[8-K] MVB FINANCIAL CORP Reports Material Event

Rhea-AI Filing Summary

MVB Financial Corp. (MVBF) announced that its Board authorized a stock repurchase program of up to $10 million of the Company’s common stock.

The Company intends to begin repurchasing in November 2025. The program will expire upon the expenditure of $10 million, when terminated, or otherwise completed. Purchases may be made in open‑market transactions, block trades on or off an exchange, privately negotiated transactions, or by other means permitted by SEC regulations.

The timing and number of shares repurchased will depend on price, trading volume, market conditions, and corporate and regulatory requirements.

Insights

Banking capital allocation analyst

Board authorizes up to $10M buyback, starting November 2025.

MVB Financial received Board approval to repurchase up to $10,000,000 of common stock. This authorizes, but does not require, the Company to deploy cash to buy back shares.

The filing lists multiple permitted methods (open market, block, private transactions) and notes activity will depend on price, volume, market conditions, and regulatory requirements. The Company intends to start in November 2025.

Actual impact depends on execution pace and market conditions; the authorization ends when $10,000,000 is expended, terminated, or otherwise completed. Subsequent disclosures may detail repurchase amounts and timing.

FALSE000127790200012779022025-10-272025-10-27

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): October 27, 2025

MVB Financial Corp

(Exact name of registrant as specified in its charter)

West Virginia			001-38314			20-0034461
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

301 Virginia Avenue, Fairmont, WV			26554-2777
(Address of principal executive offices)			(Zip Code)

(304) 363-4800

(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 obligation 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(s)

Name of each exchange on which registered

Common stock, $1.00 par value

MVBF

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).     

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.    Regulation FD Disclosure.

On October 27, 2025, MVB Financial Corp. (the "Company") announced the authorization by the Company's Board of Directors of a stock repurchase program of up to $10 million of the Company's common stock. The Company intends to begin repurchasing common stock in November 2025, and the stock repurchase program will expire upon the expenditure of $10 million, when terminated or otherwise completed. Purchases may be made in open-market transactions, in block transactions on or off an exchange, in privately negotiated transactions or by other means as determined by MVB’s management and in accordance with the regulations of the Securities and Exchange Commission. The timing of purchases and the number of shares repurchased under the stock repurchase program will depend on a variety of factors including price, trading volume, market conditions and corporate and regulatory requirements.

The press release announcing the stock repurchase program is attached as Exhibit 99.1 and incorporated by reference herein.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits.

99.1    Press release of MVB Financial Corp. dated October 27, 2025

104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

			MVB Financial Corp.
			By:			/s/ Michael R. Sumbs
						Michael R. Sumbs Executive Vice President and Chief Financial Officer

Date: October 27, 2025

FAQ

What did MVB Financial (MVBF) announce?

The Board authorized a stock repurchase program of up to $10 million of common stock.

When does MVBF plan to start the buyback?

The Company intends to begin repurchasing shares in November 2025.

How long will the MVBF repurchase program last?

It will expire upon spending $10 million, when terminated, or when otherwise completed.

What purchase methods are allowed under the program?

Purchases may be made via open‑market transactions, block trades on or off an exchange, privately negotiated deals, or other permitted means.

What factors will affect MVBF’s repurchase activity?

Repurchases will depend on price, trading volume, market conditions, and corporate and regulatory requirements.

Where can I find more details?

A press release announcing the program is attached as Exhibit 99.1.