Carter Bankshares, Inc. Schedule 13G/A discloses that Fourthstone LLC and related reporting persons beneficially own 1,502,119 shares of common stock, equal to 6.78% of the class based on 22,164,453 shares outstanding as of March 2, 2026. The filing lists additional Fourthstone-affiliated holdings: Fourthstone Master Opportunity Fund Ltd1,156,264 shares (5.22%), Fourthstone GP LLC345,855 shares (1.56%), Fourthstone QP Opportunity Fund319,725 shares (1.44%), and Fourthstone Small-Cap Financials Fund26,130 shares (0.12%). The Reporting Persons state the shares were acquired in the ordinary course of business and not for the purpose of changing or influencing control.
Positive
None.
Negative
None.
Insights
Institutional holder reports a meaningful passive stake in CARE.
Fourthstone LLC and affiliated vehicles report a 6.78% beneficial ownership position in Carter Bankshares based on March 2, 2026 outstanding shares. The filing emphasizes acquisition in the ordinary course and disclaims intent to influence control.
Because the position is reported under Schedule 13G/A, it is presented as passive; voting and dispositive powers are shown as shared across the listed entities. Subsequent public disclosures would be required if the holder’s intent or ownership status changes.
Filing clarifies ownership attribution across related funds and principals.
The cover pages allocate specific share counts and percentages to each related entity and to L. Phillip Stone, IV, with shares outstanding cited as 22,164,453 as of March 2, 2026. Shared voting and dispositive power entries are provided on the cover pages.
Signatures dated May 15, 2026 accompany the amendment. Future changes in ownership, voting power, or intent would require amendment filings under applicable SEC rules.
Key Figures
Fourthstone LLC holdings:1,502,119 sharesPercent of class (Fourthstone LLC):6.78%Shares outstanding used:22,164,453 shares+4 more
7 metrics
Fourthstone LLC holdings1,502,119 sharesBeneficially owned by Fourthstone LLC
Percent of class (Fourthstone LLC)6.78%Based on outstanding shares as of March 2, 2026
Shares outstanding used22,164,453 sharesOutstanding as of <date>March 2, 2026</date>
Fourthstone Master Opportunity Fund holdings1,156,264 sharesReported on cover page
Fourthstone GP LLC holdings345,855 sharesReported on cover page
Fourthstone QP Opportunity Fund holdings319,725 sharesReported on cover page
Fourthstone Small-Cap Financials Fund holdings26,130 sharesReported on cover page
Key Terms
Schedule 13G/A, Beneficially owned, Shared dispositive power, Ordinary course of business
4 terms
Schedule 13G/Aregulatory
"The form header identifies this filing as an amendment to a Schedule 13G/A"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
Beneficially ownedregulatory
"Item 4 states Fourthstone LLC beneficially owns the Issuer's shares"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Shared dispositive powerregulatory
"Cover pages list 'Shared Dispositive Power' values for each reporting entity"
Ordinary course of businessregulatory
"Item 4(a) notes shares were acquired in the ordinary course of business"
The ordinary course of business means the regular, routine activities a company carries out to operate day-to-day — sales, payroll, supplier orders, customer service and similar predictable tasks. For investors, distinguishing these normal activities from unusual transactions is important because routine actions signal steady operations and predictable cash flow, while departures from the ordinary course (like one‑off deals or emergency costs) can indicate added risk or one-time impacts to earnings, much like household chores versus a sudden home renovation.
The filing shows Fourthstone LLC holds 1,502,119 shares, equal to 6.78% of common stock using 22,164,453 shares outstanding as of March 2, 2026. The position is reported as acquired in the ordinary course of business.
Which Fourthstone entities appear on the 13G/A for CARE?
The amendment lists Fourthstone LLC, Fourthstone Master Opportunity Fund Ltd, Fourthstone GP LLC, Fourthstone QP Opportunity Fund, and Fourthstone Small-Cap Financials Fund, each with specified share counts and percent ownership in the cover pages.
Does the filing say Fourthstone seeks to control Carter Bankshares?
No. The Reporting Persons certify the shares were acquired in the ordinary course and were not acquired for the purpose of changing or influencing control of the issuer, per the Item 2 statement included in the filing.
What voting and dispositive powers are reported?
Cover-page rows show shared voting power and shared dispositive power for the related entities (for example, Fourthstone LLC shows 1,502,119 shared voting and dispositive power). Specific per-entity rows are on the cover pages referenced in Item 4.
What outstanding share count does the amendment use to compute percentages?
Percentages are computed using 22,164,453 shares outstanding of common stock as of March 2, 2026, cited from the issuer’s Form 10-K filed on March 5, 2026 within the amendment.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Carter Bankshares, Inc.
(Name of Issuer)
Common Stock, $1 par value
(Title of Class of Securities)
146103106
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
146103106
1
Names of Reporting Persons
Fourthstone LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,502,119.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,502,119.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,502,119.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.78 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP Number(s):
146103106
1
Names of Reporting Persons
Fourthstone Master Opportunity Fund Ltd
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,156,264.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,156,264.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,156,264.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.22 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP Number(s):
146103106
1
Names of Reporting Persons
Fourthstone GP LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
345,855.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
345,855.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
345,855.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
1.56 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP Number(s):
146103106
1
Names of Reporting Persons
Fourthstone QP Opportunity Fund LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
319,725.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
319,725.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
319,725.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
1.44 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP Number(s):
146103106
1
Names of Reporting Persons
Fourthstone Small-Cap Financials Fund LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
26,130.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
26,130.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
26,130.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.12 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP Number(s):
146103106
1
Names of Reporting Persons
L. Phillip Stone, IV
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,502,119.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,502,119.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,502,119.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.78 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Carter Bankshares, Inc.
(b)
Address of issuer's principal executive offices:
1300 Kings Mountain Road, Martinsville, Virginia 24112
Item 2.
(a)
Name of person filing:
This Schedule 13G is being filed by Fourthstone LLC, a Delaware Limited Liability Company and Investment Adviser ("Fourthstone"). The persons reporting information on this Schedule 13G include, in addition to Fourthstone, a company incorporated in the Cayman Islands ("Fourthstone Master Opportunity Fund"), a Delaware Limited Partnership ("Fourthstone QP Opportunity"), a Delaware Limited Partnership ("Fourthstone Small-Cap Financials"), a Delaware Limited Liability Company ("Fourthstone GP, " General Partner of Fourthstone QP Opportunity and Fourthstone Small-Cap Financials), and L. Phillip Stone, IV, a citizen of the United States of America, who is the Managing Member of Fourthstone and Fourthstone GP (each, a "Reporting Person" and, together, the "Reporting Persons"). Fourthstone directly holds 1,502,119 shares of Common Stock on behalf of its advisory clients. Each of the Reporting Persons listed in this filing certify the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that effect.
(b)
Address or principal business office or, if none, residence:
The principal business address of each of the Reporting Persons is as follows: The registered office of Fourthstone LLC, Fourthstone Master Opportunity Fund Ltd., Fourthstone GP LLC, Fourthstone QP Opportunity Fund LP, Fourthstone Small-Cap Financials Fund LP is 575 Maryville Centre Drive, Suite 110, St. Louis, MO 63141.
(c)
Citizenship:
See response to Item 4 of each of the cover pages.
(d)
Title of class of securities:
Common Stock, $1 par value
(e)
CUSIP No.:
146103106
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Fourthstone LLC acquired the Issuer's shares in the ordinary course of business as a registered investment adviser and not with the purpose nor with the effect of influencing the control of the Issuer. Fourthstone GP LLC is the general partner of and may be deemed to beneficially own securities owned by Fourthstone QP Opportunity Fund LP and Fourthstone Small-Cap Financials Fund LP. L. Phillip Stone, IV, is the Managing Member of Fourthstone LLC and Fourthstone GP and may be deemed to beneficially own securities owned by Fourthstone. The percentages reported in Row 11 of each cover page are based on 22,164,453 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of March 2, 2026, based on the Issuer's Form 10-K filed on March 5, 2026.
(b)
Percent of class:
6.78 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See responses to Item 5 on each cover page.
(ii) Shared power to vote or to direct the vote:
See responses to Item 6 on each cover page.
(iii) Sole power to dispose or to direct the disposition of:
See responses to Item 7 on each cover page.
(iv) Shared power to dispose or to direct the disposition of:
See responses to Item 8 on each cover page.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
