Leadership change at MVB Financial (NASDAQ: MVBF) as board chair exits

Rhea-AI Filing Summary

MVB Financial Corp reported a planned board leadership change. Board Chairman W. Marston Becker informed the company on February 12, 2026 that he will not stand for re-election at the 2026 Annual Meeting and will step down as chair and as a director at the end of his current term.

The board plans to appoint current Vice Chair Dr. Kelly R. Nelson as the next chair at its February 17, 2026 board meeting as part of ongoing leadership succession planning. The company stated that Mr. Becker’s decision was not due to any disagreement or dispute with the company.

FALSE000127790200012779022026-02-122026-02-12

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): February 12, 2026

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 5.02.    Departure of Director.

On February 12, 2026, Board Chairman W. Marston Becker informed MVB Financial Corp. (the “Company”) that he will not stand for re-election at the Company’s 2026 Annual Meeting and will step down as Chair upon notification of the Company and as a director at the conclusion of his current term. The Board plans to appoint Vice Chair Dr. Kelly R. Nelson to succeed him as Chair, and will do so at its February 17, 2026 Board meeting, as part of the Board’s ongoing leadership succession planning.

Mr. Becker's decision not to stand for re-election at the Company's 2026 Annual Meeting was not due to a disagreement or dispute with the Company.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits.

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: February 12, 2026

FAQ

What leadership change did MVB Financial Corp (MVBF) disclose in this 8-K?

MVB Financial Corp disclosed that Board Chairman W. Marston Becker will not stand for re-election at the 2026 Annual Meeting and will step down as chair and director at the end of his current term, triggering a planned board leadership transition.

Who is expected to become the new board chair at MVB Financial Corp (MVBF)?

The board plans to appoint current Vice Chair Dr. Kelly R. Nelson as the new chair. This appointment is expected to occur at the board’s February 17, 2026 meeting as part of the company’s ongoing leadership succession planning process.

Did MVB Financial Corp (MVBF) report any disagreement related to the chair’s departure?

The company stated that W. Marston Becker’s decision not to stand for re-election at the 2026 Annual Meeting was not due to a disagreement or dispute with the company, signaling an orderly and planned leadership transition at the board level.

When will W. Marston Becker step down from MVB Financial Corp’s (MVBF) board?

W. Marston Becker will step down as board chair upon notification of the company and as a director at the conclusion of his current term, which coincides with the company’s 2026 Annual Meeting, completing the planned leadership transition.

What type of SEC filing did MVB Financial Corp (MVBF) use for this board update?

MVB Financial Corp used a Form 8-K to disclose the planned departure of Board Chairman W. Marston Becker and the intended succession by Vice Chair Dr. Kelly R. Nelson, providing investors with current information on board-level leadership changes.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.1 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.6 KB