Welcome to our dedicated page for Virginia Natl Bankshares SEC filings (Ticker: VABK), 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.
Virginia National Bankshares Corporation filings document the regulatory disclosures of a bank holding company for Virginia National Bank. Its Form 8-K reports cover consolidated earnings releases, common stock dividend declarations, director and executive appointments, shareholder voting results and other material events affecting the company and its banking subsidiary.
Proxy materials describe board elections, executive compensation, equity-award disclosures, advisory compensation votes, stock incentive plan matters and auditor ratification. The filing record also includes corporate actions such as the completed sale by Fauquier Bank Services of its interest in Bearing Insurance Group, along with related operating-result and capital-structure disclosures.
Virginia National Bankshares Corporation joint Schedule 13G reports beneficial ownership by Endeavour Capital Advisors Inc. and three affiliated persons under Rule 13d-1(k)(1). The cover data shows 288,828 shares attributable on a shared basis and a total of 298,750 shares for one reporting person. Ownership percentages are calculated using 5,422,513 shares outstanding as of May 7, 2026. The filing incorporates that 9,114 shares are held in separately managed accounts by Endeavour. The reporting persons disclaim beneficial ownership except to the extent of pecuniary interest.
Virginia National Bankshares Corporation approved a new management continuity agreement with Executive Vice President and Chief Financial Officer Cathy W. Liles and increased her annual base salary to $375,000, subject to annual adjustment.
Following a defined change in control, the company or its successor must employ Ms. Liles for two years with comparable role, pay and benefits. If her employment is terminated without cause or she resigns for good reason shortly before or after a change in control, she may receive a lump-sum cash payment equal to two times her base salary, recent average bonus and certain pre-tax deferral amounts, continued welfare benefits for up to 18 months, and a lump-sum equal to the company’s 401(k) contributions for the prior two years. These severance payments are capped to avoid golden parachute excise taxes and any incentive compensation is subject to clawback under applicable law and stock exchange rules.
Virginia National Bankshares Corporation reported stronger results for the quarter ended March 31, 2026, with net income of $5.3 million, up from $4.5 million a year earlier. Diluted earnings per share rose to $0.97 from $0.83, lifting ROAA to 1.30% and ROAE to 11.34%.
Total assets were stable at about $1.65 billion, and loans held essentially flat at $1.24 billion, or roughly three-quarters of assets. Net interest income improved to $12.9 million, helped by a $0.3 million recovery of credit losses as credit metrics remained strong, with nonaccrual loans only 0.17% of total loans and an ACL of $8.0 million, or 0.64% of loans.
Noninterest expense declined to $8.2 million, offsetting softer noninterest income. The securities portfolio carried unrealized losses of about $40.5 million, reflected in accumulated other comprehensive loss of $31.9 million, while tangible book value per share increased to $32.51. After quarter-end, the company’s subsidiary sold its interest in Bearing Insurance Group, with an expected pre-tax gain of about $4.7 million to be recognized in the second quarter.
Virginia National Bankshares Corporation has completed the sale of its indirect, wholly owned subsidiary Fauquier Bank Services, Inc.’s interest in Bearing Insurance Group, LLC, a full-service insurance agency, effective May 1, 2026. The company expects to record an approximate $4.7 million pre-tax gain from this transaction in its operating results for the second quarter of 2026. Management characterizes related comments about future results and operations as forward-looking statements subject to risks and uncertainties described in its Form 10-K and other SEC filings.
Virginia National Bankshares Corporation is holding its 2026 Annual Meeting of Shareholders on June 25, 2026 at 10:00 AM Eastern Time in Charlottesville, Virginia. Shareholders of record as of April 30, 2026, when 5,391,979 common shares were outstanding, are entitled to vote.
Owners are asked to elect eleven directors, approve on an advisory basis the Company’s executive compensation, and ratify Yount, Hyde & Barbour, P.C. as independent registered public accounting firm for 2026. If proxies are signed without instructions, they will be voted for all board-recommended proposals.
The proxy details board structure and independence, committee responsibilities, director and executive pay, change-in-control arrangements, related-party transactions, and audit fees. In 2025, CEO Glenn W. Rust received total compensation of $1,029,693, while net income was $19,260,428 and total shareholder return value reached 121.77 on a $100 base.
Virginia National Bankshares Corporation reported strong first quarter 2026 results, with net income of $5.3 million, or $0.97 per diluted share, up from $4.5 million, or $0.83 per diluted share, a year earlier. Management attributed the higher earnings mainly to a 19 basis point reduction in cost of funds and lower noninterest expenses, helping the fully tax-equivalent net interest margin improve to 3.40% from 3.28% and the efficiency ratio improve to 56.6% from 62.4%.
Asset quality remained solid, with nonperforming assets at 0.36% of total assets and a period-end allowance for credit losses on loans of 0.64% of total loans. Book value per share rose to $34.39, and tangible book value per share to $32.51. The Board declared a quarterly cash dividend of $0.36 per share, payable May 29, 2026, implying an annualized dividend yield of about 3.50% based on the April 21, 2026 closing share price.
Virginia National Bankshares Corp Schedule 13G/A amendment: The Vanguard Group reports 0 shares beneficially owned and 0% of the common stock as of the amendment. The filing explains an internal realignment effective January 12, 2026, under SEC Release No. 34-39538 that caused certain Vanguard subsidiaries/divisions to report ownership separately.
The amendment is signed by Ashley Grim, Head of Global Fund Administration, dated 03/27/2026.
Virginia National Bankshares Corporation files its annual report describing a well-capitalized Virginia community banking group focused on commercial, real estate and consumer lending, deposits, and trust and estate services. The company primarily serves markets around Charlottesville, Winchester, Manassas and Richmond.
As of December 31, 2025, the holding company reported Tier 1 and CET1 capital ratios of 19.60%, total capital of 20.42%, and a 12.52% leverage ratio, while the bank subsidiary showed similarly strong ratios and a “well capitalized” status. Non‑affiliate market value was about $174.4 million as of June 30, 2025, and 5,422,082 common shares were outstanding on March 23, 2026.
The filing details extensive regulatory oversight, conservative dividend constraints, and adoption of the CECL credit loss standard. Key risks include high exposure to real estate and commercial real estate lending, sensitivity to interest rates and inflation, economic downturns in its Virginia markets, cybersecurity threats, and evolving consumer protection and data-privacy rules.
Burrows Robert Lee Jr. reported acquisition or exercise transactions in this Form 4 filing.
Virginia National Bankshares Corp director Robert Lee Burrows Jr. received a grant of 1,100 shares of common stock on February 25, 2026 as a restricted stock award. The grant had no cash purchase price and is compensation-related, not an open-market purchase. The restricted shares vest in four equal annual installments beginning on February 25, 2027, spreading the benefit over several years. Following this award, Burrows directly holds a total of 1,354 common shares.
Virginia National Bankshares Corp director Robert Lee Burrows Jr. filed an initial ownership report on the company’s common stock. The Form 3 shows indirect ownership of 254 shares of common stock, held in an entity described as RLB CRUT, with no buy or sell transaction reported.