[8-K] C&F Financial Corp Reports Material Event

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Financial Analyst

Earnings 8-K signals fresh quarterly data; filing itself reveals no metrics, so directional impact remains unquantified.

The filing reports that C&F Financial Corporation furnished an Item 2.02 Form 8-K on 24 July 2025, attaching a news release (Exhibit 99.1) and investor presentation (Exhibit 99.2). Under SEC rules, an Item 2.02 event is automatically deemed material because it conveys the company’s operating and financial results for the second quarter and first half of 2025. However, the body of the 8-K provides no revenue, earnings, margin or asset-quality figures—those reside exclusively in the furnished exhibits. Because the numerical content is not embedded here, the filing discloses only the existence and availability of new information rather than its substance. Investors must consult the exhibits to evaluate trends in net interest income, credit costs, or capital ratios.

The document also states that the investor presentation may be used in third-quarter meetings and, consistent with Regulation FD, classifies Exhibit 99.2 as “furnished,” limiting Exchange Act liability. No guidance updates, capital actions, or strategic shifts are mentioned. Accordingly, while the 8-K is procedurally material, it supplies insufficient data to assess whether results outperform or lag prior periods. The net directional effect therefore cannot be determined from the text provided.

0000913341falseC & F FINANCIAL CORPORATION00009133412025-07-242025-07-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported) July 24, 2025

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C&F FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

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Virginia	​	000-23423	​	54-1680165
(State or other jurisdiction of incorporation)	​	(Commission File Number)	​	(IRS Employer Identification No.)

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3600 La Grange Parkway, Toano, Virginia	​	23168
(Address of principal executive offices)	​	(Zip Code)

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Registrant’s telephone number, including area code (804) 843-2360

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(Former name or former address, if changed since last report)

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

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

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

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

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

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

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Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 par value per share	CFFI	The NASDAQ Stock Market LLC

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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 of 1934 (§240.12b-2 of this chapter).

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Emer
Emerging growth company	☐

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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.☐

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Item 2.02    Results of Operations and Financial Condition

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On July 24, 2025, C&F Financial Corporation (the Corporation) issued a news release announcing its financial results for the three and six months ended June 30, 2025. A copy of the Corporation’s news release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 2.02.

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Item 7.01Regulation FD Disclosure

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On July 24, 2025, the Corporation published an investor presentation on its website. A copy of the presentation is attached to this Current Report on Form 8-K as Exhibit 99.2 and incorporated by reference into this Item 7.01. The Corporation and its management may use this or similar presentations in meetings with investors during the third quarter of 2025. A copy of this investor presentation is also available in the Financial Information – Investor Presentations section of the Corporation’s investor relations website at investor.cffc.com.

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In accordance with General Instruction B.2 of Form 8-K, the information furnished in this Item 7.01, including Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the Exchange Act) or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act unless expressly incorporated by specific reference made within such filing.

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Item 9.01Financial Statements and Exhibits

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(d)Exhibits

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99.1 C&F Financial Corporation news release dated July 24, 2025

99.2 Investor Presentation dates July 24, 2025

104 Cover Page Interactive Data File (formatted as inline XBRL and contained

in Exhibit 101)

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SIGNATURES

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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.

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​	​	​		C&F FINANCIAL CORPORATION
​	​	​	​	(Registrant)
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Date:	July 24, 2025	​	​	By:	/s/ Jason E. Long
​	​	​	​	​	Jason E. Long
​	​	​	​	​	Chief Financial Officer and Secretary

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