(53,171	)			—
Warrants exercised			337				9,758
Cash used in financing activities			(78,314	)			(246,290	)
Net decrease in cash and due from banks			(55,954	)			(54,960	)
Cash and due from banks at beginning of period			115,949				175,992
Cash and due from banks at end of period		$	59,995			$	121,032

8

Supplemental Schedule of Cash Flow Information
Cash paid for:
Interest		$	38,169			$	48,517
Income taxes		$	1,685			$	2,920
Non-cash activities:
Loans held for investment transferred to other real estate owned		$	65			$	—
Loans held for investment transferred to other non-real estate owned		$	—			$	222
Unrealized (loss) gain on securities available for sale		$	(5,941	)		$	14,083
Restricted stock award grants and related compensation expense		$	837			$	3,705
Restricted stock award forfeitures and cancellations		$	(492	)		$	(131	)

See accompanying notes to unaudited consolidated financial statements.

9

Notes to Consolidated Financial Statements (Unaudited)

Note 1 – Organization and Basis of Presentation

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

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

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

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

Pending Merger with HomeTrust Bancshares, Inc.

On August 16, 2026, the Company, HomeTrust Bancshares, Inc. ("HomeTrust"), a Maryland corporation, and Kinloch Merger Sub, Inc., a Virginia corporation and wholly owned subsidiary of HomeTrust ("Merger Sub"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), which was jointly announced on August 17, 2026. Pursuant to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the "Merger"), with the Company continuing as the surviving corporation, and immediately following the Merger, the Company will merge with and into HomeTrust, with HomeTrust continuing as the surviving corporation, and then the Bank will merge with and into HomeTrust Bank, the wholly owned bank subsidiary of HomeTrust, with HomeTrust Bank as the surviving bank.

Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger, each share of the Company's common stock issued and outstanding will be converted into the right to receive 0.086 of a share of HomeTrust common stock, plus cash in lieu of any fractional shares.

In connection with the Merger Agreement, the Company offered holders of outstanding warrants to purchase the Company’s common stock (the “Warrants”) the opportunity to enter into warrant conversion agreements that provide for the automatic cashless exercise of the Warrants immediately prior to the effective time of the Merger, with the resulting shares of the Company’s common stock converted into the right to receive the merger consideration. As of September 30, 2026, holders of Warrants to purchase an aggregate of 11,356,000 shares of the Company's common stock, representing approximately 47% of outstanding Warrants, had executed warrant conversion agreements. Outstanding Warrants not subject to warrant conversion agreements will be assumed by HomeTrust at the effective time of the Merger in accordance with their terms.

Based on the number of shares of the Company's common stock outstanding and reserved for issuance and the number of shares underlying Warrants subject to warrant conversion agreements, HomeTrust expects to issue approximately 8,314,956 shares of HomeTrust common stock to the Company's shareholders in the Merger. Following completion of the Merger, former shareholders of the Company are expected to own approximately 35% of HomeTrust's outstanding common stock, with existing HomeTrust stockholders owning approximately 65%.

The Merger Agreement contains customary representations, warranties, covenants and closing conditions, including receipt of required regulatory approvals, approval of the Merger Agreement by the Company's shareholders and approval of the issuance of HomeTrust common stock in connection with the Merger by HomeTrust's stockholders. The Merger Agreement also provides for a termination fee of $18.0 million payable by either party under certain specified circumstances.

10

Subject to receipt of required approvals and satisfaction of other closing conditions, the Merger is anticipated to close in the first quarter of 2027.

Special Cash Dividend and Warrants

On March 30, 2026, the Company announced a special cash dividend of $0.60 per share of the Company's common stock totaling approximately $54.1 million, of which $53.2 million was paid on April 27, 2026 to shareholders of record as of the close of business on April 13, 2026.

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

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

		Warrants Issued April 3, 2024				Warrants Issued June 13, 2024				Total Warrants
Balance, December 31, 2025			21,895,999				2,424,000				24,319,999
Warrants exercised			—				—				—
Balance, March 31, 2026			21,895,999				2,424,000				24,319,999
Warrants exercised			(204,000	)			—				(204,000	)
Balance, June 30, 2026			21,691,999				2,424,000				24,115,999
Warrants exercised			—				—				—
Balance, September 30, 2026			21,691,999				2,424,000				24,115,999
Remaining exercise term (years) as of September 30, 2026			2.51				2.70

		Warrants Issued April 3, 2024				Warrants Issued June 13, 2024				Total Warrants
Balance, December 31, 2024			29,027,999				2,424,000				31,451,999
Warrants exercised			(2,762,000	)			—				(2,762,000	)
Balance, March 31, 2025			26,265,999				2,424,000				28,689,999
Warrants exercised			(1,016,000	)			—				(1,016,000	)
Balance, June 30, 2025			25,249,999				2,424,000				27,673,999
Warrants exercised			(125,000	)			—				(125,000	)
Balance, September 30, 2025			25,124,999				2,424,000				27,548,999

Recent Accounting Pronouncements (Issued But Not Adopted)

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

11

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

Note 2 – Investment Securities and Other Investments

Investment securities classified as available for sale ("AFS") are carried at fair value in the consolidated balance sheets. The following tables present amortized cost, fair values, and gross unrealized gains and losses of investment securities AFS as of the dates stated. The Company had no investment securities classified as held to maturity as of September 30, 2026 or December 31, 2025.

		September 30, 2026
(Dollars in thousands)		Amortized Cost				Gross Unrealized Gains				Gross Unrealized Losses				Fair Value
Available for sale
Mortgage backed securities		$	200,133			$	9			$	(31,768	)		$	168,374
U.S. Treasury and agencies			70,688				—				(7,169	)			63,519
State and municipal			47,219				—				(6,112	)			41,107
Corporate bonds			26,669				239				(1,265	)			25,643
Total investment securities		$	344,709			$	248			$	(46,314	)		$	298,643

		December 31, 2025
(Dollars in thousands)		Amortized Cost				Gross Unrealized Gains				Gross Unrealized Losses				Fair Value
Available for sale
Mortgage backed securities		$	212,436			$	314			$	(27,663	)		$	185,087
U.S. Treasury and agencies			78,828				—				(6,290	)			72,538
State and municipal			49,212				2				(4,730	)			44,484
Corporate bonds			32,702				102				(1,985	)			30,819
Total investment securities		$	373,178			$	418			$	(40,668	)		$	332,928

As of September 30, 2026 and December 31, 2025, securities with a fair value of $150.0 million and $174.3 million, respectively, were pledged as collateral for the Bank’s borrowing facility with the Federal Home Loan Bank of Atlanta ("FHLB").

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

		September 30, 2026
(Dollars in thousands)		Amortized Cost				Fair Value
Due in one year or less		$	10,213			$	10,072
Due after one year through five years			62,557				57,513
Due after five years through ten years			91,081				80,294
Due after ten years			180,858				150,764
Total		$	344,709			$	298,643

The following tables present fair values and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, as of the dates stated. The reference point for determining when securities are in an unrealized loss position is period-end; therefore, it is possible that a security's market value exceeded its amortized cost on other days during the past twelve-month period. Excluded from

12

the tables below were securities whose amortized cost equaled their fair value or were in an unrealized gain position totaling $10.9 million and $42.4 million as of September 30, 2026 and December 31, 2025, respectively.

						September 30, 2026
						Less than 12 Months								12 Months or Greater								Total
(Dollars in thousands)		Number of Securities				Fair Value				Unrealized Losses				Fair Value				Unrealized Losses				Fair Value				Unrealized Losses
Mortgage backed securities			104			$	32,616			$	(1,046	)		$	132,509			$	(30,722	)		$	165,125			$	(31,768	)
U.S. Treasury and agencies			27				—				—				63,519				(7,169	)			63,519				(7,169	)
State and municipal			64				4,062				(127	)			36,764				(5,985	)			40,826				(6,112	)
Corporate bonds			21				1,981				(20	)			16,253				(1,245	)			18,234				(1,265	)
Total			216			$	38,659			$	(1,193	)		$	249,045			$	(45,121	)		$	287,704			$	(46,314	)

						December 31, 2025
						Less than 12 Months								12 Months or Greater								Total
(Dollars in thousands)		Number of Securities				Fair Value				Unrealized Losses				Fair Value				Unrealized Losses				Fair Value				Unrealized Losses
Mortgage backed securities			80			$	5,889			$	(16	)		$	145,498			$	(27,647	)		$	151,387			$	(27,663	)
U.S. Treasury and agencies			29				—				—				72,538				(6,290	)			72,538				(6,290	)
State and municipal			57				679				(2	)			39,908				(4,728	)			40,587				(4,730	)
Corporate bonds			31				1,743				(159	)			24,249				(1,826	)			25,992				(1,985	)
Total			197			$	8,311			$	(177	)		$	282,193			$	(40,491	)		$	290,504			$	(40,668	)

At September 30, 2026 and December 31, 2025, the majority of securities in an unrealized loss position were of investment grade; however, a portion of the portfolio does not have a third-party investment grade available (securities with fair values of $16.5 million and $23.5 million, respectively). These securities were primarily subordinated notes issued by bank holding companies that are classified as corporate bonds in the tables above. The Company evaluated the issuers of these individually, observing that each issuer had strong capital ratios and profitability, thereby indicating limited exposure to asset quality or liquidity issues, and identified no credit losses. Contractual cash flows for mortgage backed securities and U.S. Treasury and agencies are guaranteed and/or funded by the U.S. government and government agencies. State and municipal securities showed no indication that the contractual cash flows would not be received when due. The Company does not intend to sell, nor does it believe that it will be required to sell, any of its impaired securities prior to the recovery of the amortized cost. As of September 30, 2026 and December 31, 2025, there was no allowance for credit losses ("ACL") for the Company's securities AFS portfolio. Any impairment that has not been recorded through an ACL is recognized in accumulated other comprehensive income (loss).

Restricted equity investments consisted of stock in the FHLB (carrying value of $13.0 million and $9.1 million as of September 30, 2026 and December 31, 2025, respectively), Federal Reserve Bank of Richmond (“FRB”) stock (carrying value of $7.4 million and $9.4 million as of September 30, 2026 and December 31, 2025, respectively), and stock in the Company’s correspondent bank (carrying value of $0.5 million at both September 30, 2026 and December 31, 2025). Restricted equity investments are carried at cost.

The Company has various other equity investments, including an investment in a financial technology company and limited partnerships, totaling $5.0 million and $4.9 million as of September 30, 2026 and December 31, 2025, respectively.

The Company also holds other investments, primarily in early-stage investment funds, which totaled $14.9 million and $20.8 million as of September 30, 2026 and December 31, 2025, respectively, and are reported in other investments on the consolidated balance sheets. During the second quarter of 2026, the Company recognized a $0.6 million loss upon the liquidation of an investment made in 2022. The loss reflects the difference between the investment’s carrying value and the distribution received upon the final liquidation of the investment during the third quarter of 2026. As of September 30, 2026 and December 31, 2025, the carrying value of this investment was $0 and $6.3 million, respectively.

13

Note 3 – Loans, ACL, and OREO

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

(Dollars in thousands)		September 30, 2026				December 31, 2025
Commercial and industrial		$	270,476			$	282,745
Real estate – construction, commercial			63,780				51,738
Real estate – construction, residential			28,474				31,772
Real estate – commercial			805,743				824,721
Real estate – residential			686,488				636,743
Real estate – farmland			4,286				4,580
Consumer			25,260				32,213
Gross loans held for investment			1,884,507				1,864,512
Deferred costs, net of loan fees			2,089				1,205
Total		$	1,886,596			$	1,865,717

The Company has pledged certain commercial and residential mortgage loans as collateral for the Bank's borrowing facility with the FHLB. Loans totaling $658.2 million and $695.1 million were pledged with the FHLB as of September 30, 2026 and December 31, 2025, respectively. Additionally, the Company has pledged certain construction and commercial and industrial loans totaling $56.1 million and $109.3 million as of September 30, 2026 and December 31, 2025, respectively, as collateral for the Bank's borrowing facility with the FRB Discount Window.

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

		September 30, 2026
(Dollars in thousands)		Current Loans				30-59 Days Past Due				60-89 Days Past Due				Greater than 90 Days Past Due & Accruing				Nonaccrual				Total Loans
Commercial and industrial		$	260,148			$	663			$	610			$	1,085			$	7,970			$	270,476
Real estate – construction, commercial			63,518				112				72				—				78				63,780
Real estate – construction, residential			28,474				—				—				—				—				28,474
Real estate – commercial			801,652				753				—				—				3,338				805,743
Real estate – residential			671,218				808				3,227				2,347				8,888				686,488
Real estate – farmland			4,286				—				—				—				—				4,286
Consumer			23,042				717				247				86				1,168				25,260
Deferred costs, net of loan fees			2,089				—				—				—				—				2,089
Total		$	1,854,427			$	3,053			$	4,156			$	3,518			$	21,442			$	1,886,596

		December 31, 2025
(Dollars in thousands)		Current Loans				30-59 Days Past Due				60-89 Days Past Due				Greater than 90 Days Past Due & Accruing				Nonaccrual				Total Loans
Commercial and industrial		$	272,719			$	1,099			$	780			$	1,508			$	6,639			$	282,745
Real estate – construction, commercial			51,397				62				43				—				236				51,738
Real estate – construction, residential			31,772				—				—				—				—				31,772
Real estate – commercial			819,021				49				—				—				5,651				824,721
Real estate – residential			616,943				9,840				1,006				1,575				7,379				636,743
Real estate – farmland			4,580				—				—				—				—				4,580
Consumer			30,122				1,026				290				75				700				32,213
Deferred costs, net of loan fees			1,205				—				—				—				—				1,205
Total		$	1,827,759			$	12,076			$	2,119			$	3,158			$	20,605			$	1,865,717

14

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

		September 30, 2026
(Dollars in thousands)		Nonaccrual Loans with No ACL				Nonaccrual Loans with an ACL				Total Nonaccrual Loans
Commercial and industrial		$	3,290			$	4,680			$	7,970
Real estate – construction, commercial			—				78				78
Real estate – commercial			2,435				903				3,338
Real estate – residential			3,241				5,647				8,888
Consumer			—				1,168				1,168
Total		$	8,966			$	12,476			$	21,442

		December 31, 2025
(Dollars in thousands)		Nonaccrual Loans with No ACL				Nonaccrual Loans with an ACL				Total Nonaccrual Loans
Commercial and industrial		$	1,774			$	4,865			$	6,639
Real estate – construction, commercial			—				236				236
Real estate – commercial			5,634				17				5,651
Real estate – residential			1,602				5,777				7,379
Consumer			—				700				700
Total		$	9,010			$	11,595			$	20,605

The Company recognized $77 thousand and $367 thousand of interest income on nonaccrual loans during the three and nine months ended September 30, 2026, respectively, compared to $289 thousand and $437 thousand for the same respective periods in 2025.

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

		For the three months ended September 30,								For the nine months ended September 30,
(Dollars in thousands)		2026				2025				2026				2025
Commercial and industrial		$	44			$	28			$	67			$	86
Real estate – construction, commercial			—				—				1				—
Real estate – commercial			—				27				30				29
Real estate – residential			—				35				40				102
Consumer			1				7				23				14
Total		$	45			$	97			$	161			$	231

Credit Quality Indicators

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

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

15

Risk Grade 2 – Minimal: This grade is for loans deemed exceptionally strong. These loans are within established guidelines and where the borrowers have documented significant overall financial strength with consistent and predictable cash flows. These loans have excellent sources of repayment, significant balance sheet liquidity, no significant identifiable risk of collection, and conform in all respects to policy, underwriting standards, and federal and state regulations (no exceptions of any kind). In addition, guarantor support, when provided, is deemed as excellent.

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

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

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

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

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

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

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

The following table presents the recorded investment of loans held for investment by internal loan risk grade by year of origination as of September 30, 2026. There were no loans classified as doubtful or loss (risk grades 8 or 9) as of

16

the same date. Also presented are current period gross charge-offs by loan type for the nine months ended September 30, 2026. Of the $4.7 million of gross charge-offs of revolving loans presented for the nine-month period, $4.5 million were attributable to business and consumer credit cards originated through a partnership with a third-party company. The third-party provides limited credit loss protection to the Bank, and upon receipt, credits for losses are reported as recoveries, which were $4.5 million for the nine months ended September 30, 2026. Since the inception of this partnership in early 2023, the Bank has not experienced a credit loss from this arrangement.

		Term Loans Recorded Investment Basis by Origination Year
(Dollars in thousands)		2026				2025				2024				2023				2022				Prior				Revolving Loans				Total
Commercial and industrial
Risk Grades 1 - 4		$	35,474			$	22,056			$	4,666			$	8,793			$	41,137			$	27,389			$	78,662			$	218,177
Risk Grades 5 - 6			4,288				1,142				3,466				690				15,905				6,691				4,998				37,180
Risk Grade 7			—				—				485				743				3,283				10,237				371				15,119
Total			39,762				23,198				8,617				10,226				60,325				44,317				84,031				270,476
Current period gross charge-offs			—				—				—				159				10,194				586				4,213				15,152
Real estate – construction, commercial
Risk Grades 1 - 4			22,475				21,334				2,327				1,999				3,849				4,549				28				56,561
Risk Grades 5 - 6			739				413				—				—				41				5,969				—				7,162
Risk Grade 7			—				—				—				—				—				57				—				57
Total			23,214				21,747				2,327				1,999				3,890				10,575				28				63,780
Current period gross charge-offs			—				—				—				—				—				—				—				—
Real estate – construction, residential
Risk Grades 1 - 4			12,901				14,024				887				96				75				—				—				27,983
Risk Grades 5 - 6			—				—				—				—				179				—				—				179
Risk Grade 7			—				—				—				—				312				—				—				312
Total			12,901				14,024				887				96				566				—				—				28,474
Current period gross charge-offs			—				—				—				—				—				15				—				15
Real estate – commercial
Risk Grades 1 - 4			35,465				75,330				2,679				21,388				193,873				264,632				15,668				609,035
Risk Grades 5 - 6			1,549				3,024				—				3,684				93,359				64,216				3,741				169,573
Risk Grade 7			—				2,709				1,542				—				14,329				8,374				181				27,135
Total			37,014				81,063				4,221				25,072				301,561				337,222				19,590				805,743
Current period gross charge-offs			—				—				—				—				38				266				—				304
Real estate – residential
Risk Grades 1 - 4			103,177				6,486				3,533				61,135				190,545				262,523				34,670				662,069
Risk Grades 5 - 6			—				506				1,192				263				2,236				6,162				269				10,628
Risk Grade 7			—				558				—				1,077				5,364				6,403				389				13,791
Total			103,177				7,550				4,725				62,475				198,145				275,088				35,328				686,488
Current period gross charge-offs			—				—				—				—				—				80				89				169
Real estate – farmland
Risk Grades 1 - 4			—				—				139				—				955				2,796				134				4,024
Risk Grades 5 - 6			—				60				—				114				—				88				—				262
Total			—				60				139				114				955				2,884				134				4,286
Current period gross charge-offs			—				—				—				—				—				—				—				—
Consumer
Risk Grades 1 - 4			3,495				3,414				2,210				6,471				2,561				384				4,597				23,132
Risk Grades 5 - 6			31				36				165				405				330				33				—				1,000
Risk Grade 7			25				18				198				325				459				103				—				1,128
Total			3,551				3,468				2,573				7,201				3,350				520				4,597				25,260
Current period gross charge-offs			194				25				71				111				103				25				396				925
Total Loans
Risk Grades 1 - 4		$	212,987			$	142,644			$	16,441			$	99,882			$	432,995			$	562,273			$	133,759			$	1,600,981
Risk Grades 5 - 6			6,607				5,181				4,823				5,156				112,050				83,159				9,008				225,984
Risk Grade 7			25				3,285				2,225				2,145				23,747				25,174				941				57,542
Total		$	219,619			$	151,110			$	23,489			$	107,183			$	568,792			$	670,606			$	143,708			$	1,884,507
Total current period gross charge-offs		$	194			$	25			$	71			$	270			$	10,335			$	972			$	4,698			$	16,565

17

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

		Term Loans Recorded Investment Basis by Origination Year
(Dollars in thousands)		2025				2024				2023				2022				2021				Prior				Revolving Loans				Total
Commercial and industrial
Risk Grades 1 - 4		$	20,395			$	9,213			$	9,941			$	47,850			$	16,375			$	20,845			$	91,849			$	216,468
Risk Grades 5 - 6			762				408				1,257				20,110				2,817				3,944				2,465				31,763
Risk Grade 7			—				986				888				16,671				12,395				1,502				1,682				34,124
Risk Grade 8			—				—				—				—				—				390				—				390
Total			21,157				10,607				12,086				84,631				31,587				26,681				95,996				282,745
Real estate – construction, commercial
Risk Grades 1 - 4			22,147				5,186				2,099				4,001				3,139				3,417				62				40,051
Risk Grades 5 - 6			657				—				—				43				677				10,094				—				11,471
Risk Grade 7			—				—				—				—				5				211				—				216
Total			22,804				5,186				2,099				4,044				3,821				13,722				62				51,738
Real estate – construction, residential
Risk Grades 1 - 4			22,609				5,258				495				75				93				48				—				28,578
Risk Grades 5 - 6			338				—				—				2,544				—				—				—				2,882
Risk Grade 7			—				—				—				312				—				—				—				312
Total			22,947				5,258				495				2,931				93				48				—				31,772
Real estate – commercial
Risk Grades 1 - 4			75,900				4,500				29,768				209,573				101,178				190,435				17,057				628,411
Risk Grades 5 - 6			830				—				5,032				79,834				31,472				47,824				3,777				168,769
Risk Grade 7			—				1,555				—				17,793				2,519				5,674				—				27,541
Total			76,730				6,055				34,800				307,200				135,169				243,933				20,834				824,721
Real estate – residential
Risk Grades 1 - 4			4,382				2,705				65,443				204,911				104,375				181,362				51,559				614,737
Risk Grades 5 - 6			838				831				266				928				1,380				4,914				398				9,555
Risk Grade 7			561				—				1,099				3,676				1,207				5,354				554				12,451
Total			5,781				3,536				66,808				209,515				106,962				191,630				52,511				636,743
Real estate – farmland
Risk Grades 1 - 4			—				142				—				987				1,186				1,821				166				4,302
Risk Grades 5 - 6			62				—				123				—				93				—				—				278
Total			62				142				123				987				1,279				1,821				166				4,580
Consumer
Risk Grades 1 - 4			4,620				4,343				10,430				4,960				620				411				5,293				30,677
Risk Grades 5 - 6			—				138				190				326				48				18				—				720
Risk Grade 7			—				117				241				310				110				38				—				816
Total			4,620				4,598				10,861				5,596				778				467				5,293				32,213
Total Loans
Risk Grades 1 - 4		$	150,053			$	31,347			$	118,176			$	472,357			$	226,966			$	398,339			$	165,986			$	1,563,224
Risk Grades 5 - 6			3,487				1,377				6,868				103,785				36,487				66,794				6,640				225,438
Risk Grade 7			561				2,658				2,228				38,762				16,236				12,779				2,236				75,460
Risk Grade 8			—				—				—				—				—				390				—				390
Total		$	154,101			$	35,382			$	127,272			$	614,904			$	279,689			$	478,302			$	174,862			$	1,864,512

18

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

		For the three months ended September 30, 2026
(Dollars in thousands)		Commercial and industrial				Real estate – construction, commercial				Real estate – construction, residential				Real estate – commercial				Real estate – residential				Real estate – farmland				Consumer				Total
ACL, beginning of period		$	7,172			$	830			$	239			$	6,022			$	7,194			$	11			$	571			$	22,039
Provision for (recovery of) credit losses - loans			7,945				192				30				19				(310	)			—				124				8,000
Charge-offs			(11,296	)			—				—				—				(38	)			—				(292	)			(11,626	)
Recoveries			1,154				—				—				—				2				—				154				1,310
Net charge-offs			(10,142	)			—				—				—				(36	)			—				(138	)			(10,316	)
ACL, end of period		$	4,975			$	1,022			$	269			$	6,041			$	6,848			$	11			$	557			$	19,723
		For the three months ended September 30, 2025
(Dollars in thousands)		Commercial and industrial				Real estate – construction, commercial				Real estate – construction, residential				Real estate – commercial				Real estate – residential				Real estate – farmland				Consumer				Total
ACL, beginning of period		$	5,846			$	1,272			$	398			$	5,879			$	8,001			$	15			$	563			$	21,974
(Recovery of) provision for credit losses - loans			(2,594	)			(135	)			(8	)			314				(304	)			(1	)			928				(1,800	)
Charge-offs			(1,781	)			—				—				(374	)			(92	)			—				(1,035	)			(3,282	)
Recoveries			3,303				—				—				38				222				—				48				3,611
Net recoveries (charge-offs)			1,522				—				—				(336	)			130				—				(987	)			329
ACL, end of period		$	4,774			$	1,137			$	390			$	5,857			$	7,827			$	14			$	504			$	20,503

		For the nine months ended September 30, 2026
(Dollars in thousands)		Commercial and industrial				Real estate – construction, commercial				Real estate – construction, residential				Real estate – commercial				Real estate – residential				Real estate – farmland				Consumer				Total
ACL, beginning of period		$	4,337			$	678			$	264			$	5,959			$	7,655			$	14			$	537			$	19,444
Provision for (recovery of) credit losses - loans			10,338				344				20				345				(672	)			(3	)			528				10,900
Charge-offs			(15,152	)			—				(15	)			(304	)			(169	)			—				(925	)			(16,565	)
Recoveries			5,452				—				—				41				34								417				5,944
Net charge-offs			(9,700	)			—				(15	)			(263	)			(135	)			—				(508	)			(10,621	)
ACL, end of period		$	4,975			$	1,022			$	269			$	6,041			$	6,848			$	11			$	557			$	19,723
		For the nine months ended September 30, 2025
(Dollars in thousands)		Commercial and industrial				Real estate – construction, commercial				Real estate – construction, residential				Real estate – commercial				Real estate – residential				Real estate – farmland				Consumer				Total
ACL, beginning of period		$	5,767			$	2,057			$	540			$	5,963			$	7,933			$	18			$	745			$	23,023
(Recovery of) provision for credit losses - loans			(1,500	)			(920	)			(150	)			(45	)			(120	)			(4	)			239				(2,500	)
Charge-offs			(7,026	)			—				—				(437	)			(215	)			—				(1,485	)			(9,163	)
Recoveries			7,533				—				—				376				229				—				1,005				9,143
Net recoveries (charge-offs)			507				—				—				(61	)			14				—				(480	)			(20	)
ACL, end of period		$	4,774			$	1,137			$	390			$	5,857			$	7,827			$	14			$	504			$	20,503

Subsequent to June 30, 2026, a commercial borrower, outside of the Bank's primary market, with outstanding out-of-market loans totaling $11.4 million reported that it had ceased operations. Based on this information, the loans were placed on nonaccrual status as of June 30, 2026, and a specific reserve of $2.9 million was established as of that date. In October 2026, additional information regarding the borrower and underlying collateral resulted in an additional provision for credit losses of $7.0 million for the three months ended September 30, 2026 and the charge-off of $9.9 million of loan principal against the total specific reserve as of September 30, 2026.

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

19

estimation of the ACL and provision for credit losses for loans held for investment as of and for the three and nine months ended September 30, 2026.

Excluded from the estimation of the ACL as of September 30, 2026 and December 31, 2025 were $8.9 million and $9.1 million, respectively, of accrued interest attributable to loans held for investment, which is included in accrued interest receivable on the consolidated balance sheets.

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

(Dollars in thousands)		September 30, 2026				December 31, 2025
Commercial and industrial		$	10,513			$	32,719
Real estate – commercial			9,183				38,940
Real estate – residential			4,834				5,567
Total collateral-dependent loans		$	24,530			$	77,226

The decline in collateral-dependent loans since December 31, 2025 was primarily attributable to the aforementioned change to the Bank's ACL policy effective January 1, 2026. Also contributing to the decline was a $9.9 million charge-off of the aforementioned out-of-market loans on September 30, 2026.

Acquired Loans

As of September 30, 2026 and December 31, 2025, the amortized cost of purchased credit deteriorated ("PCD") loans totaled $25.1 million and $29.8 million, respectively, with an estimated ACL of $0.2 million as of both dates. The remaining non-credit discount on PCD loans was $1.5 million and $2.0 million as of September 30, 2026 and December 31, 2025, respectively.

Troubled Loan Modifications

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

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

		For the three months ended September 30,
		2026												2025
(Dollars in thousands)		Number of Loans				Amortized Cost				% of Amortized Cost to Gross Loans by Category				Number of Loans				Amortized Cost				% of Amortized Cost to Gross Loans by Category
Term extension
Real estate – commercial			—			$	—				0.00	%			3			$	472				0.06	%
Real estate – residential			—				—				0.00	%			1				51				0.01	%
Total term extension			—			$	—								4			$	523
Total			—			$	—								4			$	523

20

		For the nine months ended September 30,
		2026												2025
(Dollars in thousands)		Number of Loans				Amortized Cost				% of Amortized Cost to Gross Loans by Category				Number of Loans				Amortized Cost				% of Amortized Cost to Gross Loans by Category
Interest forgiven
Real estate – residential			—			$	—				0.00	%			1			$	139				0.02	%
Total interest forgiven			—			$	—								1			$	139
Term extension
Commercial and industrial			—			$	—				0.00	%			1			$	1,940				0.70	%
Real estate – commercial			—				—				0.00	%			3				472				0.06	%
Real estate – residential			—				—				0.00	%			1				51				0.01	%
Total term extension			—			$	—								5			$	2,463
Payment deferral
Real estate – residential			2			$	1,493				0.22	%			—			$	—				0.00	%
Total payment deferral			2			$	1,493								—			$	—
Total			2			$	1,493								6			$	2,602

The following tables present additional information including the financial effects of TLMs as of and for the periods stated. The Company reported no TLMs as of and for the three months ended September 30, 2026.

		As of and for the three months ended September 30, 2025
(Dollars in thousands)		Weighted Average Term Extension (Months)				Weighted Average Payment Deferral				Weighted Average Interest Forgiven
Real estate – commercial			13			$	—			$	—
Real estate – residential			15				—				—

		As of and for the nine months ended September 30, 2026
(Dollars in thousands)		Weighted Average Term Extension (Months)				Weighted Average Payment Deferral				Weighted Average Interest Forgiven
Real estate – residential			—			$	50			$	—

		As of and for the nine months ended September 30, 2025
(Dollars in thousands)		Weighted Average Term Extension (Months)				Weighted Average Payment Deferral				Weighted Average Interest Forgiven
Commercial and industrial			20			$	—			$	—
Real estate – commercial			13				—				—
Real estate – residential			15				—				45

21

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

		September 30, 2026
(Dollars in thousands)		Current Loans				30-89 Days Past Due				Greater than 90 Days Past Due & Accruing				Nonaccrual				Total
Commercial and industrial		$	799			$	—			$	—			$	2,278			$	3,077
Real estate – commercial			486				—				—				—				486
Real estate – residential			225				—				241				1,866				2,332
Consumer			—				—				—				2				2
Total modified loans		$	1,510			$	—			$	241			$	4,146			$	5,897

		December 31, 2025
(Dollars in thousands)		Current Loans				30-89 Days Past Due				Greater than 90 Days Past Due & Accruing				Nonaccrual				Total
Commercial and industrial		$	2,270			$	—			$	—			$	2,310			$	4,580
Real estate – commercial			501				—				—				—				501
Real estate – residential			236				—				—				627				863
Consumer			—				—				—				6				6
Total modified loans		$	3,007			$	—			$	—			$	2,943			$	5,950

As of September 30, 2026 and December 31, 2025, there were no unfunded commitments to borrowers with TLMs.

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

		As of and for the nine months ended September 30,
		2026												2025
(Dollars in thousands)		Number of Loans				Amortized Cost				% of Amortized Cost to Gross Loans by Category				Number of Loans				Amortized Cost				% of Amortized Cost to Gross Loans by Category
Interest forgiveness			—			$	—				0.00	%			1			$	139				0.02	%
Real estate – residential			—				—				0.00	%			—				—				0.00	%
Total interest forgiveness			—			$	—								1			$	139
Term extension
Real estate – commercial			3			$	456				0.06	%			—			$	—				0.00	%
Real estate – residential			1				49				0.01	%			—				—				0.00	%
Total term extension			4			$	505								—			$	—
Payment deferral
Real estate – residential			2			$	1,493				0.22	%			—			$	—				0.00	%
Total payment deferral			2			$	1,493								—			$	—
Total			6			$	1,998								1			$	139

OREO

As of September 30, 2026 and December 31, 2025, OREO included a property with a carrying value of $1.4 million that served as collateral for a government guaranteed loan. The guaranteed portion of the loan (90%) is owned by the U.S. Small Business Administration ("SBA"), and the Company is obligated to remit to the SBA its share of the liquidation proceeds upon the sale of the property. Accordingly, the Company recorded a $1.2 million liability, reported in other liabilities on the Company's consolidated balance sheets as of both September 30, 2026 and December 31, 2025, representing the SBA's contractual interest in the expected proceeds from the sale of the property.

22

As of September 30, 2026, six residential mortgage loans with a total amortized cost of $2.4 million were in the process of foreclosure.

Note 4 – Borrowings

FHLB Borrowings

The Bank had borrowings from the FHLB totaling $236.0 million and $150.0 million at September 30, 2026 and December 31, 2025, respectively. The FHLB borrowings required the Bank to hold $13.0 million and $9.1 million of FHLB stock at September 30, 2026 and December 31, 2025, respectively, which is included in restricted equity investments on the consolidated balance sheets.

At September 30, 2026 and December 31, 2025, the Bank also had letters of credit outstanding with the FHLB in the amounts of $70.1 million and $51.2 million, respectively, of which $70.0 million and $50.0 million, respectively, were for the purpose of collateral for public deposits with the Treasury Board of the Commonwealth of Virginia as of the same respective dates. Outstanding letters of credit reduce the available balance of the borrowing facility with the FHLB.

At September 30, 2026, 1-4 family residential loans, multi-family residential loans, and commercial real estate loans classified as held for investment with a lendable value of $378.3 million and securities with a lendable value of $142.5 million were pledged for the borrowing facility with the FHLB.

At September 30, 2026 and December 31, 2025, the secured facility totaled $520.8 million and $565.5 million, respectively, based on pledged collateral. Available balances on the FHLB credit facility were $214.7 million and $364.4 million as of September 30, 2026 and December 31, 2025, respectively.

The following table presents information regarding FHLB borrowings outstanding as of the dates stated.

		September 30, 2026
(Dollars in thousands)		Balance				Origination Date		Stated Interest Rate				Maturity Date
Fixed rate credit		$	50,000			3/15/2023			4.07	%		3/15/2027
Fixed rate credit			50,000			5/2/2023			3.87	%		5/3/2027
Fixed rate credit			50,000			5/4/2023			3.52	%		5/4/2028
Daily rate credit			86,000			7/13/2026			4.13	%		5/18/2027
Total FHLB borrowings		$	236,000

		December 31, 2025
(Dollars in thousands)		Balance				Origination Date		Stated Interest Rate				Maturity Date
Fixed rate credit		$	50,000			3/15/2023			4.07	%		3/15/2027
Fixed rate credit			50,000			5/2/2023			3.87	%		5/3/2027
Fixed rate credit			50,000			5/4/2023			3.52	%		5/4/2028
Total FHLB borrowings		$	150,000

FRB Borrowings

The Company may obtain advances from the FRB through its Discount Window. Advances through the FRB Discount Window are secured by qualifying pledged construction and commercial and industrial loans. The Company had secured borrowing capacity with the FRB Discount Window, based on lendable value, of $43.4 million and $72.8 million as of September 30, 2026 and December 31, 2025, respectively, of which the Company had no outstanding advances as of either date.

Other Borrowings

The Company had an unsecured line of credit with a correspondent bank available for overnight borrowing, which totaled $10.0 million as of both September 30, 2026 and December 31, 2025. This line bears interest at the prevailing rates for such loans and is cancelable any time by the correspondent bank. As of both September 30, 2026 and December 31, 2025, the Company had no outstanding advances on this unsecured line.

23

Subordinated Notes

The Company had $0 and $14.7 million of subordinated notes, net, outstanding as of September 30, 2026 and December 31, 2025, respectively. Beginning in the third quarter of 2025, the Company's subordinated notes were comprised of a $25 million issuance in October 2019 maturing October 15, 2029 (the “2029 Notes”).

On July 15, 2025, the Company completed a $10.0 million partial redemption of the 2029 Notes, and on July 15, 2026, the Company redeemed the remainder of the 2029 Notes totaling $14.7 million. Upon the completion of this redemption, the Company had no outstanding subordinated notes. Interest expense on the 2029 Notes was ($0.1) million and $0.3 million for the three months ended September 30, 2026 and 2025, respectively, and $0.4 million and $1.3 million for the nine months ended September 30, 2026 and 2025, respectively. Upon the redemption of the remaining 2029 Notes in the third quarter of 2026, the Company recognized the remaining unamortized purchase accounting adjustment, which exceeded the coupon interest expense for the period and resulted in net negative interest expense.

Note 5 – Fair Value

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

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

Level 1 –		Valuation is based on quoted prices in active markets for identical assets and liabilities.
Level 2 –		Valuation is based on observable inputs including quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets and liabilities in less active markets, and model-based valuation techniques for which significant assumptions can be derived primarily from or corroborated by observable data in the market.
Level 3 –		Valuation is based on model-based techniques that use one or more significant inputs or assumptions that are unobservable in the market.

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

		September 30, 2026
(Dollars in thousands)		Total				Level 1				Level 2				Level 3
Securities available for sale
Mortgage backed securities		$	168,374			$	—			$	168,374			$	—
U.S. Treasury and agencies			63,519				—				63,519				—
State and municipal			41,107				—				41,107				—
Corporate bonds			25,643				—				25,143				500
Total securities available for sale		$	298,643			$	—			$	298,143			$	500
Other assets
Rabbi trust assets		$	715			$	715			$	—			$	—
Interest rate swap asset			1,580				—				1,580				—
Other liabilities
Deferred compensation plan		$	715			$	715			$	—			$	—
Interest rate swap liability			1,565				—				1,565				—

24

		December 31, 2025
(Dollars in thousands)		Total				Level 1				Level 2				Level 3
Securities available for sale
Mortgage backed securities		$	185,087			$	—			$	185,087			$	—
U.S. Treasury and agencies			72,538				—				72,538				—
State and municipal			44,484				—				44,484				—
Corporate bonds			30,819				—				30,819				—
Total securities available for sale		$	332,928			$	—			$	332,928			$	—
Other assets
Rabbi trust assets		$	682			$	682			$	—			$	—
Interest rate swap asset			613				—				613				—
Other liabilities
Deferred compensation plan		$	682			$	682			$	—			$	—
Interest rate swap liability			654				—				654				—

During the second quarter of 2026, one security was transferred from Level 2 to Level 3 due to the absence of observable market prices for a similar investment. As of September 30, 2026, the corporate bond, with an amortized cost of $0.5 million, was classified as a Level 3 asset in the fair value hierarchy. As of December 31, 2025, there were no securities reported as Level 3 assets in the fair value hierarchy.

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

		September 30, 2026
(Dollars in thousands)		Total				Level 1				Level 2				Level 3
Other equity investments		$	5,018			$	—			$	2,012			$	3,006
Collateral-dependent loans			1,055				—				—				1,055
OREO			1,704				—				—				1,704

		December 31, 2025
(Dollars in thousands)		Total				Level 1				Level 2				Level 3
Other equity investments		$	4,910			$	—			$	1,904			$	3,006
Collateral-dependent loans			1,919				—				—				1,919
Loans held for sale			14,769				—				14,769				—
OREO			1,683				—				—				1,683

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

(Dollars in thousands)		Balance as of September 30, 2026				Unobservable Input		Range
Other equity investments
Probability weighted expected return technique		$	3,006			Discount Rate			20	%
Collateral-dependent loans
Discounted appraised value technique			1,055			Selling Costs			5	%
OREO
Discounted appraised value technique			1,704			Selling Costs		4% - 7%

25

(Dollars in thousands)		Balance as of December 31, 2025				Unobservable Input		Range
Other equity investments
Probability weighted expected return technique		$	3,006			Discount Rate			20	%
Collateral-dependent loans
Discounted appraised value technique			1,919			Selling Costs			5	%
OREO
Discounted appraised value technique			1,683			Selling Costs			7	%

Fair values for collateral-dependent loans are generally based on third-party appraisals of the underlying collateral, adjusted for estimated selling costs and other factors considered appropriate by management. Such adjustments may include discount rates applied to the appraised fair value to reflect management’s estimate of the realizable value of the underlying collateral. These adjustments represent significant unobservable inputs and, accordingly, the resulting fair value measurements are classified within Level 3 of the fair value hierarchy.

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

		September 30, 2026
										Fair Value Measurements
(Dollars in thousands)		Carrying Value				Fair Value				Level 1				Level 2				Level 3
Financial Assets
Cash and due from banks		$	59,995			$	59,995			$	59,995			$	—			$	—
Federal funds sold			502				502				502				—				—
Securities available for sale			298,643				298,643				—				298,143				500
Restricted equity investments			20,820				20,820				—				20,820				—
Other equity investments			5,018				5,018				—				2,012				3,006
Other investments			14,859				14,859				—				—				14,859
Loans held for investment, net			1,866,873				1,821,941				—				—				1,821,941
Accrued interest receivable			10,597				10,597				—				10,597				—
Financial Liabilities
Noninterest-bearing demand		$	388,158			$	388,158			$	388,158			$	—			$	—
Interest-bearing demand and money market			611,683				611,683				—				611,683				—
Savings			101,240				101,240				—				101,240				—
Time			713,102				711,722				—				711,722				—
FHLB borrowings			236,000				237,665				—				237,665				—

		December 31, 2025
										Fair Value Measurements
(Dollars in thousands)		Carrying Value				Fair Value				Level 1				Level 2				Level 3
Financial Assets
Cash and due from banks		$	115,949			$	115,949			$	115,949			$	—			$	—
Federal funds sold			1,851				1,851				1,851				—				—
Securities available for sale			332,928				332,928				—				332,928				—
Restricted equity investments			19,016				19,016				—				19,016				—
Other equity investments			4,910				4,910				—				1,904				3,006
Other investments			20,781				20,781				—				—				20,781
Loans held for sale			14,769				14,769				—				14,769				—
Loans held for investment, net			1,846,273				1,786,730				—				—				1,786,730
Accrued interest receivable			10,787				10,787				—				10,787				—
Financial Liabilities
Noninterest-bearing demand		$	398,541			$	398,541			$	398,541			$	—			$	—
Interest-bearing demand and money market			612,648				612,648				—				612,648				—
Savings			100,346				100,346				—				100,346				—
Time			799,627				802,308				—				802,308				—
FHLB borrowings			150,000				150,116				—				150,116				—
Subordinated notes, net			14,716				13,905				—				—				13,905

26

Note 6 – Minimum Regulatory Capital Requirements

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

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

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

The Company adopted Accounting Standards Codification 326, Financial Instruments - Credit Losses (referred to herein as "current expected credit losses" or "CECL") effective January 1, 2023. Federal and state banking regulations allow financial institutions to irrevocably elect to phase-in the after-tax cumulative effect adjustment to retained earnings (the "CECL Transitional Amount") over a three-year period. The three-year phase-in of the CECL Transitional Amount to regulatory capital was 25%, 50%, and 25% in 2023, 2024, and 2025, respectively. The Bank made this irrevocable election effective with its first quarter 2023 call report. The CECL Transitional Amount was $8.1 million and was fully phased in the first quarter of 2026 as a reduction to the regulatory capital amounts and ratios. The full $8.1 million reduction is reflected as of September 30, 2026, compared to a $6.1 million reduction as of December 31, 2025.

The following tables present the capital ratios to which the Bank is subject to be adequately and well capitalized, as well as the capital and capital ratios for the Bank as of the dates stated. Adequately capitalized ratios include the conservation buffer, if applicable.

		September 30, 2026
		Actual								For Capital Adequacy Purposes								To Be Well Capitalized
(Dollars in thousands)		Amount				Ratio				Amount				Ratio				Amount				Ratio
Total risk based capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	284,718				15.96	%		$	187,314				10.50	%		$	178,395				10.00	%
Tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	263,324				14.76	%		$	151,643				8.50	%		$	142,723				8.00	%
Common equity tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	263,324				14.76	%		$	124,883				7.00	%		$	115,962				6.50	%
Tier 1 leverage (to average assets)
Blue Ridge Bank, N.A.		$	263,324				11.25	%		$	93,626				4.00	%		$	117,033				5.00	%

		December 31, 2025
		Actual								For Capital Adequacy Purposes								To Be Well Capitalized
(Dollars in thousands)		Amount				Ratio				Amount				Ratio				Amount				Ratio
Total risk based capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	339,784				19.16	%		$	186,188				10.50	%		$	177,322				10.00	%
Tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	322,320				18.18	%		$	150,724				8.50	%		$	141,858				8.00	%
Common equity tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	322,320				18.18	%		$	124,125				7.00	%		$	115,259				6.50	%
Tier 1 leverage (to average assets)
Blue Ridge Bank, N.A.		$	322,320				13.04	%		$	98,859				4.00	%		$	123,574				5.00	%

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The decline in the Bank's capital amounts and capital ratios from December 31, 2025 was primarily attributable to the special cash dividend declared on March 30, 2026.

Note 7 – Commitments and Contingencies

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

Subject to its normal credit standards and risk monitoring procedures, the Company makes contractual commitments to extend credit. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. Since many of the commitments may expire without being completely drawn upon, the total commitment amounts do not necessarily represent future cash requirements. As of September 30, 2026 and December 31, 2025, the Company had outstanding loan commitments of $326.2 million and $247.2 million, respectively. Of these amounts, $34.2 million and $35.2 million were unconditionally cancelable at the sole discretion of the Company as of the same respective dates.

Conditional commitments are issued by the Company in the form of financial stand-by letters of credit, which guarantee payment to the underlying beneficiary (i.e., third party) if the customer fails to meet its designated financial obligation. As of September 30, 2026 and December 31, 2025, commitments under outstanding financial stand-by letters of credit totaled $9.2 million and $6.3 million, respectively. The credit risk of issuing stand-by letters of credit can be greater than the risk involved in extending loans to customers.

For the three and nine months ended September 30, 2026, the Company recorded $0.5 million and $1.0 million, respectively, of provision for credit losses for unfunded commitments due to an increase in committed but unfunded lines of credit to commercial construction borrowers. The reserve for unfunded commitments, which is included in other liabilities on the consolidated balance sheets, was $1.8 million and $0.8 million as of September 30, 2026 and December 31, 2025, respectively.

The Company has investments in various partnerships and limited liability companies. Pursuant to these investments, the Company commits to an investment amount that may be fulfilled in future periods. At September 30, 2026 and December 31, 2025, the Company had future commitments outstanding totaling $4.3 million and $4.9 million, respectively, related to these investments.

Note 8 – Stock-Based Compensation

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

Stock-based compensation expense for employees, reported as a component of salaries and employee benefits in the consolidated statements of operations, was $0.1 million and $0.8 million for the three and nine months ended September 30, 2026, respectively, compared to $1.2 million and $3.5 million for the same comparative periods of 2025.

Stock-based compensation expense for directors, reported as a component of other noninterest expense in the consolidated statements of operations, was $0.1 million and $0.2 million for the three and nine months ended September 30, 2026, respectively, compared to $0 and $0.1 million for the same comparative periods of 2025.

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Total unrecognized compensation expense related to time-based RSAs and PSAs as of September 30, 2026 totaled $1.6 million. The ultimate amount of expense recognized is dependent upon the achievement of performance goals, which are generally established for specific fiscal years.

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

		Time-based RSAs								PSAs
		Shares				Weighted Average Fair Value				Shares				Weighted Average Fair Value
Shares unvested and outstanding, December 31, 2025			469,920			$	3.44				3,453,259			$	3.62
Canceled (1)			—				—				(680,000	)			3.54
Granted			79,863				3.71				680,000				3.95
Vested (2)			(195,778	)			3.95				(566,668	)			3.54
Forfeited (3)			(108,219	)			2.97				(1,819,899	)			3.76
Shares unvested and outstanding, September 30, 2026			245,786			$	3.33				1,066,692			$	3.72
(1) Canceled shares were the result of plan limitations and/or award design.
(2) Of vested shares, shares totaling 143,956 were withheld as payment of taxes for the nine months ended September 30, 2026.
(3) Unvested shares were forfeited upon separation of service or due to not meeting performance condition(s).

Note 9 – Earnings Per Share

The following table shows the calculation of basic and diluted earnings per share ("EPS"), the weighted average number of shares outstanding used in computing EPS, the effect on the weighted average number of shares outstanding of dilutive potential common stock for the periods stated, and the weighted average number of securities excluded from the computation of diluted EPS because their effects would have been anti-dilutive. As a result of the net loss reported for both the three and nine months ended September 30, 2026, all weighted average potentially dilutive securities have been excluded from the calculation of diluted EPS.

	For the three months ended September 30,								For the nine months ended September 30,
(Dollars in thousands, except per share data)	2026				2025				2026				2025
Net (loss) income	$	(4,164	)		$	5,603			$	(4,623	)		$	6,465
Weighted average common shares outstanding, basic		88,620,935				88,547,750				88,487,003				87,612,199
Potentially dilutive securities
PSAs		—				952,496				—				371,911
Warrants		—				9,883,833				—				8,605,612
Weighted average common shares outstanding, dilutive		88,620,935				99,384,079				88,487,003				96,589,722
Basic and diluted (loss) earnings per common share	$	(0.05	)		$	0.06			$	(0.05	)		$	0.07
Weighted average anti-dilutive securities excluded from diluted EPS
PSAs		504,666				—				490,262				1,613
Stock options		18,058				19,933				18,395				21,544
Warrants		24,115,999				—				24,214,051				—
Total weighted average anti-dilutive securities		24,638,723				19,933				24,722,708				23,157

Note 10 – Segment Reporting

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

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Company's Chief Operating Decision Maker (the "CODM"). The CODM now evaluates performance on a Company-wide basis.

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

Note 11 – Legal Matters

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

On October 19, 2026, a purported shareholder of the Company filed an individual lawsuit against the Company and members of the Company’s board of directors in the United States District Court for the Northern District of Illinois (Bosley v. Blue Ridge Bankshares, Inc. et al. No. 26-cv-12818) alleging, among other things, that the registration statement on Form S-4 filed by HomeTrust in connection with the Merger omits or misrepresents allegedly material information in violation of federal securities laws. This complaint seeks relief enjoining the vote on the Merger and the Merger Agreement, attorneys’ and experts’ fees, and other remedies. The Company believes the plaintiff’s claims are without merit.

On December 20, 2024, a former Deputy Bank Secrecy Act Officer and manager at the Bank filed suit against the Company and the Company’s and the Bank’s Chief Executive Officer, in the Circuit Court of the City of Richmond (Virginia) alleging that she was retaliated against and constructively discharged in violation of the Virginia Whistleblower Protection Act, Va. Code § 40.1-27.3, and Bowman v. State Bank of Keysville, 331 S.E.2d 797 (Va. 1985). On December 30, 2024, the Company removed the matter to the United States District Court for the Eastern District of Virginia, where it subsequently filed a motion to dismiss. On July 18, 2025, the court granted the Company’s motion to dismiss. The case caption in the district court is Porter v. Blue Ridge Bankshares, Inc. (No. 3:24-cv-909 (E.D. Va.)). On August 15, 2025, the plaintiff appealed the dismissal of her claims to the U.S. Court of Appeals for the Fourth Circuit, Case No. 25-1970, asserting various violations of law. On August 7, 2026, the U.S. Court of Appeals for the Fourth Circuit affirmed the dismissal of Porter’s claims at the District Court level and her time for further appeal has lapsed. Porter’s claims have been extinguished with prejudice.

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

The following presents management’s discussion and analysis of the Company’s consolidated financial condition and the results of the Company's operations. This discussion should be read in conjunction with the unaudited consolidated financial statements and the notes thereto included in this Form 10-Q and the audited consolidated financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”). Results of operations for the three and nine months ended September 30, 2026 are not necessarily indicative of the results of operations for the balance of 2026, or for any other period. As used in this report, the terms “the Company,” “we,” “us,” and “our” refer to Blue Ridge Bankshares, Inc. and its consolidated subsidiaries. The term “Bank” refers to Blue Ridge Bank, National Association.

Cautionary Note About Forward-Looking Statements

The Company makes certain forward-looking statements in this Form 10-Q that are subject to risks and uncertainties. These forward-looking statements represent plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of management’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words of similar meaning. These forward-looking statements also include statements regarding the Company’s pending merger with HomeTrust Bancshares, Inc. (“HomeTrust”) pursuant to the Agreement and Plan of Merger dated August 16, 2026 (the “Merger Agreement”) by and among the Company, HomeTrust and Kinloch Merger Sub, Inc. (“Merger Sub”). The Company cautions that the forward-looking statements are based largely on management’s expectations and are subject to a number of known and unknown risks and uncertainties that may change based on factors which are, in many instances, beyond its control. Actual results, performance, or achievements could differ materially from those contemplated, expressed, or implied by the forward-looking statements.

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

•the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations;

•the effects of, and changes in, the macroeconomic environment and financial market conditions, including monetary and fiscal policies, interest rates, and inflation;

•reputational risk and potential adverse reactions of the Company’s customers, suppliers, employees, or other business partners;

•the quality and composition of the Company’s loan and investment portfolios, including changes in the level of the Company’s nonperforming assets and charge-offs;

•the Company’s management of risks inherent in its loan portfolio, the credit quality of its borrowers, and the risk of a prolonged downturn in the real estate market, which could impair the value of the Company’s collateral and its ability to sell collateral upon any foreclosure;

•the timing and completion of the proposed merger with HomeTrust is dependent on the satisfaction of customary closing conditions, and various other factors that cannot be predicted with precision at this point;

•the occurrence of any event, change or other circumstance that could give rise to the right of HomeTrust, the Company or both to terminate the Merger Agreement;

•completion of the proposed merger with HomeTrust is subject to bank regulatory approvals and such approvals may not be obtained in a timely manner or at all or may be subject to conditions which may cause additional significant expense or delay the consummation of the proposed merger;

•potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the proposed merger with HomeTrust;

•the diversion of attention and time by the management team of the Company from ongoing business operations and opportunities on merger-related matters;

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•the outcome of any legal proceedings related to the proposed merger with HomeTrust, which have been and may be instituted against the Company;

•the ability to maintain adequate liquidity by growing and retaining deposits and secondary funding sources, especially if the Company's or its industry's reputation becomes damaged;

•the emergence of digital assets and payment stablecoins, and evolving legislative or regulatory frameworks, which could alter deposit flows, competition, and credit intermediation and, in turn, adversely affect the Company’s funding, liquidity, or overall financial performance;

•the ability to maintain capital levels adequate to support the Company's business;

•the ability of the Company to implement cost-saving initiatives and efficiency measures, as well as increase earning assets, in order to yield acceptable levels of profitability;

•the ability to generate sufficient future taxable income for the Company to realize its deferred tax assets, including the net operating loss carryforward;

•the usage of advances and changes in technology and social media to develop timely and competitive products and services, and the acceptance of these products and services by new and existing customers;

•the willingness of users to substitute competitors’ products and services for the Company’s products and services;

•the impact of unanticipated outflows of deposits;

•potential exposure to fraud, negligence, computer theft, and cyber-crime;

•adverse developments in the financial industry generally, such as bank failures, responsive measures to mitigate and manage such developments, supervisory and regulatory actions and costs, and related impacts on customer and client behavior;

•changing bank regulatory conditions, policies or programs, whether arising as new legislation or regulatory initiatives, that could lead to restrictions on activities of banks generally, or the Bank in particular, more restrictive regulatory capital requirements, increased costs, including deposit insurance premiums, regulation or prohibition of certain income producing activities or changes in the secondary market for loans and other products;

•political developments, including government shutdowns and other significant disruptions and changes in the funding, size, scope and effectiveness of the federal government, its agencies and services;

•the impact of changes in financial services policies, laws, and regulations, including laws, regulations, and policies concerning taxes, banking, securities, real estate and insurance, and the application thereof by bank regulatory bodies and the three branches of the federal government;

•the effect of changes in accounting standards, policies, and practices as may be adopted from time to time;

•estimates of the fair value and other accounting values, subject to impairment assessments, of certain of the Company’s assets and liabilities;

•geopolitical conditions, including acts or threats of terrorism and/or military conflicts, or actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, which could impact business and economic conditions in the United States and abroad;

•the economic impact of duties, tariffs, or other barriers or restrictions on trade, any retaliatory countermeasures, and the volatility and uncertainty arising therefrom;

•the occurrence or continuation of widespread health emergencies or pandemics, significant natural disasters, severe weather conditions, floods, and other catastrophic events;

•the Company’s involvement in, and the outcome of, any litigation, legal proceedings, or enforcement actions that may be instituted against the Company; and

•other risks and factors identified in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections and elsewhere in the 2025 Form 10-K and in this Form 10-Q and in filings the Company makes from time to time with the Securities and Exchange Commission (“SEC”).

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

Pending Merger with HomeTrust Bancshares, Inc.

On August 16, 2026, the Company, HomeTrust, and Merger Sub, a wholly owned subsidiary of HomeTrust, entered into the Merger Agreement, which was jointly announced on August 17, 2026. Pursuant to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the "Merger"), with the Company continuing as the surviving corporation, and immediately following the Merger, the Company will merge with and into HomeTrust, with HomeTrust continuing as the surviving corporation, and then the Bank will merge with and into HomeTrust Bank, the wholly owned bank subsidiary of HomeTrust, with HomeTrust Bank as the surviving bank.

Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger, each share of the Company's common stock issued and outstanding will be converted into the right to receive 0.086 of a share of HomeTrust common stock, plus cash in lieu of any fractional shares.

In connection with the Merger Agreement, the Company offered holders of outstanding warrants to purchase the Company’s common stock (the “Warrants”) the opportunity to enter into warrant conversion agreements that provide for the automatic cashless exercise of the Warrants immediately prior to the effective time of the Merger, with the resulting shares of the Company’s common stock converted into the right to receive the merger consideration. As of September 30, 2026, holders of Warrants to purchase an aggregate of 11,356,000 shares of the Company's common stock, representing approximately 47% of outstanding Warrants, had executed warrant conversion agreements. Outstanding Warrants not subject to warrant conversion agreements will be assumed by HomeTrust at the effective time of the Merger in accordance with their terms.

Based on the number of shares of the Company's common stock outstanding and reserved for issuance and the number of shares underlying Warrants subject to warrant conversion agreements, HomeTrust expects to issue approximately 8,314,956 shares of HomeTrust common stock to the Company's shareholders in the Merger. Following completion of the Merger, former shareholders of the Company are expected to own approximately 35% of HomeTrust's outstanding common stock, with existing HomeTrust stockholders owning approximately 65%.

The Merger Agreement contains customary representations, warranties, covenants and closing conditions, including receipt of required regulatory approvals, approval of the Merger Agreement by the Company's shareholders and approval of the issuance of HomeTrust common stock in connection with the Merger by HomeTrust's stockholders. The Merger Agreement also provides for a termination fee of $18.0 million payable by either party under certain specified circumstances.

Subject to receipt of required approvals and satisfaction of other closing conditions, the Merger is anticipated to close in the first quarter of 2027.

Merger-related expenses, including legal and investment banking fees, are presented separately on the consolidated statements of operations for the three and nine months ended September 30, 2026.

Special Cash Dividend and Warrants

On March 30, 2026, the Company announced a special cash dividend of $0.60 per share of the Company's common stock totaling approximately $54.1 million, of which $53.2 million was paid on April 27, 2026 to shareholders of record as of the close of business on April 13, 2026.

On March 30, 2026, the Company announced that the holders of outstanding Warrants representing a majority of shares of common stock underlying such Warrants approved an amendment and restatement of the Warrants (the

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"Warrant Amendment"). Pursuant to the Warrant Amendment, in connection with certain cash distributions to holders of the Company's common stock while the Warrants are outstanding, the per share exercise price of each Warrant is reduced by the per share dividend amount in lieu of cash distributions to Warrant holders, including the special cash dividends of $0.25 per share paid in November 2025 and $0.60 per share paid in April 2026. As a result, the previously accrued $6.1 million (for dividends to be paid upon exercise of the Warrants) was reversed in the first quarter of 2026, and, upon execution of the amended and restated Warrants, the strike price of the Warrants reduces to $1.65 per common share.

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

		Warrants Issued April 3, 2024				Warrants Issued June 13, 2024				Total Warrants
Balance, December 31, 2025			21,895,999				2,424,000				24,319,999
Warrants exercised			—				—				—
Balance, March 31, 2026			21,895,999				2,424,000				24,319,999
Warrants exercised			(204,000	)			—				(204,000	)
Balance, June 30, 2026			21,691,999				2,424,000				24,115,999
Warrants exercised			—				—				—
Balance, September 30, 2026			21,691,999				2,424,000				24,115,999
Remaining exercise term (years) as of September 30, 2026			2.51				2.70

		Warrants Issued April 3, 2024				Warrants Issued June 13, 2024				Total Warrants
Balance, December 31, 2024			29,027,999				2,424,000				31,451,999
Warrants exercised			(2,762,000	)			—				(2,762,000	)
Balance, March 31, 2025			26,265,999				2,424,000				28,689,999
Warrants exercised			(1,016,000	)			—				(1,016,000	)
Balance, June 30, 2025			25,249,999				2,424,000				27,673,999
Warrants exercised			(125,000	)			—				(125,000	)
Balance, September 30, 2025			25,124,999				2,424,000				27,548,999

General

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

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

Comparison of Financial Condition as of September 30, 2026 and December 31, 2025

Total assets were $2.34 billion as of September 30, 2026, a decrease of $89.5 million from $2.43 billion as of December 31, 2025. Most of this decrease was attributable to a decrease in cash and due from banks ($56.0 million), securities available for sale ($34.3 million), and loans held for sale ($14.8 million). Partially offsetting these decreases was an increase in loans held for investment ($20.9 million). The decline in cash and due from banks was primarily attributable to the special cash dividend totaling $53.2 million paid in the second quarter of 2026. The decline in available for sale securities was due to bonds called or matured ($16.7 million), portfolio amortization ($22.9 million), and unrealized losses ($5.9 million), partially offset by bond purchases ($11.1 million).

The decline in loans held for sale reflected the Company's complete exit from its indirect fintech lending activities in the first quarter of 2026. During the second quarter of 2026, the Company partnered with a third-party residential mortgage originator, whereby the Company purchases adjustable-rate mortgage loans originated generally within its market area. The increase in loans held for investment was primarily driven by growth in residential mortgages arising from this agreement. Purchases under this program totaled $71.9 million during the third and second quarters of 2026, inclusive of purchase premiums. This program provides a primary mortgage product to the Company's consumer customers. The allowance for credit losses ("ACL") was $19.7 million and $19.4 million as of September 30, 2026 and December 31, 2025, respectively.

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Total deposits were $1.81 billion as of September 30, 2026, a decrease of $97.0 million from December 31, 2025. The decline was primarily due to an $81.9 million decrease in brokered time deposits. Excluding the decline in brokered deposits, deposits decreased $15.1 million in the nine months ended September 30, 2026. Borrowings from the Federal Home Loan Bank of Atlanta ("FHLB") increased $86.0 million to $236.0 million as of September 30, 2026.

Total stockholders’ equity decreased by $56.1 million to $267.6 million as of September 30, 2026, from $323.7 million at December 31, 2025, primarily due to the special cash dividend ($54.1 million) announced March 30, 2026.

Comparison of Results of Operations for the Three and Nine Months Ended September 30, 2026 and 2025

For the three months ended September 30, 2026, the Company reported a net loss of $4.2 million, or ($0.05) per diluted common share, compared to net income of $5.6 million, or $0.06 per diluted common share, for the same period of 2025. Net loss for the three months ended September 30, 2026 included an after-tax provision for credit losses of $6.6 million, compared to an after-tax benefit for recovery of credit losses of $1.4 million for the same period of 2025. Provision for credit losses for the three months ended September 30, 2026 was primarily due to loans associated with a single out-of-market relationship originated prior to 2024. Net loss for the three months ended September 30, 2026 also included after-tax merger-related expenses of $0.9 million. The 2025 period included $2.3 million of after-tax loan fee income due to the payoff of the Company's largest previously criticized out-of-market loan.

For the nine months ended September 30, 2026, the Company reported a net loss of $4.6 million, or ($0.05) per diluted common share, compared to net income of $6.5 million, or $0.07 per diluted common share, for the same period of 2025. Net loss for the nine months ended September 30, 2026 included an after-tax provision for (recovery of) credit losses, severance expenses, and merger-related expenses of $9.3 million, $1.7 million, and $0.9 million, respectively, compared to ($2.0) million, $0.9 million, and $0, respectively, for the same period of 2025. The majority of the $9.3 million of after-tax provision for credit losses in the 2026 period was attributable to the aforementioned out-of-market loans originated prior to 2024. The 2025 period included $2.7 million of after-tax loan fee income due to the payoff of the aforementioned out-of-market loan relationship.

Net Interest Income. Net interest income is the excess of interest earned on loans, investments, and other interest-earning assets less the interest paid on deposits and borrowings and is the Company’s primary revenue source. Net interest income is thereby affected by overall balance sheet size, changes in interest rates, and changes in the mix of investments, loans, deposits, and borrowings. Net interest income for the three and nine months ended September 30, 2026 was $17.4 million and $50.9 million, respectively, a decline of $4.5 million and $9.9 million from the same respective periods in 2025, primarily due to declines in average loan balances.

The following table presents the average balance sheets for the three months ended September 30, 2026 and 2025. Also shown are the amounts of interest earned on interest-earning assets, with related tax-equivalent yields, and interest

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expense on interest-bearing liabilities, with related rates, as well as a volume and rate analysis of changes in net interest income for the periods stated.

		Average Balances, Income and Expense, Yields and Rates
		For the three months ended September 30,
		2026												2025												Total Increase/				Increase/(Decrease) Due to
(Dollars in thousands)		Average Balance				Interest				Yield/ Rate (1)				Average Balance				Interest				Yield/ Rate (1)				(Decrease)				Volume (2)				Rate (2)
Average Assets
Taxable securities		$	321,933			$	2,407				2.99	%		$	343,765			$	2,728				3.17	%		$	(321	)		$	(173	)		$	(148	)
Tax-exempt securities (3)			11,701				97				3.32	%			12,216				87				2.85	%			10				(4	)			14
Total securities			333,634				2,504				3.00	%			355,981				2,815				3.16	%			(311	)			(177	)			(134	)
Interest-earning deposits in other banks			47,894				395				3.30	%			129,766				1,383				4.26	%			(988	)			(873	)			(115	)
Federal funds sold			1,757				17				3.86	%			3,331				36				4.32	%			(19	)			(17	)			(2	)
Loans held for sale			—				—				—				16,074				1,059				26.35	%			(1,059	)			(1,059	)			—
Loans held for investment (4,5,6)			1,876,615				26,470				5.64	%			1,932,390				30,940				6.40	%			(4,470	)			(893	)			(3,577	)
Total average interest-earning assets			2,259,900				29,386				5.20	%			2,437,542				36,233				5.95	%			(6,847	)			(3,019	)			(3,829	)
Less: allowance for credit losses			(21,853	)											(22,138	)
Total noninterest-earning assets			100,111												120,449
Total average assets		$	2,338,158											$	2,535,853
Average Liabilities and Stockholders’ Equity:
Interest-bearing demand, money market, and savings		$	705,575			$	3,229				1.83	%		$	732,103			$	3,789				2.07	%		$	(560	)		$	(137	)		$	(423	)
Time (7)			743,983				6,973				3.75	%			838,825				8,712				4.15	%			(1,739	)			(985	)			(754	)
Total interest-bearing deposits			1,449,558				10,202				2.82	%			1,570,928				12,501				3.18	%			(2,299	)			(1,122	)			(1,177	)
FHLB borrowings			193,413				1,899				3.93	%			150,000				1,463				3.90	%			436				423				13
Subordinated notes and other borrowings (8)			4,790				(143	)			(11.94	)%			18,087				338				7.47	%			(481	)			(248	)			(233	)
Total average interest-bearing liabilities			1,647,761				11,958				2.90	%			1,739,015				14,302				3.29	%			(2,344	)			(947	)			(1,397	)
Noninterest-bearing demand deposits			389,294												419,612
Other noninterest-bearing liabilities			25,416												31,868
Stockholders' equity			275,687												345,358
Total average liabilities and stockholders’ equity		$	2,338,158											$	2,535,853
Net interest income and margin (9)						$	17,428				3.08	%						$	21,931				3.60	%		$	(4,503	)		$	(2,071	)		$	(2,432	)
Cost of funds (10)											2.35	%											2.65	%
Net interest spread (11)											2.30	%											2.66	%
(1) Annualized.
(2) Change in income/expense due to both volume and rate has been allocated in proportion to the absolute dollar amounts of the change in each.
(3) Computed on a fully taxable equivalent basis assuming a 21.96% and 22.32% income tax rate for the three months ended September 30, 2026 and 2025, respectively.
(4) Includes deferred loan fees/costs.
(5) Non-accrual loans have been included in the computations of average loan balances.
(6) Includes accretion of fair value adjustments (discounts) on acquired loans of $324 thousand and $453 thousand for the three months ended September 30, 2026 and 2025, respectively.
(7) Includes amortization of fair value adjustments (premiums) on assumed time deposits of $0 and $22 thousand for the three months ended September 30, 2026 and 2025, respectively.
(8) Includes amortization of fair value adjustments (premiums) on assumed subordinated notes of $188 thousand and $18 thousand for the three months ended September 30, 2026 and 2025, respectively.
(9) Net interest margin is net interest income divided by average interest-earning assets.
(10) Cost of funds is total interest expense divided by average total interest-bearing liabilities and average non-interest bearing demand deposits.
(11) Net interest spread is the yield on average interest-earning assets less the cost of average interest-bearing liabilities.

Average balances of interest-earning assets decreased $177.6 million to $2.26 billion for the three months ended September 30, 2026 from $2.44 billion for the same period of 2025. This decrease reflected lower average balances of loans held for investment and interest-earning deposits in other banks, which decreased $55.8 million and $81.9 million, respectively, partially reflective of the reduction of out-of-market loans and lower balances of cash on deposit at the Federal Reserve Bank. The yield on average loans held for investment was 5.64% and 6.40% for the third quarters of 2026 and 2025, respectively. During the third quarter of 2025, fee income of $3.0 million was realized from the payoff of the aforementioned out-of-market loan, which positively affected the yield on loans held for investment by 62 basis points. Accretion of discounts on acquired loans had a seven and nine basis point positive effect on loans held for investment yields for the third quarters of 2026 and 2025, respectively. The exit of fintech lending operations in early 2026, represented by loans held for sale, contributed to the decline in yields on interest-earning assets for the 2026 period.

Average balances of interest-bearing liabilities decreased $91.3 million to $1.65 billion for the three months ended September 30, 2026 from $1.74 billion for the same period of 2025. The decrease was primarily due to a $121.6 million reduction of average balances of brokered deposits, reported in time deposits, and a $13.3 million reduction in subordinated notes and other borrowings due to the Company's redemption of its subordinated notes in the late second and early third quarters of 2025 and early third quarter of 2026, partially offset by a $43.4 million increase in average balances of FHLB borrowings.

Cost of deposits was 2.22% for the three months ended September 30, 2026, compared to 2.51% for the same period of 2025, while cost of funds was 2.35% and 2.65%, for the respective periods. Lower cost of deposits and funds in the third quarter of 2026 relative to the year-ago period were primarily due to the reduction in average balances of higher cost brokered deposits paid off upon maturity and the redemption of the Company's subordinated notes. The

36

recognition of an unamortized purchase accounting adjustment in the third quarter of 2026 upon the redemption of the Company's subordinated notes maturing October 15, 2029 (the "2029 Notes") decreased cost of funds by four basis points. Cost of deposits, excluding brokered deposits, was 1.98% for the third quarter of 2026 compared to 2.13% for the third quarter of 2025.

Net interest income (on a taxable equivalent basis) for the three months ended September 30, 2026 was $17.4 million, compared to $21.9 million for the same period in 2025. Interest income declined $6.8 million to $29.4 million for the three months ended September 30, 2026 from the same period of 2025, primarily due to a combined $153.7 million decline in average balances of loans held for investment, loans held for sale, and interest-earning deposits in other banks. Additionally, interest income for the 2025 period included $3.0 million of fee income upon the payoff of the aforementioned out-of-market loan. Interest expense declined $2.3 million to $12.0 million for the three months ended September 30, 2026, largely driven by lower average balances of brokered deposits, which declined $121.6 million from the same period of 2025. Net interest margin was 3.08% and 3.60% for the third quarters of 2026 and 2025, respectively. For the third quarter of 2025, the aforementioned loan fee income of $3.0 million had a 49 basis point positive effect on net interest margin.

The following table presents the average balance sheets for the nine months ended September 30, 2026 and 2025. Also shown are the amounts of interest earned on interest-earning assets, with related tax-equivalent yields, and interest expense on interest-bearing liabilities, with related rates, as well as a volume and rate analysis of changes in net interest income for the periods stated.

		Average Balances, Income and Expense, Yields and Rates
		For the nine months ended September 30,
		2026												2025												Total Increase/				Increase/(Decrease) Due to
(Dollars in thousands)		Average Balance				Interest				Yield/ Rate (1)				Average Balance				Interest				Yield/ Rate (1)				(Decrease)				Volume (2)				Rate (2)
Average Assets
Taxable securities		$	333,425			$	7,425				2.97	%		$	335,265			$	7,721				3.07	%		$	(296	)		$	(42	)		$	(254	)
Tax-exempt securities (3)			11,931				288				3.22	%			12,344				250				2.70	%			38				(8	)			46
Total securities			345,356				7,713				2.98	%			347,609				7,971				3.06	%			(258	)			(51	)			(207	)
Interest-earning deposits in other banks			91,094				2,340				3.43	%			139,943				4,440				4.23	%			(2,100	)			(1,550	)			(550	)
Federal funds sold			1,794				50				3.72	%			1,866				60				4.29	%			(10	)			(2	)			(8	)
Loans held for sale			1,547				319				27.49	%			23,177				3,819				21.97	%			(3,500	)			(3,564	)			64
Loans held for investment (4,5,6)			1,851,756				77,241				5.56	%			2,014,767				90,065				5.96	%			(12,824	)			(7,287	)			(5,537	)
Total average interest-earning assets			2,291,547				87,663				5.10	%			2,527,362				106,355				5.61	%			(18,692	)			(12,454	)			(6,238	)
Less: allowance for credit losses			(20,115	)											(22,656	)
Total noninterest-earning assets			104,723												124,101
Total average assets		$	2,376,155											$	2,628,807
Average Liabilities and Stockholders’ Equity:
Interest-bearing demand, money market, and savings		$	697,612			$	9,265				1.77	%		$	727,333			$	10,301				1.89	%		$	(1,036	)		$	(421	)		$	(615	)
Time (7)			783,024				22,280				3.79	%			910,703				29,194				4.27	%			(6,914	)			(4,093	)			(2,821	)
Total interest-bearing deposits			1,480,636				31,545				2.84	%			1,638,036				39,495				3.21	%			(7,950	)			(4,514	)			(3,436	)
FHLB borrowings			164,630				4,778				3.87	%			150,000				4,342				3.86	%			436				423				13
Subordinated notes and other borrowings (8)			11,363				421				4.94	%			30,732				1,720				7.46	%			(1,299	)			(1,084	)			(215	)
Total average interest-bearing liabilities			1,656,629				36,744				2.96	%			1,818,768				45,557				3.34	%			(8,813	)			(5,174	)			(3,639	)
Noninterest-bearing demand deposits			391,296												439,589
Other noninterest-bearing liabilities			35,741												32,335
Stockholders' equity			292,489												338,115
Total average liabilities and stockholders’ equity		$	2,376,155											$	2,628,807
Net interest income and margin (9)						$	50,919				2.96	%						$	60,798				3.21	%		$	(9,879	)		$	(7,280	)		$	(2,599	)
Cost of funds (10)											2.39	%											2.69	%
Net interest spread (11)											2.14	%											2.27	%
(1) Annualized.
(2) Change in income/expense due to both volume and rate has been allocated in proportion to the absolute dollar amounts of the change in each.
(3) Computed on a fully taxable equivalent basis assuming a 21.96% and 22.32% income tax rate for the nine months ended September 30, 2026 and 2025, respectively.
(4) Includes deferred loan fees/costs.
(5) Non-accrual loans have been included in the computations of average loan balances.
(6) Includes accretion of fair value adjustments (discounts) on acquired loans of $0.6 million and $1.2 million for the nine months ended September 30, 2026 and 2025, respectively.
(7) Includes amortization of fair value adjustments (premiums) on assumed time deposits of $1 thousand and $82 thousand for the nine months ended September 30, 2026 and 2025, respectively.
(8) Includes amortization of fair value adjustments (premiums) on assumed subordinated notes of $216 thousand and $67 thousand for the nine months ended September 30, 2026 and 2025, respectively.
(9) Net interest margin is net interest income divided by average interest-earning assets.
(10) Cost of funds is total interest expense divided by average total interest-bearing liabilities and average non-interest bearing demand deposits.
(11) Net interest spread is the yield on average interest-earning assets less the cost of average interest-bearing liabilities.

Average interest-earning assets were $2.29 billion for the nine months ended September 30, 2026, compared to $2.53 billion for the same period of 2025, a $235.8 million decrease. This decrease was primarily due to declines in average balances of loans held for investment and loans held for sale, which decreased $163.0 million and $21.6 million, respectively, partially reflective of the reduction of out-of-market loans held for investment and the exit of

37

fintech lending operations. Total interest income (on a taxable equivalent basis) decreased $18.7 million for the nine months ended September 30, 2026 from the same period of 2025, primarily due to loan portfolio reductions, while the yield on interest-earning assets declined 51 basis points. The yield on average loans held for investment was 5.56% and 5.96% for the nine months ended September 30, 2026 and 2025, respectively. For the nine months ended September 30, 2025, interest income on loans held for investment included $3.5 million of fee income from the payoff of the aforementioned out-of-market loan, which had a 23 basis point positive effect on the yield on loans held for investment. Accretion of discounts on acquired loans had a five and eight basis point positive effect on yield on loans held for investment for the nine months ended September 30, 2026 and September 30, 2025, respectively. The exit of fintech lending also contributed to the decline in yields for the comparative periods.

Average interest-bearing liabilities were $1.66 billion for the nine months ended September 30, 2026, compared to $1.82 billion for the same period of 2025, a $162.1 million decrease. Interest expense decreased by $8.8 million to $36.7 million for the nine months ended September 30, 2026, compared to the same period of 2025, driven primarily by the decline in higher-cost brokered deposits over the same respective periods.

Cost of deposits was 2.25% for the nine months ended September 30, 2026, compared to 2.53% for the same period of 2025, while cost of funds decreased to 2.39% for the nine months ended September 30, 2026 from 2.69% for same period of 2025. Lower cost of deposits and funds in the 2026 period was primarily the result of the payoff of higher cost brokered time deposits at maturity. Cost of deposits, excluding brokered deposits, was 1.97% for the nine months ended September 30, 2026 compared to 2.12% for the same period of 2025.

Net interest income (on a taxable equivalent basis) was $50.9 million for the nine months ended September 30, 2026, compared to $60.8 million for the same period in 2025. Net interest margin was 2.96% and 3.21% for the nine months ended September 30, 2026 and 2025, respectively. Loan fee income from the aforementioned paid off loan had a positive 18 basis point effect on net interest margin for the nine months ended September 30, 2025.

Provision for (Recovery of) Credit Losses. A provision for credit losses on loans of $8.0 million was reported for the three months ended September 30, 2026, while a recovery of credit losses on loans of $1.8 million was reported for the three months ended September 30, 2025. The provision for credit losses on loans for the third quarter of 2026 was primarily driven by reserve needs for the previously-mentioned out-of-market loans originated prior to 2024. The recovery of credit losses on loans for the third quarter of 2025 was primarily attributable to loan portfolio reductions and recoveries of loans charged-off in prior periods.

A provision for credit losses on loans of $10.9 million and a recovery of credit losses on loans of $2.5 million were reported for the nine months ended September 30, 2026 and 2025, respectively. The provision for the nine months ended September 30, 2026 included $9.9 million attributable to the same out-of-market loans.

A provision for credit losses on unfunded commitments was $0.5 million and $1.0 million for the three and nine months ended September 30, 2026, respectively. The provisions were due to an increase in committed but unfunded lines of credit to commercial construction borrowers. There was no provision for credit losses on unfunded commitments in the same respective periods of 2025.

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

		For the three months ended
(Dollars in thousands)		September 30, 2026				September 30, 2025				Change $				Change %
Service charges on deposit accounts		$	673			$	725			$	(52	)			(7.2	%)
Bank and purchase card interchange income, net			679				567				112				19.8	%
Wealth and trust management fees			524				458				66				14.4	%
Income on sale of mortgage servicing rights ("MSRs")			87				737				(650	)			(88.2	%)
Other			632				1,346				(714	)			(53.0	%)
Total noninterest income		$	2,595			$	3,833			$	(1,238	)			(32.3	%)

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		For the nine months ended
(Dollars in thousands)		September 30, 2026				September 30, 2025				Change $				Change %
Service charges on deposit accounts		$	1,947			$	1,903			$	44				2.3	%
Bank and purchase card interchange income, net			1,844				1,760				84				4.8	%
Wealth and trust management fees			1,508				1,321				187				14.2	%
Income on sale of MSRs			87				1,026				(939	)			(91.5	%)
Other			1,327				4,139				(2,812	)			(67.9	%)
Total noninterest income		$	6,713			$	10,149			$	(3,436	)			(33.9	%)

The decline in other noninterest income for the three months ended September 30, 2026, compared to the same period of 2025 was primarily attributable to the absence of $0.2 million in income recognized in the prior-year period from an other equity method investment made in 2022 and liquidated in the second quarter of 2026, as well as $0.3 million decline in swap transaction fees.

The decline in other noninterest income for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily attributable to a $0.8 million decline in residential mortgage banking income following the sale of the Company's mortgage division in the first quarter of 2025. Additionally, income from an equity method investment made in 2022 declined $1.2 million, which included a $0.6 million loss recognized upon its liquidation in the second quarter of 2026.

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

		For the three months ended
(Dollars in thousands)		September 30, 2026				September 30, 2025				Change $				Change %
Salaries and employee benefits		$	7,882			$	11,388			$	(3,506	)			(30.8	%)
Occupancy and equipment			1,065				1,190				(125	)			(10.5	%)
Technology and communication			1,923				2,314				(391	)			(16.9	%)
Legal and regulatory filings			222				1,008				(786	)			(78.0	%)
Advertising and marketing			451				267				184				68.9	%
Audit fees			121				161				(40	)			(24.8	%)
FDIC insurance			236				239				(3	)			(1.3	%)
Intangible amortization			181				223				(42	)			(18.8	%)
Other contractual services			317				645				(328	)			(50.9	%)
Other taxes and assessments			805				895				(90	)			(10.1	%)
Merger-related expenses			1,155				—				1,155				100.0	%
Other			1,517				1,711				(194	)			(11.3	%)
Total noninterest expense		$	15,875			$	20,041			$	(4,166	)			(20.8	%)

		For the nine months ended
(Dollars in thousands)		September 30, 2026				September 30, 2025				Change $				Change %
Salaries and employee benefits		$	27,967			$	36,998			$	(9,031	)			(24.4	%)
Occupancy and equipment			3,366				3,700				(334	)			(9.0	%)
Technology and communication			5,826				7,663				(1,837	)			(24.0	%)
Legal and regulatory filings			1,281				1,842				(561	)			(30.5	%)
Advertising and marketing			1,639				586				1,053				179.7	%
Audit fees			602				1,198				(596	)			(49.7	%)
FDIC insurance			974				2,363				(1,389	)			(58.8	%)
Intangible amortization			574				701				(127	)			(18.1	%)
Other contractual services			863				1,673				(810	)			(48.4	%)
Other taxes and assessments			2,475				2,771				(296	)			(10.7	%)
Merger-related expenses			1,155				—				1,155				100.0	%
Other			3,785				5,506				(1,721	)			(31.3	%)
Total noninterest expense		$	50,507			$	65,001			$	(14,494	)			(22.3	%)

39

As the Company transitioned to a more traditional community banking model and remediated the requirements under the consent order with the Bank's primary regulator, which was terminated in the fourth quarter of 2025, the number of employees decreased from 311 as of September 30, 2025 to 255 as of September 30, 2026, or by 18%. As a result, the Company reported lower expenses for salaries and employee benefits and technology and communication costs. Included in salaries and employee benefits expense for the three and nine months ended September 30, 2026 were severance costs of $0 and $2.1 million, respectively, compared to $0.1 million and $1.1 million for the same respective periods of 2025. The decline in Federal Deposit Insurance Corporation ("FDIC") insurance premiums primarily reflected lower assessment rates for the 2026 periods relative to the 2025 periods. The decline in other noninterest expense for the nine-months ended September 30, 2026 relative to the same period of 2025 was primarily due to lower third-party loan servicing costs and losses on the repurchase of loans previously sold. These declines were partially offset by higher advertising and marketing expenses for the 2026 periods, which were the result of marketing campaigns designed to drive growth and which were launched in the second half of 2025. Additionally, $1.2 million of merger-related expenses were reported for the three and nine months ended September 30, 2026.

Income Tax Expense. For the three and nine months ended September 30, 2026, the effective income tax rates were 3.7% and 4.5%, respectively, compared to 25.3% and 22.9% for the three and nine months ended September 30, 2025, respectively. The lower effective income tax rates for the 2026 periods were primarily attributable to limitations on the tax deductibility of compensation and certain merger-related expenses.

Analysis of Financial Condition

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

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

		September 30, 2026								December 31, 2025
(Dollars in thousands)		Amount				Percent				Amount				Percent
Commercial and industrial		$	270,476				14.4	%		$	282,745				15.2	%
Real estate – construction, commercial			63,780				3.4	%			51,738				2.8	%
Real estate – construction, residential			28,474				1.5	%			31,772				1.7	%
Real estate – commercial			805,743				42.8	%			824,721				44.2	%
Real estate – residential			686,488				36.4	%			636,743				34.2	%
Real estate – farmland			4,286				0.2	%			4,580				0.2	%
Consumer			25,260				1.3	%			32,213				1.7	%
Gross loans held for investment			1,884,507				100.0	%			1,864,512				100.0	%
Deferred costs, net of loan fees			2,089								1,205
Gross loans held for investment, net of deferred costs			1,886,596								1,865,717
Less: allowance for credit losses			(19,723	)							(19,444	)
Net loans		$	1,866,873							$	1,846,273
Loans held for sale    (not included in totals above)		$	—							$	14,769

The Company has pledged certain qualifying loans as collateral for borrowing facilities. Commercial and residential mortgages totaling $658.2 million and $695.1 million were pledged with the FHLB as of September 30, 2026 and December 31, 2025, respectively. Construction and commercial and industrial loans totaling $56.1 million and $109.3 million as of September 30, 2026 and December 31, 2025, respectively, were pledged with the Federal Reserve Bank of Richmond (“FRB”) Discount Window.

40

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

		September 30, 2026								December 31, 2025
(Dollars in thousands)		Amount				Percent				Amount				Percent
Commercial real estate – owner occupied		$	175,297				21.8	%		$	166,683				20.2	%
Commercial real estate – non-owner occupied
Hospitality			159,606				19.8	%			154,077				18.7	%
Multi-family			205,740				25.5	%			217,130				26.3	%
Retail			91,456				11.4	%			94,821				11.5	%
Office			55,804				6.9	%			55,650				6.7	%
Mixed use			45,154				5.6	%			42,886				5.2	%
Warehouse and industrial			33,665				4.2	%			40,136				4.9	%
Other			39,021				4.8	%			53,338				6.5	%
Total real estate – commercial		$	805,743				100.0	%		$	824,721				100.0	%

While the Federal Reserve has reduced the target Fed Funds rate by 150 basis points from the peak in 2024, the current interest rate environment has heightened lending risk due to a higher rate environment than had existed when loans may have been originated, particularly for commercial real estate ("CRE") loans. Potential negative impacts may include higher debt service burdens for floating rate loans and fixed rate loans originated in a lower rate environment that reprice or mature, requiring renewal or refinancing. As these loans mature, they may be repriced at higher interest rates leading to increased debt service costs that can strain borrowers' ability to meet payment obligations. In some cases, the higher cost of refinancing may lead to loan defaults, particularly if property cash flows have not increased relatively.

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

The Bank’s credit administration department led by the Chief Credit Officer performs periodic analyses of emerging trends by geography and property type where the Bank has larger concentrations by CRE property type. These analyses include all real estate property types and geographic markets represented in the loan portfolio and are provided to the Bank's board of directors to assess whether the CRE lending strategy and risk appetite continue to be appropriate, considering changes in local market conditions and the Bank’s exposure to collateral type concentrations. Also, concentration limits by real estate collateral type are approved and monitored by the Bank's board of directors. As of September 30, 2026, the Bank was in compliance with board approved limits.

The following table presents the remaining maturities, based on contractual maturity, by loan type and by rate type (variable or fixed), as of September 30, 2026. Loans shown in the one year or less column are term loans that have a stated maturity date within twelve months. Variable rate loans reprice at various intervals (monthly or quarterly) and the rate is tied to a published index such as the Fed Prime rate, U.S. Treasury bond indices, or the Secured Overnight Financing Rate.

										Variable rate																Fixed rate
(Dollars in thousands)		Total Maturities				One Year or Less				Total				1-5 years				5-15 years				More than 15 years				Total				1-5 years				5-15 years				More than 15 years
Commercial and industrial		$	270,476			$	40,371			$	127,966			$	99,413			$	25,923			$	2,630			$	102,139			$	40,013			$	45,838			$	16,288
Real estate – construction, commercial			63,780				12,983				42,509				35,211				3,689				3,609				8,288				7,766				522				—
Real estate – construction, residential			28,474				21,174				1,498				1,157				29				312				5,802				5,194				—				608
Real estate – commercial			805,743				157,863				399,488				107,926				130,689				160,873				248,392				179,041				64,066				5,285
Real estate – residential			686,488				15,940				423,245				31,444				68,848				322,953				247,303				37,240				26,209				183,854
Real estate – farmland			4,286				131				1,766				19				1,484				263				2,389				1,588				108				693
Consumer			25,260				1,923				3,800				3,774				26				—				19,537				17,291				2,245				1
Gross loans		$	1,884,507			$	250,385			$	1,000,272			$	278,944			$	230,688			$	490,640			$	633,850			$	288,133			$	138,988			$	206,729

Allowance for Credit Losses. In determining the adequacy of the Company’s ACL, management makes estimates based on facts available at the time the ACL is determined. Such estimation requires significant judgment at the time made. Management believes that the Company’s ACL was adequate as of September 30, 2026 and December 31, 2025. There can be no assurance, however, that adjustments to the ACL will not be required in the future. Changes in the economic assumptions underlying management’s estimates and judgments, adverse developments in the economy, on a national basis or in the Company’s market area, and changes in the circumstances of particular borrowers are criteria,

41

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

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

		For the three months ended September 30, 2026
(Dollars in thousands)		Commercial and industrial				Real estate – construction, commercial				Real estate – construction, residential				Real estate – commercial				Real estate – residential				Real estate – farmland				Consumer				Total
ACL, beginning of period		$	7,172			$	830			$	239			$	6,022			$	7,194			$	11			$	571			$	22,039
Provision for (recovery of) credit losses - loans			7,945				192				30				19				(310	)			—				124				8,000
Charge-offs			(11,296	)			—				—				—				(38	)			—				(292	)			(11,626	)
Recoveries			1,154				—				—				—				2				—				154				1,310
Net charge-offs			(10,142	)			—				—				—				(36	)			—				(138	)			(10,316	)
ACL, end of period		$	4,975			$	1,022			$	269			$	6,041			$	6,848			$	11			$	557			$	19,723
Ratio of net charge-offs to average loans outstanding			-14.22	%			0.00	%			0.00	%			0.00	%			-0.02	%			0.00	%			-2.12	%			-2.20	%
		For the three months ended September 30, 2025
(Dollars in thousands)		Commercial and industrial				Real estate – construction, commercial				Real estate – construction, residential				Real estate – commercial				Real estate – residential				Real estate – farmland				Consumer				Total
ACL, beginning of period		$	5,846			$	1,272			$	398			$	5,879			$	8,001			$	15			$	563			$	21,974
(Recovery of) provision for credit losses - loans			(2,594	)			(135	)			(8	)			314				(304	)			(1	)			928				(1,800	)
Charge-offs			(1,781	)			—				—				(374	)			(92	)			—				(1,035	)			(3,282	)
Recoveries			3,303				—				—				38				222				—				48				3,611
Net recoveries (charge-offs)			1,522				—				—				(336	)			130				—				(987	)			329
ACL, end of period		$	4,774			$	1,137			$	390			$	5,857			$	7,827			$	14			$	504			$	20,503
Ratio of net recoveries (charge-offs) to average loans outstanding			1.02	%			0.00	%			0.00	%			-0.17	%			0.08	%			0.00	%			-2.82	%			0.07	%

		For the nine months ended September 30, 2026
(Dollars in thousands)		Commercial and industrial				Real estate – construction, commercial				Real estate – construction, residential				Real estate – commercial				Real estate – residential				Real estate – farmland				Consumer				Total
ACL, beginning of period		$	4,337			$	678			$	264			$	5,959			$	7,655			$	14			$	537			$	19,444
Provision for (recovery of) credit losses - loans			10,338				344				20				345				(672	)			(3	)			528				10,900
Charge-offs			(15,152	)			—				(15	)			(304	)			(169	)			—				(925	)			(16,565	)
Recoveries			5,452				—				—				41				34				—				417				5,944
Net charge-offs			(9,700	)			—				(15	)			(263	)			(135	)			—				(508	)			(10,621	)
ACL, end of period		$	4,975			$	1,022			$	269			$	6,041			$	6,848			$	11			$	557			$	19,723
Ratio of net charge-offs to average loans outstanding			-4.57	%			0.00	%			-0.08	%			-0.04	%			-0.03	%			0.00	%			-2.40	%			-0.76	%
		For the nine months ended September 30, 2025
(Dollars in thousands)		Commercial and industrial				Real estate – construction, commercial				Real estate – construction, residential				Real estate – commercial				Real estate – residential				Real estate – farmland				Consumer				Total
ACL, beginning of period		$	5,767			$	2,057			$	540			$	5,963			$	7,933			$	18			$	745			$	23,023
(Recovery of) provision for credit losses - loans			(1,500	)			(920	)			(150	)			(45	)			(120	)			(4	)			239				(2,500	)
Charge-offs			(7,026	)			—				—				(437	)			(215	)			—				(1,485	)			(9,163	)
Recoveries			7,533				—				—				376				229				—				1,005				9,143
Net recoveries (charge-offs)			507				—				—				(61	)			14				—				(480	)			(20	)
ACL, end of period		$	4,774			$	1,137			$	390			$	5,857			$	7,827			$	14			$	504			$	20,503
Ratio of net recoveries (charge-offs) to average loans outstanding			0.22	%			0.00	%			0.00	%			-0.01	%			0.00	%			0.00	%			-1.85	%			0.00	%

Subsequent to June 30, 2026, a commercial borrower, outside of the Bank's primary market, with outstanding loans totaling $11.4 million reported that it had ceased operations. Based on this information, the loans were placed on nonaccrual status as of June 30, 2026, and a specific reserve of $2.9 million was established as of that date. In October 2026, additional information regarding the borrower and underlying collateral resulted in an additional provision for credit losses of $7.0 million for the three months ended September 30, 2026 and the charge-off of $9.9 million of loan principal against the total specific reserve as of September 30, 2026.

Of the $11.6 million and $3.3 million of loan charge-offs recorded during the three months ended September 30, 2026 and 2025, respectively, $1.1 million and $1.9 million for the same respective periods were attributable to business and consumer credit cards originated through a partnership with a third-party company. Similarly, of the $16.6 million and $9.2 million of loan charge-offs recorded during the nine months ended September 30, 2026 and 2025, respectively, $4.5 million and $6.2 million for the same respective periods were attributable to this third-party arrangement. Under the arrangement, the third party provides the Bank limited credit loss protection. The Bank records charge-offs based on the credit card portfolio activity and recognizes recoveries upon receipt of payments under the credit loss protection

42

agreement. These payments fully offset these charge-offs in each period. Since the inception of this partnership in early 2023, the Bank has not incurred any net credit losses under this program.

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

		September 30, 2026								December 31, 2025
(Dollars in thousands)		ACL Amount				% of Loans				ACL Amount				% of Loans
Commercial and industrial		$	4,975				14.4	%		$	4,337				15.2	%
Real estate – construction, commercial			1,022				3.4	%			678				2.8	%
Real estate – construction, residential			269				1.5	%			264				1.7	%
Real estate – commercial			6,041				42.8	%			5,959				44.2	%
Real estate – residential			6,848				36.4	%			7,655				34.2	%
Real estate – farmland			11				0.2	%			14				0.2	%
Consumer			557				1.3	%			537				1.7	%
Total		$	19,723				100.0	%		$	19,444				100.0	%

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

(Dollars in thousands)		September 30, 2026				December 31, 2025
Nonaccrual loans held for investment		$	21,442			$	20,605
Loans past due 90 days and still accruing			3,518				3,158
Total nonperforming loans		$	24,960			$	23,763
Other real estate owned ("OREO")			1,704				1,683
Total nonperforming assets		$	26,664			$	25,446
Loans held for investment		$	1,886,596			$	1,865,717
Total assets		$	2,343,085			$	2,432,589
ACL on loans held for investment		$	19,723			$	19,444
ACL to loans held for investment			1.05	%			1.04	%
ACL to nonaccrual loans			91.98	%			94.37	%
ACL to nonperforming loans			79.02	%			81.82	%
Nonaccrual loans to loans held for investment			1.14	%			1.10	%
Nonperforming loans to loans held for investment			1.32	%			1.27	%
Nonperforming loans to total assets			1.07	%			0.98	%
Nonperforming assets to total assets			1.14	%			1.05	%

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

OREO generally includes properties that have been substantively repossessed or acquired in complete or partial satisfaction of debt. Such properties, which are held for resale, are initially stated at fair value, including a reduction for the estimated selling expenses, which becomes the new carrying value.

In limited cases, the Bank may receive non-cash consideration, including equity interests, pursuant to negotiated or court-approved settlements with borrowers. The fair value of nonmarketable equity interests are generally estimated

43

using a discounted cash flow analysis based on management’s assumptions regarding expected future cash flows, timing, and a risk adjusted discount rate. These assets, which are reported with OREO on the Company's consolidated balance sheets, are subsequently carried at the lower of cost or fair value, less estimated costs to sell, and are periodically evaluated for impairment. In subsequent periods, such properties are stated at the lower of the restated carrying value or fair value. As of both September 30, 2026 and December 31, 2025, the Company's nonmarketable equity interest assets totaled $0.2 million.

As of September 30, 2026 and December 31, 2025, OREO included a property with a carrying value of $1.4 million that served as collateral for a government guaranteed loan. The guaranteed portion of the loan (90%) is owned by the U.S. Small Business Administration ("SBA"), and the Company is obligated to remit to the SBA its share of the liquidation proceeds upon the sale of the property. Accordingly, the Company recorded a $1.2 million liability, reported in other liabilities on the Company's consolidated balance sheets as of both September 30, 2026 and December 31, 2025, representing the SBA's contractual interest in the expected proceeds from the sale of the property.

Investment Securities. The investment portfolio is used as a source of interest income, credit risk diversification, and liquidity, as well as to manage interest rate sensitivity and provide collateral for borrowings. Securities in the investment portfolio classified as securities available for sale ("AFS") may be sold in response to changes in market interest rates, securities’ prepayment risk, liquidity needs, and other similar factors, and are carried at estimated fair value. The fair value of the Company’s investment securities AFS portfolio was $298.6 million as of September 30, 2026, a decrease of $34.3 million from $332.9 million at December 31, 2025. The decline in AFS securities was due to bonds called or matured ($16.7 million), portfolio amortization ($22.9 million), and fair value adjustments ($5.8 million), partially offset by bond purchases ($11.1 million). As a result of elevated market interest rates, the Company’s portfolio of AFS securities had net unrealized losses of approximately $46.1 million and $40.3 million as of September 30, 2026 and December 31, 2025, respectively, of which 84% as of both dates were related to securities backed by U.S. government agencies.

As of September 30, 2026 and December 31, 2025, the majority of the investment securities portfolio consisted of securities rated investment grade by a leading rating agency. Investment grade securities are judged to have a low risk of default, to be of the best quality, and to carry the smallest degree of investment risk. At September 30, 2026 and December 31, 2025, securities with a fair value of $150.0 million and $174.3 million, respectively, were pledged to secure the Bank’s borrowing facility with the FHLB.

The Company reviews its investment securities AFS portfolio for potential credit losses at least quarterly. Investment securities AFS with unrealized losses are generally a result of pricing changes due to changes in the interest rate environment and not as a result of permanent credit impairment. The Company does not intend to sell nor does it believe that it will be required to sell any of its impaired securities prior to the recovery of the amortized cost. Due to these factors, no ACL has been recognized for AFS securities as of both September 30, 2026 and December 31, 2025.

Restricted equity investments consisted of stock in the FHLB (carrying basis $13.0 million and $9.1 million at September 30, 2026 and December 31, 2025, respectively), FRB stock (carrying value of $7.4 million and $9.4 million as of September 30, 2026 and December 31, 2025, respectively), and stock in the Company’s correspondent bank (carrying value of $0.5 million at both September 30, 2026 and December 31, 2025). Restricted equity investments are carried at cost.

The Company has various other equity investments, including an investment in a fintech company and limited partnerships, totaling $5.0 million and $4.9 million as of September 30, 2026 and December 31, 2025, respectively.

The Company also holds other investments, primarily in early-stage investment funds, which totaled $14.9 million and $20.8 million as of September 30, 2026 and December 31, 2025, respectively, and are reported in other investments on the consolidated balance sheets. During the second quarter of 2026, the Company recognized a $0.6 million loss upon the liquidation of an investment made in 2022. The loss reflects the difference between the investment’s carrying value and the distribution received upon the final liquidation during the third quarter of 2026. As of September 30, 2026 and December 31, 2025, the carrying value of this investment was $0 and $6.3 million, respectively.

The Company had no investment securities classified as held to maturity as of September 30, 2026 or December 31, 2025.

The following table presents the amortized cost of the investment portfolio by contractual maturities, as well as the weighted average yields for each of the maturity ranges as of and for the period stated. Expected maturities may differ

44

from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

		September 30, 2026
		Within One Year								One to Five Years								Five to Ten Years								Over Ten Years
(Dollars in thousands)		Amortized Cost				Weighted Average Yield				Amortized Cost				Weighted Average Yield				Amortized Cost				Weighted Average Yield				Amortized Cost				Weighted Average Yield				Total Amortized Cost
Securities available for sale
Mortgage backed securities		$	4				—			$	6,092				1.97	%		$	16,291				2.39	%		$	177,746				2.46	%		$	200,133
U.S. Treasury and agencies			7,499				0.99	%			33,179				1.33	%			30,010				2.41	%			—				—				70,688
State and municipal			210				3.76	%			17,286				2.35	%			26,611				2.43	%			3,112				3.20	%			47,219
Corporate bonds			2,500				6.15	%			6,000				6.97	%			18,169				4.18	%			—				—				26,669
Total		$	10,213							$	62,557							$	91,081							$	180,858							$	344,709

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

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

Total deposits decreased $97.0 million from $1.91 billion as of December 31, 2025 to $1.81 billion as of September 30, 2026, as:

•Brokered deposits decreased $81.9 million from $238.7 million, or 12.5% of total deposits, as of December 31, 2025 to $156.9 million, or 8.6% of total deposits, as of September 30, 2026; and

•Deposits, excluding brokered deposits, decreased $15.1 million from $1.67 billion as of December 31, 2025 to $1.66 billion as of September 30, 2026.

Estimated uninsured deposits totaled approximately $409.1 million as of September 30, 2026, or 22.5% of total deposits, compared to $397.0 million, or 20.8% of total deposits, as of December 31, 2025. Uninsured deposit amounts are based on estimates as of the reported dates.

The following table presents a summary of average deposits and the weighted average rate paid by type for the periods stated.

		For the nine months ended
		September 30, 2026								September 30, 2025
(Dollars in thousands)		Average Balance				Average Rate				Average Balance				Average Rate
Noninterest-bearing demand		$	391,296				—			$	439,589				—
Interest-bearing:
Demand			233,956				1.14	%			239,777				1.07	%
Savings			101,502				0.33	%			102,296				0.28	%
Money market			362,154				2.58	%			385,260				2.82	%
Time			783,024				3.79	%			910,703				4.27	%
Total interest-bearing		$	1,480,636							$	1,638,036
Total average deposits		$	1,871,932							$	2,077,625

45

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

(Dollars in thousands)		September 30, 2026				December 31, 2025
Maturing in:
3 months or less		$	44,072			$	38,475
Over 3 months through 6 months			32,450				33,385
Over 6 months through 12 months			45,182				49,776
Over 12 months			43,421				33,676
		$	165,125			$	155,312

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

Borrowings. The Company uses short-term and long-term borrowings primarily from the FHLB and FRB, to fund assets and operations. The following tables present information on the balances and interest rates on borrowings as of and for the periods stated.

		As of and for the nine months ended September 30, 2026
(Dollars in thousands)		Period-End Balance				Highest Month-End Balance				Average Balance				Weighted Average Rate
FHLB borrowings		$	236,000			$	236,000			$	164,630				3.87	%
		As of and for the year ended December 31, 2025
(Dollars in thousands)		Period-End Balance				Highest Month-End Balance				Average Balance				Weighted Average Rate
FHLB borrowings		$	150,000			$	150,000			$	150,000				3.87	%

As of September 30, 2026, FHLB advances were secured by collateral consisting of a blanket lien on qualifying pledged loans in the Company’s residential, multifamily, and commercial real estate mortgage loan portfolios with a lendable value of $378.3 million, as well as selected pledged investment securities with a lendable value of $142.5 million. The FRB Discount Window borrowing facility was secured by qualifying pledged construction and commercial and industrial loans with a lendable value totaling $43.4 million as of September 30, 2026.

The Company had $0 and $14.7 million of subordinated notes, net, outstanding as of September 30, 2026 and December 31, 2025, respectively. Beginning in the third quarter of 2025, the Company's subordinated notes had been comprised only of the 2029 Notes.

On July 15, 2025, the Company completed a $10.0 million partial redemption of the 2029 Notes, and on July 15, 2026, the Company redeemed the remainder of the 2029 Notes totaling $14.7 million. Upon the completion of this redemption, the Company had no outstanding subordinated notes. Interest expense on the 2029 Notes was ($0.1) million and $0.3 million for the three months ended September 30, 2026 and 2025, respectively, and $0.4 million and $1.3 million for the nine months ended September 30, 2026 and 2025, respectively. Upon the redemption of the remaining 2029 Notes in the third quarter of 2026, the Company recognized the unamortized purchase accounting adjustment, which exceeded the coupon interest expense for the period and resulted in net negative interest expense.

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

Deposits are the primary source of the Company’s liquidity. Cash flows from amortizing or maturing assets also provide funding to meet the liquidity needs of the Company. Deposits are sourced from the Bank’s customers and, as needed, through brokered deposit markets. The brokered deposit markets are accessed through brokers or through the IntraFi Network (“IntraFi”), of which the Bank is a member. IntraFi facilitates the Bank attaining brokered deposits via

46

an on-line marketplace. The Bank also utilizes IntraFi's reciprocal deposit services to offer its high-value customers access to FDIC insurance through IntraFi's network of banks.

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

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

(Dollars in thousands)		Capacity				Less: Outstanding Borrowings				Available Balance
Cash and due from banks										$	59,995
Federal funds sold											502
Unpledged securities available for sale											148,649
Total										$	209,146
Borrowings
FHLB		$	520,774			$	306,060		(1)	$	214,714
FRB			43,405				—				43,405
Unsecured line of credit			10,000				—				10,000
Total		$	574,179			$	306,060			$	268,119
Available liquidity as of September 30, 2026										$	477,265
(1) Outstanding borrowings are comprised of advances of $236 million and letters of credit totaling $70.1 million, of which $70.0 million served as collateral for public deposits with the Treasury Board of the Commonwealth of Virginia.

Estimated uninsured deposits at September 30, 2026 were approximately $409.1 million. In the unlikely event that uninsured deposit balances leave the Bank over a short period of time, management could satisfy the demand with its available liquidity.

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

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

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

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

The Company adopted Accounting Standards Codification 326, Financial Instruments - Credit Losses (referred to herein as "current expected credit losses" or "CECL") effective January 1, 2023. Federal and state banking regulations

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allow financial institutions to irrevocably elect to phase-in the after-tax cumulative effect adjustment to retained earnings (the "CECL Transitional Amount") over a three-year period. The three-year phase-in of the CECL Transitional Amount to regulatory capital was 25%, 50%, and 25% in 2023, 2024, and 2025, respectively. The Bank made this irrevocable election effective with its first quarter 2023 call report. The CECL Transitional Amount was $8.1 million and was fully phased in during the first quarter of 2026 as a reduction to the regulatory capital amounts and ratios. The full $8.1 million reduction is reflected as of September 30, 2026, compared to a $6.1 million reduction as of December 31, 2025.

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

		September 30, 2026
		Actual								For Capital Adequacy Purposes								To Be Well Capitalized
(Dollars in thousands)		Amount				Ratio				Amount				Ratio				Amount				Ratio
Total risk based capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	284,718				15.96	%		$	187,314				10.50	%		$	178,395				10.00	%
Tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	263,324				14.76	%		$	151,643				8.50	%		$	142,723				8.00	%
Common equity tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	263,324				14.76	%		$	124,883				7.00	%		$	115,962				6.50	%
Tier 1 leverage (to average assets)
Blue Ridge Bank, N.A.		$	263,324				11.25	%		$	93,626				4.00	%		$	117,033				5.00	%

		December 31, 2025
		Actual								For Capital Adequacy Purposes								To Be Well Capitalized
(Dollars in thousands)		Amount				Ratio				Amount				Ratio				Amount				Ratio
Total risk based capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	339,784				19.16	%		$	186,188				10.50	%		$	177,322				10.00	%
Tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	322,320				18.18	%		$	150,724				8.50	%		$	141,858				8.00	%
Common equity tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.		$	322,320				18.18	%		$	124,125				7.00	%		$	115,259				6.50	%
Tier 1 leverage (to average assets)
Blue Ridge Bank, N.A.		$	322,320				13.04	%		$	98,859				4.00	%		$	123,574				5.00	%

The decline in the Bank's capital amounts and capital ratios from December 31, 2025 was primarily attributable to the special cash dividend declared on March 30, 2026.

Commitments and Contingencies

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract and involve the same credit risk and evaluation as making a loan to a customer. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company evaluates each customer’s credit worthiness, in a manner similar to that if underwriting a loan. As of September 30, 2026 and December 31, 2025, the Company had outstanding loan commitments of $326.2 million and $247.2 million, respectively. Of these amounts, $34.2 million and $35.2 million were unconditionally cancelable at the sole discretion of the Company as of the same respective dates.

Conditional commitments are issued by the Company in the form of financial stand-by letters of credit, which guarantee payment to the underlying beneficiary (i.e., third party) if the customer fails to meet its designated financial obligation. As of September 30, 2026 and December 31, 2025, commitments under outstanding financial stand-by letters of credit totaled $9.2 million and $6.3 million, respectively. The credit risk of issuing stand-by letters of credit can be greater than the risk involved in extending loans to customers.

For the three and nine months ended September 30, 2026, the Company recorded $0.5 million and $1.0 million, respectively, of provision for credit losses for unfunded commitments due to an increase in committed but unfunded lines of credit to commercial construction borrowers. The reserve for unfunded commitments, which is included in other

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liabilities on the consolidated balance sheets, was $1.8 million and $0.8 million as of September 30, 2026 and December 31, 2025, respectively.

The Company has investments in various partnerships and limited liability companies. Pursuant to these investments, the Company commits to an investment amount that may be fulfilled in future periods. At September 30, 2026 and December 31, 2025, the Company had future commitments outstanding totaling $4.3 million and $4.9 million, respectively, related to these investments.

Interest Rate Risk Management

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

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

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

		September 30, 2026
		Instantaneous Parallel Rate Shock Scenario
		Change in Net Interest Income - Year 1								Change in Net Interest Income - Year 2
Change in interest rates:
+400 basis points		$	3,046				4.2	%		$	7,259				9.0	%
+300 basis points			2,331				3.2	%			5,748				7.1	%
+200 basis points			1,632				2.2	%			4,112				5.1	%
+100 basis points			880				1.2	%			2,206				2.7	%
Base case
-100 basis points			(1,083	)			(1.5	%)			(2,660	)			(3.3	%)
-200 basis points			(2,218	)			(3.0	%)			(5,824	)			(7.2	%)
-300 basis points			(2,670	)			(3.6	%)			(7,987	)			(9.9	%)
-400 basis points			(2,497	)			(3.4	%)			(9,387	)			(11.6	%)

Stress testing the balance sheet and net interest income using instantaneous parallel rate shock movements in the yield curve is a regulatory and banking industry practice. However, these stress tests may not represent a realistic forecast of future interest rate movements in the yield curve. In addition, instantaneous parallel rate shock modeling is

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not a predictor of actual future performance of earnings. It is a financial metric used to manage interest rate risk and track the movement of the Company’s interest rate risk position over a historical time frame for comparison purposes.

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

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

Item 3. Quantitative and Qualitative Disclosures about Market Risk

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

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to provide assurance that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods required by the SEC and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. An evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of September 30, 2026 was carried out under the supervision and with the participation of management, including the Company’s Chief Executive Officer and Chief Financial Officer. Based on and as of the date of such evaluation, the aforementioned officers concluded that the Company’s disclosure controls and procedures were effective.

The Company’s management is also responsible for establishing and maintaining adequate internal control over financial reporting. There were no changes in the Company’s internal control over financial reporting that occurred during the Company’s last fiscal quarter that materially affected, or are reasonably likely to materially affect, internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

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

For information regarding legal proceedings in which the Company is involved, please see Note 11 to the unaudited consolidated financial statements included in this Form 10-Q, which is incorporated into this Part II, Item 1, by reference.

Item 1A. Risk Factors

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

Because the exchange ratio is fixed and the market price of HomeTrust common stock will fluctuate, holders of the Company’s common stock cannot be certain of the market value of the merger consideration they will receive.

In the Merger, each share of the Company’s common stock issued and outstanding will be converted into the right to receive 0.086 of a share of HomeTrust common stock. This exchange ratio is fixed and will not be adjusted for changes in the market price of HomeTrust common stock or the Company’s common stock. Changes in the market price of HomeTrust common stock prior to the Merger will affect the market value that holders of the Company’s common stock will receive in the Merger.

Stock price changes may result from a variety of factors, including general market and economic conditions, impacts and disruptions resulting from changes in HomeTrust’s or the Company’s businesses, operations and prospects and regulatory considerations, many of which are beyond HomeTrust’s or the Company’s control. Therefore, the Company’s shareholders will not know the market value of the consideration that they shareholders will receive until completion of the Merger.

The companies might not realize the anticipated cost savings and other benefits of the Merger within the expected time frames or at all.

The success of the Merger will depend in part on the ability of HomeTrust and the Company to realize the cost savings and other benefits expected to result from combining their respective businesses. Achieving these benefits will require effective integration of operations, processes, systems, and personnel. If HomeTrust and the Company are unable to successfully integrate their businesses in a manner that permits the expected efficiencies and cost savings to be realized, the anticipated benefits of the Merger may not be realized fully or at all or may take longer to realize than currently expected. In addition, the amount of actual cost savings and other benefits may be lower than anticipated, and the integration process may involve additional and unforeseen expenses.

Until completion of the merger, HomeTrust and the Company must continue to operate independently. The integration process could result in the loss of key employees, disruption of ongoing business operations, or inconsistencies in standards, controls, procedures and policies, which could adversely affect the companies’ ability to maintain relationships with clients, customers, depositors and employees or to achieve the anticipated benefits and cost savings of the Merger. Integration efforts may also divert management attention and resources from ongoing business operations. These integration-related risks could adversely affect both companies during the transition period and could continue to adversely impact the combined company for an undetermined period following completion of the Merger.

The Company may be unable to retain key personnel while the Merger is pending or after it is completed, which could result in loss of customers and make integration more difficult.

Until the completion of the Merger, the Company will continue to operate independently. Uncertainty regarding the effects of the Merger on employees, customers, and other stakeholders may adversely affect the Company. Such uncertainty could impair the Company’s ability to attract, retain, or motivate key personnel and could lead customers or business partners to reconsider or change their existing relationships with the Company.

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Retention of certain employees may be particularly challenging during the pendency of the Merger, as employees may be uncertain about their future roles with HomeTrust. Some employees may choose not to remain with their respective organizations while the Merger is pending or with HomeTrust after the Merger is completed. If key employees depart, the Company could experience operational disruptions, loss of institutional knowledge, expertise or other important capabilities, and the loss of existing customers or business relationships. Employee departures may also result in unanticipated recruitment and training costs, and management’s attention may be diverted from integration efforts to hiring and onboarding replacements. The Company may not be able to identify, attract, or retain suitable replacement personnel in a timely manner, which could further impair its operations.

The Merger Agreement and termination fee provisions may discourage competing acquisition proposals for the Company.

Until the effective time or earlier termination of the Merger Agreement, the Company is generally prohibited under the Merger Agreement from initiating, soliciting, knowingly encouraging, inducing or knowingly facilitating the making, submission or announcement of any third-party acquisition proposal. While the Company’s board of directors may take certain actions in response to a competing acquisition proposal if it determines in good faith that failing to do so would reasonably likely violate its fiduciary duties, taking such actions could entitle HomeTrust to terminate the Merger Agreement and receive a termination fee of $18.0 million. These provisions, including the termination fee, could discourage other companies from seeking to acquire the Company, even if a third party were willing to propose a transaction that offers greater value to the Company’s shareholders than the merger consideration under the Merger Agreement. They could also result in a competing acquiror proposing a lower per-share price than it otherwise might have offered. In addition, the payment of the termination fee could have an adverse effect on the Company’s financial condition.

The Merger Agreement subjects the Company to restrictions on its business activities prior to the effective time.

The Merger Agreement subjects the Company to restrictions on its business activities prior to the effective time. Subject to specified exceptions, the Merger Agreement obligates the Company to, and to cause each of its subsidiaries to, (i) use reasonable efforts to maintain and preserve intact its business organization and advantageous business relationships and (ii) conduct its business in the ordinary course in all material respects. These restrictions could prevent the Company from pursuing certain business opportunities that arise prior to the effective time.

Regulatory approvals may not be received, may take longer than expected or may impose conditions that are not presently anticipated.

The Merger requires (i) applications for approval to be filed with the Federal Reserve Board and the North Carolina Commissioner of Banks, (ii) an application for approval and a separate notification to be filed with the Virginia State Corporation Commission, Bureau of Financial Institutions, and (iii) a notification to be filed with the Office of the Comptroller of the Currency. Other approvals, waivers, or consents from additional regulators may also be required. Adverse developments in the regulatory standing of HomeTrust or the Company or other factors could delay or prevent the receipt of required approvals.

Regulators may impose conditions, limitations, obligations, or restrictions on the completion of the Merger, including requirements affecting post-closing operations or the terms of the transactions. While the Company does not expect that any such conditions or changes will be imposed, there can be no assurance that they will not occur. Any such conditions, limitations, obligations, or restrictions could delay completion of the Merger, impose additional costs, materially limit revenues, or reduce the anticipated benefits of the Merger, and could potentially result in delay or abandonment of the Merger. The completion of the Merger is conditioned upon no required regulatory approval containing a condition that would reasonably be expected to have a material adverse effect on HomeTrust after the Merger is completed and the absence of any order, decree or injunction that enjoins or prohibits or makes illegal the consummation of the Merger.

The Merger is subject to certain closing conditions that, if not satisfied or waived, will result in the Merger not being completed. Termination of the Merger Agreement could negatively affect the Company.

The Merger is subject to customary conditions to closing, including the receipt of required regulatory approvals, approval by HomeTrust stockholders and approval by the Company’s shareholders. If any condition to closing is not satisfied or waived, to the extent permitted by law, the Merger will not be completed. In addition, if the Merger is not completed by August 16, 2027, either HomeTrust or the Company generally may choose to terminate the Merger Agreement. The parties can also mutually decide to terminate the Merger Agreement at any time. If the Merger is not

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consummated, the ongoing business, financial condition and results of operations of the Company may be materially adversely affected and the market price the Company’s common stock may decline significantly, particularly to the extent that the current market price reflects a market assumption that the Merger will be consummated. If the consummation of the Merger is delayed for any reason, the business, financial condition, and results of operations of the Company may be materially adversely affected.

The Company has incurred and will continue to incur substantial expenses in connection with the Merger. If the Merger is not completed, the Company would have to recognize these expenses, including, under certain circumstances, a termination fee, without realizing the expected benefits of the transaction. Any of the foregoing, or other risks arising in connection with the failure of or delay in consummating the Merger, including the diversion of management attention from pursuing other opportunities and the constraints in the Merger Agreement on the Company’s ongoing business during the pendency of the Merger, could have a material adverse effect on the Company’s business, financial condition and results of operations.

Litigation relating to the Merger could delay and/or enjoin the Merger.

On October 19, 2026, a purported shareholder of Blue Ridge filed an individual lawsuit against the Company and members of the Company’s board of directors in the United States District Court for the Northern District of Illinois (Bosley v. Blue Ridge Bankshares, Inc. et al. No. 26-cv-12818) alleging, among other things, that the registration statement on Form S-4 in connection with the Merger omits or misrepresents allegedly material information in violation of federal securities laws. This complaint seeks relief enjoining the vote on the Merger and the Merger Agreement, attorneys’ and experts’ fees, and other remedies.

Additional lawsuits against the Company, HomeTrust and/or the directors and officers of either company in connection with the Merger may be filed. The outcome of the pending and any additional future litigation is uncertain. If any case is not resolved, the lawsuit(s) could prevent or delay completion of the Merger and result in substantial costs to the Company, including any costs associated with the indemnification of directors and officers.

One of the conditions to the closing of the Merger is that no party to the Merger Agreement shall be subject to any order, decree or injunction issued by a court or agency of competent jurisdiction or a governmental authority that enjoins or prohibits or makes illegal the consummation of the Merger. As such, if plaintiffs are successful in obtaining an injunction prohibiting the completion of the Merger on the agreed-upon terms, then such injunction may prevent the Merger from being completed, or from being completed within the expected timeframe. The defense or settlement of any lawsuit or claim that remains unresolved at the time the Merger are completed may adversely affect the combined company’s business, financial condition, results of operations and cash flows.

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

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

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

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The following table provides information regarding repurchases or withholdings of common stock for the three months ended September 30, 2026.

		Shares Purchased or Withheld (1)				Average Price Paid per Share				Shares Purchased as Part of a Publicly Announced Program				Approximate Value of Shares that May Yet Be Purchased Under the Program
July 1, 2026 through July 31, 2026			1,021			$	3.59				—			$	5,493,962
August 1, 2026 through August 31, 2026			1,325				3.68				—				5,493,962
September 1, 2026 through September 30, 2026			461				3.96				—				5,493,962
Total			2,807			$	3.69				—
(1) The total number of shares for each period includes shares withheld from employees upon the vesting of restricted stock awards in satisfaction of applicable tax withholding obligations.

Item 3. Defaults Upon Senior Securities

None

Item 4. Mine Safety Disclosures

None

Item 5. Other Information

During the fiscal quarter ended September 30, 2026, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408(a) of Regulation S-K).

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Item 6. Exhibits

Exhibit Number		Description
2.1		Agreement and Plan of Merger, dated August 16, 2026, by and among HomeTrust Bancshares, Inc., Blue Ridge Bankshares, Inc. and Kinloch Merger Sub, Inc. (incorporated by reference to Exhibit 2.1 of Blue Ridge Bankshares, Inc.’s Current Report on Form 8-K filed on August 17, 2026).*
10.1		Form of Warrant Conversion Agreement (included as Exhibit C to the Merger Agreement filed as Exhibit 2.1)
31.1		Rule 13(a)-14(a) Certification of Chief Executive Officer.
31.2		Rule 13(a)-14(a) Certification of Chief Financial Officer.
32.1		Statement of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350.
101		The following materials from Blue Ridge Bankshares, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026, formatted in Inline Extensible Business Reporting Language (XBRL), include: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Changes in Stockholders’ Equity, (v) Consolidated Statements of Cash Flows, and (vi) related notes (filed herewith).
104		The cover page from Blue Ridge Bankshares, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026, formatted in Inline XBRL (included with Exhibit 101).
*		Exhibits and Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish a supplemental copy of any such omitted Exhibit or Schedule to the SEC upon request.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

				BLUE RIDGE BANKSHARES, INC.
Date: November 5, 2026				By:		/s/ Harry Golliday
						Harry Golliday
						Interim President and Chief Executive Officer
				By:		/s/ Judy C. Gavant
						Judy C. Gavant
						Executive Vice President and Chief Financial Officer

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