Capital Bancorp (CBNK) authorizes new $15M share repurchase through 2026

Rhea-AI Filing Summary

Capital Bancorp, Inc. has launched a new stock repurchase program effective March 16, 2026, authorizing the buyback of up to $15 million or 550,000 shares of its common stock. These shares represent about 3.4% of its issued and outstanding common stock as of December 31, 2025.

The new program runs through December 31, 2026 and may be limited, suspended, or terminated at any time. It replaces a prior program, also authorizing up to $15 million, under which the company repurchased 419,643 shares before it expired on February 28, 2026. Repurchases may occur in open market or privately negotiated transactions, including under a Rule 10b5-1 plan, subject to Rule 10b-18 and other legal requirements.

Insights

Bank capital management analyst

Capital Bancorp refreshes a modest buyback, signaling ongoing capital return discipline.

Capital Bancorp, Inc. authorized a new stock repurchase program of up to $15 million or 550,000 shares, about 3.4% of shares outstanding as of December 31, 2025. The authorization extends through December 31, 2026 and continues the company’s recent practice of returning capital.

The new program replaces a prior $15 million authorization, under which 419,643 shares were repurchased before expiry on February 28, 2026. Actual impact will depend on how much of the new capacity management uses, given it is discretionary and subject to market conditions and legal constraints.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 16, 2026

CAPITAL BANCORP, INC.

(Exact name of registrant as specified in its charter)

Maryland			001-38671			52-2083046
(State or other jurisdiction of incorporation or organization)			(Commission file number)			(IRS Employer Identification No.)

2275 Research Boulevard, Suite 600, Rockville, Maryland 20850

(Address of principal executive offices) (Zip Code)

(301) 468-8848

Registrant’s telephone number, including area code

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of Each Class			Trading Symbol			Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share			CBNK			NASDAQ Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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

Item 8.01 Other Events

On March 16, 2026, Capital Bancorp, Inc.'s (the "Company"), the bank holding company for Capital Bank, N.A., new stock repurchase program became effective. Under the stock repurchase program, the Company is authorized to repurchase up to $15 million of its common stock, par value $0.01 per share ("Common Stock") or an aggregate of 550,000 shares of Common Stock. The shares authorized to be repurchased represent approximately 3.4% of its issued and outstanding Common Stock as of December 31, 2025. The new stock repurchase program will expire on December 31, 2026, but may be limited or terminated at any time without prior notice.

The new stock repurchase program replaces and supersedes the Company's prior stock repurchase program, which was announced in February 2025 and authorized the repurchase of up to $15 million of Common Stock. The Company repurchased 419,643 shares of Common Stock under the prior stock repurchase program, which expired on February 28, 2026.

Under the new stock repurchase program, shares may, at the discretion of management, be repurchased from time to time in open market purchases as market conditions warrant or in privately negotiated transactions, including pursuant to a Rule 10b5-1 plan, all as effected to the extent permitted by applicable law, including pursuant to the safe harbor provided under Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The Company is not obligated to purchase any shares under the program and repurchases may be suspended or terminated at any time without notice. The extent to which the Company repurchases its shares of Common Stock and the timing of such purchases will depend upon market conditions, applicable legal requirements and other considerations as may be considered in the Company's sole discretion.

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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 hereunto duly authorized.

			CAPITAL BANCORP, INC.
Date: March 18, 2026			By: /s/ Jacob Dalaya
			Name: Jacob Dalaya
			Title: Chief Financial Officer

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FAQ

What did Capital Bancorp, Inc. (CBNK) announce regarding its stock repurchase program?

Capital Bancorp, Inc. approved a new stock repurchase program effective March 16, 2026. It authorizes buying back up to $15 million or 550,000 shares of common stock through December 31, 2026, replacing a prior program of the same dollar size.

How large is Capital Bancorp’s new CBNK buyback compared to shares outstanding?

The new Capital Bancorp repurchase authorization covers up to 550,000 shares of common stock. This represents approximately 3.4% of the company’s issued and outstanding common stock as of December 31, 2025, making it a modest but meaningful capital return tool.

When does Capital Bancorp’s new CBNK stock repurchase program expire?

The new Capital Bancorp stock repurchase program runs until December 31, 2026. The company can limit, suspend, or terminate the program at any time without prior notice, so the full term and total usage remain at management’s discretion.

What happened to Capital Bancorp’s prior CBNK stock repurchase program?

Capital Bancorp’s prior stock repurchase program, announced in February 2025, also authorized up to $15 million of buybacks. Under that program, the company repurchased 419,643 shares before the authorization expired on February 28, 2026, and was replaced by the new program.

How may Capital Bancorp execute share repurchases under the new CBNK program?

Under the new program, Capital Bancorp may repurchase shares in open market transactions or privately negotiated deals. Repurchases can also occur under a Rule 10b5-1 plan and are expected to follow the safe harbor conditions of Rule 10b-18 and other applicable laws.

Is Capital Bancorp required to repurchase the full $15 million of CBNK shares?

Capital Bancorp is not obligated to repurchase any specific amount under the new $15 million authorization. The scale and timing of any buybacks will depend on market conditions, legal requirements, and other factors considered by the company in its sole discretion.

Filing Exhibits & Attachments

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• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
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• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 13.3 KB