Welcome to our dedicated page for John Marshall Bancorp SEC filings (Ticker: JMSB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
John Marshall Bancorp, Inc. filings document the public-company disclosures of a Virginia bank holding company and its John Marshall Bank subsidiary. Current reports on Form 8-K record quarterly operating results, financial condition updates, dividend declarations, Regulation FD presentations and other material events tied to the company’s banking operations.
Proxy materials describe annual meeting procedures, shareholder voting matters and corporate governance for the holding company. The filing record also identifies JMSB as an emerging growth company and provides recurring disclosure context for capital management, bank regulatory considerations, common-stock ownership and the risks associated with community banking in the Washington, D.C. metropolitan area.
John Marshall Bancorp, Inc. (JMSB) announced a stock-for-stock merger agreement with Eagle Financial Services, Inc. (EFSI) under which each share of EFSI common stock will be converted into the right to receive 2.00 shares of JMSB common stock, with cash paid for fractional shares. The transaction uses a two-step merger structure and will be followed by the merger of Bank of Clarke into John Marshall Bank, which will remain the surviving bank.
The combined company’s board will have 12 directors, evenly split between JMSB and EFSI, with Christopher W. Bergstrom as Executive Chairman and Brandon C. Lorey as Chief Executive Officer. Closing is subject to shareholder approvals, required banking and other regulatory approvals without a “Burdensome Condition,” effectiveness of a Form S-4 registration statement, and Nasdaq listing of the JMSB shares to be issued. Either party may terminate if the merger is not completed by September 30, 2027, with a $10.1 million termination fee payable in specified circumstances.
John Marshall Bancorp, Inc. (JMSB) agreed to acquire Eagle Financial Services, Inc. (EFSI) in an all-stock merger valued at approximately $253 million, with each EFSI share converting into 2.0 shares of JMSB common stock, plus cash for fractional shares. Based on JMSB’s September 4, 2026 price, this implies $46.72 per EFSI share, an 11.5% premium, and issuance of about 10.8 million JMSB shares.
The combined company is expected to have about $4.4 billion in assets, $3.7 billion in deposits and $3.6 billion in loans, creating a top‑five Virginia‑headquartered bank by deposits, with John Marshall focused on the D.C. metro area and Bank of Clarke in the Shenandoah Valley. Governance will be split 6–6 between legacy JMSB and EFSI directors; Christopher Bergstrom will become Executive Chairman, and EFSI’s Brandon Lorey will serve as CEO.
JMSB expects the deal to be approximately 38% accretive to 2027 EPS once cost savings are fully phased in, with pro forma 2027 ROAA of about 1.6% and ROATCE of about 16.2%, offset by roughly 14% tangible book value dilution at closing and a modeled 3.1‑year TBV earnback. The parties target closing in early Q1 2027, subject to shareholder and regulatory approvals and customary conditions.
John Marshall Bancorp, Inc. (JMSB) director Philip Chase reported a purchase of 133 shares of Common Stock on August 26, 2026 through reinvestment of cash dividends at $22.96 per share. Following this transaction, he holds 32,408 shares directly, including 2,706 unvested restricted stock awards, and 74,920 shares indirectly through the Philip R. Chase Revocable Trust over which he has investment control.
John Marshall Bancorp, Inc. (JMSB) director Jonathan Craig Kinney reported net purchases of common stock on August 26, 2026 through dividend reinvestment. He acquired 1,119 shares at $22.92 per share directly and 1,238 shares at $22.92 per share indirectly through an affiliated entity. Following these transactions, he holds 330,001 shares directly, including 3,058 shares relating to unvested restricted stock awards, 279,926 shares indirectly through KF Associates, and 5,624 shares indirectly owned by his spouse.
John Marshall Bancorp, Inc. (Nasdaq: JMSB) reported that its Board of Directors has extended the company’s stock repurchase program through August 31, 2027. The program authorizes repurchases of up to 700,000 shares of common stock, which the company states is approximately 5% of outstanding shares. As of June 30, 2026, shares outstanding were about 14.11 million.
The company disclosed that 242,150 shares, or $4.5 million, have been repurchased to date under the program, which was originally approved in 2021 and had been scheduled to expire on August 31, 2026. Repurchases may be made in the open market or in privately negotiated transactions, in accordance with SEC Rule 10b-18 and potentially under Rule 10b5-1 trading plans, and are expected to be funded from cash on hand and cash from operations. The program is discretionary, may be modified or terminated at any time, and does not obligate the company to repurchase any specific number of shares.
John Marshall Bancorp, Inc. reported higher profitability for the quarter and six months ended June 30, 2026. Net income for the quarter was $7,019 thousand versus $5,103 thousand a year earlier, and six‑month net income was $13,121 thousand versus $9,913 thousand. Diluted earnings per share were $0.50 for the quarter and $0.93 for the six months, compared with $0.36 and $0.69, respectively. Net interest income for the six months rose to $33,843 thousand, while the provision for credit losses was $281 thousand.
Total assets were $2,402,421 thousand at June 30, 2026, up from $2,332,550 thousand at year‑end. Net loans increased to $1,994,743 thousand, and total deposits to $1,992,985 thousand, including brokered deposits of $321.6 million. Shareholders’ equity grew to $273,784 thousand. Asset quality metrics remained strong, with only one SBA loan $267 thousand past due 90 days and still accruing, no nonaccrual loans, no other real estate owned, and an allowance for loan credit losses of $20,196 thousand. The company maintained additional funding flexibility through Federal Home Loan Bank advances, federal funds lines, and Federal Reserve borrowing capacity.
John Marshall Bancorp, Inc. states that its management will participate in the Keefe, Bruyette & Woods 2026 Summer Bank Conference in New York, NY on July 28, 2026. The disclosure is presented under Regulation FD Disclosure, signaling equal access to this information for the broader market.
The company is providing an investor presentation related to the conference, which is furnished as Exhibit 99.1 and will be available on the Investor Relations section of its website. This gives investors and analysts access to the same materials being used with conference attendees.
John Marshall Bancorp, Inc. announced that its board of directors declared a quarterly cash dividend of $0.10 per share of common stock on July 21, 2026. The dividend is payable on August 26, 2026 to shareholders of record as of the close of business on August 5, 2026, with an aggregate payment of approximately $1.4 million based on the current number of shares outstanding.
The company stated that this reflects strong and consistent financial performance, noting the quarterly dividend represents an 11% increase and, on an annualized basis, a 33% increase versus a year earlier, and described the higher dividend as demonstrating confidence in expected performance and a commitment to enhancing shareholder value.
John Marshall Bancorp, Inc. reported strong results for the quarter ended June 30, 2026, with net income of $7.0 million, up 37.5% from $5.1 million a year earlier. Diluted EPS was $0.50, up 38.9%. Annualized ROA was 1.20% and ROE 10.34%, both higher than in 2025.
Net interest income rose 16.1% to $17.3 million as net interest margin expanded to 2.99% from 2.69%, driven by higher loan balances and yields plus lower rates on interest-bearing deposits. Non-interest income increased sharply, including an $835 thousand gain on sale of an equity investment unit, while the efficiency ratio improved to 50.5%.
Total assets reached $2.40 billion and loans $2.01 billion, with continued growth in construction and residential mortgages. Asset quality remained strong, with non-performing assets at 0.01% of assets and no non-accrual loans, and bank capital ratios stayed well above well-capitalized regulatory thresholds. The board raised the quarterly dividend to $0.10 per share, a 33% annualized increase versus a year ago.
John Marshall Bancorp Chief Executive Officer Christopher W. Bergstrom reported bona fide gifts totaling 65,440 shares of the company’s common stock. The transactions, coded as gifts, involved 32,720 shares from a trust and 32,720 shares from his direct holdings, with no sale proceeds or price involved.
According to the filing, one gift transferred shares to a trust for estate planning purposes, where Bergstrom serves as trustee and his spouse is the beneficiary. After these transfers, he directly holds 42,147 shares, including 9,427 shares related to unvested restricted stock awards that will be issued upon vesting.