Welcome to our dedicated page for Patriot Natl SEC filings (Ticker: PNBK), 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.
Patriot National Bancorp filings document the regulatory disclosures of a Connecticut bank holding company and its wholly owned banking subsidiary, Patriot Bank, N.A. The record includes current reports on Regulation FD presentations, material agreements, director indemnification arrangements, board appointments and departures, officer changes, capital actions and debt-related matters.
Proxy filings describe annual meeting proposals, director elections, auditor ratification and capital-structure voting matters. Other disclosures address common stock, preferred stock, senior notes, completed note repayment and conversion activity, governance procedures, executive compensation arrangements, and shareholder voting mechanics tied to the company’s public-company and bank holding company status.
Patriot National Bancorp, Inc. (PNBK) filed a current report to announce that it has posted a presentation with certain Q3 2025 financial information for Patriot Bank, National Association, its wholly owned banking subsidiary, on its Investor Relations website. The same investor presentation is also furnished as Exhibit 99.1 to this report.
The company notes that this information is being furnished, not filed, under securities laws, which means it is not subject to certain liability provisions and is not automatically incorporated into other securities filings unless specifically referenced.
Patriot National Bancorp reported a net loss of $2.7 million for the quarter ended September 30, 2025, compared with a net loss of $27.0 million a year earlier. For the first nine months of 2025, the net loss narrowed to $10.4 million from $30.3 million in the prior-year period.
Total assets declined to $950.8 million from $1.01 billion at year-end 2024, as loans receivable fell to $581.5 million and deposits decreased to $830.9 million. Cash, cash equivalents and restricted cash increased to $201.5 million, and available-for-sale securities rose to $105.5 million.
The company executed a major recapitalization in 2025. Common shares outstanding increased from 3,991,852 at December 31, 2024 to 114,991,017 as of November 14, 2025, driven by preferred stock conversion, senior and subordinated debt conversions, and new common stock issuances, including a registered direct offering of 31,985,103 shares with associated warrants. Shareholders’ equity improved to $95.0 million from $4.3 million, while accumulated deficit widened to $97.3 million. Digital Payments income continued to grow, reaching $6.6 million year-to-date versus $3.5 million a year earlier.
Patriot National Bancorp (PNBK) reported insider activity by President and CEO Steven Sugarman. On 10/16/2025, 2,000,000 shares of non‑voting common stock were converted into 2,000,000 shares of voting common stock pursuant to the company’s Amended and Restated Certificate of Incorporation; no consideration was paid. The shares are held indirectly by the Steven and Ainslie Sugarman Living Trust. Following the conversion, 9,019,978 voting common shares were beneficially owned indirectly.
Separately, on 10/20/2025, 1,147,031 restricted stock units were acquired, representing the right to receive the same number of voting common shares, with a $0 price and a period from 10/01/2025 to 10/01/2026. After these transactions, 5,749,551 derivative securities were beneficially owned directly.
LMI Partners, LLC reports beneficial ownership of 285,915 shares of Patriot National Bancorp Inc. common stock, representing 0.25% of the outstanding class based on 114,991,017 shares reported by the issuer. The filer states it holds sole voting and dispositive power over all reported shares and that the filing is an amendment filed because the holder's percentage ownership declined below 5% solely due to a change in the issuer's total outstanding shares. The statement also certifies the shares were not acquired to influence control of the company.
LMI Partners, LLC reports beneficial ownership of 285,915 shares of Patriot National Bancorp Inc. common stock, representing 0.25% of the outstanding class based on 114,991,017 shares reported by the issuer. The filer states it holds sole voting and dispositive power over all reported shares and that the filing is an amendment filed because the holder's percentage ownership declined below 5% solely due to a change in the issuer's total outstanding shares. The statement also certifies the shares were not acquired to influence control of the company.
LMI Partners, LLC reports beneficial ownership of 285,915 shares of Patriot National Bancorp Inc. common stock, representing 0.25% of the outstanding class based on 114,991,017 shares reported by the issuer. The filer states it holds sole voting and dispositive power over all reported shares and that the filing is an amendment filed because the holder's percentage ownership declined below 5% solely due to a change in the issuer's total outstanding shares. The statement also certifies the shares were not acquired to influence control of the company.
LMI Partners, LLC reports beneficial ownership of 285,915 shares of Patriot National Bancorp Inc. common stock, representing 0.25% of the outstanding class based on 114,991,017 shares reported by the issuer. The filer states it holds sole voting and dispositive power over all reported shares and that the filing is an amendment filed because the holder's percentage ownership declined below 5% solely due to a change in the issuer's total outstanding shares. The statement also certifies the shares were not acquired to influence control of the company.
Patriot National Bancorp, Inc. issued $12,000,000 of 8.50% Fixed Rate Senior Notes due 2026. Amendments tied to a March 20, 2025 private placement allowed the company to permit noteholder conversions to common stock and to repay outstanding principal early without penalty. Certain noteholders converted portions of principal and unpaid interest into common stock, leaving an aggregate unpaid balance of $3,081,380.97 as of September 5, 2025. On September 5, 2025 the Company repaid that remaining amount in cash, and states that all commitments and obligations under the Senior Notes have been satisfied in full. The filing notes that descriptions of the Senior Notes and Amendments are qualified by the referenced exhibits filed previously.
Patriot National Bancorp, Inc. is offering 31,985,103 shares of common stock, consisting of 19,196,000 shares of voting common stock sold at $1.25 per share and 12,789,103 non-voting common shares issuable upon exercise of three-year warrants. The company estimates net proceeds of about $25.3 million from the stock and warrant sale, with up to approximately $19.951 million in additional proceeds if all warrants are exercised at $1.56 per warrant share.
The common stock trades on Nasdaq under the symbol PNBK, and the last reported price on August 28, 2025 was $1.56 per share. Shares outstanding are expected to increase from 95,795,017 as of August 28, 2025 to 114,991,017 immediately after the offering, before any warrant exercises. Proceeds are earmarked for general corporate purposes, including capital expenditures, working capital, debt repayment and administrative expenses. Investor holdings are subject to Non-Control Conditions that limit any purchaser’s beneficial ownership to 9.99% of voting securities or to levels that would not constitute control under banking regulations.
Patriot National Bancorp, Inc. entered into registered direct purchase agreements dated August 29, 2025 to sell an aggregate of 31,985,103 shares of common stock and related warrants to accredited investors. The transaction consists of 19,196,000 Voting Common Stock shares delivered at closing and 12,789,103 Non-Voting Common Stock shares issuable upon exercise of three-year warrants no earlier than six months after closing. Shares are priced at $1.25 each and warrants at $0.125 per warrant share; warrants are exercisable at $1.56 per Warrant Share, subject to adjustment up to $1.685 under stated conditions. Gross proceeds are expected to be approximately $25.6 million with estimated offering expenses of $250,000. The Company intends to use proceeds for general corporate purposes. The offering is expected to close on or about September 3, 2025, subject to customary closing conditions.
Patriot National Bancorp, Inc. reported a change in its independent registered public accounting firm and board compensation decisions. The Audit Committee approved engagement of Baker Tilly US, LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, effective August 22, 2025, and ended RSM US LLP’s engagement on that date. RSM had issued unqualified reports for the years ended December 31, 2024 and 2023 and the company discloses no disagreements or reportable events with RSM through August 22, 2025. The company also approved director compensation effective July 1, 2025: Company independent directors will receive $50,000 cash plus $75,000 in restricted stock units; Bank independent directors will receive $20,000 cash plus $25,000 in restricted stock units.
Patriot National Bancorp (PNBK) reported an insider award: on August 13, 2025 the company's EVP & Chief Credit Officer, William Paul Simmons, was granted Restricted Stock Units equal to 1,000,000 shares of common stock. The award agreement is effective April 30, 2025 and the RSUs vest in three equal installments on each of the first three anniversaries of the award date. Following the grant the filing reports 1,000,000 shares beneficially owned by the reporting person related to this award. The Form 4 was signed on August 14, 2025.
Steven Sugarman, President and Director of Patriot National Bancorp, Inc. (PNBK), received an award of 552,927 Restricted Stock Units (RSUs). The award agreement is effective July 1, 2025 and was reported on Form 4 with a transaction date of August 13, 2025. The RSUs were granted under an Employment Agreement effective March 20, 2025 and vest in 12 equal monthly installments beginning July 1, 2025 and ending July 1, 2026. Vested RSUs represent the right to be settled on July 1, 2026. After the reported transaction, the amount of Common Stock beneficially owned by the reporting person related to this grant is 552,927 shares, held directly. The Form 4 was signed on August 14, 2025.