[Form 4] Primis Financial Corp. Insider Trading Activity

Rhea-AI Filing Summary

Eric Alan Johnson, a director of Primis Financial Corp. (FRST), reported a purchase of 1,818 shares of the issuer's common stock on 09/09/2025 at a price of $11.00 per share. Following the reported transaction, the filing shows Mr. Johnson directly beneficially owns 37,660 shares. The filing also discloses a disposition of 9,622 shares and indirect beneficial ownership of 297 shares held by his spouse, and an explanatory note states that the 9,622 shares reflect holdings in an IRA for Mr. Johnson's benefit. The Form 4 was signed on 09/11/2025.

Positive

• Director purchase of 1,818 shares at $11 signals insider buying and increased direct ownership to 37,660 shares
• Clear disclosure of indirect holdings (297 shares by spouse) and IRA-held shares (9,622) provides transparency

Negative

• None.

Insights

Financial Analyst

TL;DR: A director purchased 1,818 shares at $11, modest insider buying that slightly increases insider ownership.

This 9/9/2025 purchase by a director is a straight open-market acquisition disclosed on Form 4 and increases direct insider holdings to 37,660 shares. The purchase size is small relative to typical institutional positions but signals personal conviction by an insider. The filing also reports a prior disposition of 9,622 shares held in an IRA and 297 shares indirectly held by a spouse, which are properly disclosed to show total beneficial ownership.

Corporate Governance Expert

TL;DR: Form 4 shows routine insider activity with clear disclosure of direct and indirect holdings.

The report meets Section 16 disclosure requirements by identifying the reporting person, relationship as a director, transaction date, amount purchased, price, and explanatory note for IRA-held shares. There are no governance red flags or unexplained transfers in this filing; it documents ordinary insider trading and familial holdings disclosure.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Johnson Eric Alan

(Last) (First) (Middle)

P O BOX 517

(Street)

URBANNA VA 23175

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Primis Financial Corp. [ FRST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/09/2025		P		1,818	A	$11	37,660	D
Common Stock								9,622(1)	D
Common Stock								297	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects shares held in an IRA for Mr. Johnson's benefit.

	/s/Eric A. Johnson	09/11/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Eric A. Johnson report on the Form 4 for FRST?

The Form 4 reports a purchase of 1,818 shares of Primis Financial Corp. common stock on 09/09/2025 at $11.00 per share.

How many shares does the reporting person beneficially own after the transaction?

The filing shows 37,660 shares beneficially owned directly following the reported transaction.

Does the Form 4 disclose any indirect or IRA holdings for Eric A. Johnson?

Yes. The filing discloses a disposition of 9,622 shares that the explanation states are held in an IRA for Mr. Johnson's benefit and 297 shares indirectly owned by his spouse.

What is Eric A. Johnson's relationship to Primis Financial Corp. (FRST)?

The Form 4 lists Eric A. Johnson as a Director of Primis Financial Corp.

When was the Form 4 signed and filed?

The signature on the Form 4 is dated 09/11/2025.