Endeavour and executives report ~5.5% stake in Virginia National (NASDAQ: VABK)

Rhea-AI Filing Summary

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.

Insights

Institutional Ownership Analyst

Institutional group reports a mid-single-digit stake in VABK.

The joint filing lists 288,828 shares reported with shared voting and dispositive power and a combined 298,750 shares for one reporting person, using May 7, 2026 as the outstanding-share anchor. These figures imply a roughly 5.3% to 5.5% position range against the stated base of 5,422,513 shares outstanding.

Holder decisions will determine any future open-market activity; timing and disposition methods are not disclosed in the excerpt. Subsequent filings would show any change from passive status under Rule 13d-1(k)(1).

Corporate Governance Specialist

Filing is a passive investor disclosure under the beneficial ownership rules.

The report is jointly filed by Endeavour Capital Advisors Inc. and three individuals, incorporating cover-page figures and indicating shared voting/dispositive authority for 288,828 shares. It specifically notes 9,114 shares are in separately managed accounts managed by Endeavour.

The signatories include a disclaimer limiting claimed beneficial ownership to pecuniary interest; this preserves the stated passive classification under the rule. Future Forms 13D/13G amendments would reflect any material change in intent or holdings.

Key Figures

Shares with shared power: 288,828 shares Total for one reporting person: 298,750 shares Separately managed accounts: 9,114 shares +3 more

6 metrics

Shares with shared power 288,828 shares shared voting/dispositive power reported on cover pages

Total for one reporting person 298,750 shares combined sole and shared power for Jonah Marcus row

Separately managed accounts 9,114 shares held in separately managed accounts managed by Endeavour

Shares outstanding used 5,422,513 shares outstanding shares as of <date>May 7, 2026</date>

Reported ownership percent 5.3% percent shown on cover pages for multiple reporting persons

Reported ownership percent (one person) 5.5% percent shown for the reporting person with 298,750 shares

Key Terms

Schedule 13G, Rule 13d-1(k)(1), Beneficially owned

3 terms

Schedule 13G regulatory

"This is being jointly filed by each of the following persons pursuant to Rule 13d-1(k)(1)"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

Rule 13d-1(k)(1) regulatory

"jointly filed by each of the following persons pursuant to Rule 13d-1(k)(1)"

Beneficially owned financial

"Amount beneficially owned: The information in items 5 through 9 on the cover pages"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/15/2026 - 04:05 PM Learn about SEC filing dates

FAQ

What stake in VABK does Endeavour Capital report?

Endeavour and affiliates report shared power over 288,828 shares, representing about 5.3% of the class. The percentage uses 5,422,513 shares outstanding as of May 7, 2026 from the issuer's Form 10-Q.

How many total shares are attributed to the reporting persons?

One reporting person is shown with 298,750 shares (combining sole and shared holdings). The filing ties ownership percentages to 5,422,513 shares outstanding as of May 7, 2026 reported by the issuer.

Are any shares managed separately by Endeavour Capital?

Yes. The filing incorporates 9,114 shares held in separately managed accounts managed by Endeavour Capital Advisors Inc. These are included in the cover-page totals incorporated by reference in Item 4(a).

Does the filing state the filing persons control the shares?

The reporting persons disclose shared voting and dispositive power figures but include a disclaimer: they disclaim beneficial ownership except to the extent of pecuniary interest. The filing does not assert exclusive control over the reported shares.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

VIRGINIA NATIONAL BANKSHARES CORPORATION

(Name of Issuer)

Common Stock

(Title of Class of Securities)

928031103

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 928031103

1

Names of Reporting Persons

Endeavour Capital Advisors Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 288,828.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 288,828.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

288,828.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.3 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP Number(s): 928031103

1

Names of Reporting Persons

Laurence M. Austin

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 288,828.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 288,828.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

288,828.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.3 %

12

Type of Reporting Person (See Instructions)

IN, HC

SCHEDULE 13G

CUSIP Number(s): 928031103

1

Names of Reporting Persons

Mitchell J. Katz

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 288,828.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 288,828.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

288,828.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.3 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP Number(s): 928031103

1

Names of Reporting Persons

Jonah Marcus

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 9,922.00
6	Shared Voting Power 288,828.00
7	Sole Dispositive Power 9,922.00
8	Shared Dispositive Power 288,828.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

298,750.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.5 %

12

Type of Reporting Person (See Instructions)

IN, HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: VIRGINIA NATIONAL BANKSHARES CORPORATION
(b)	Address of issuer's principal executive offices: 404 People Place, Charlottesville, VA 22911
Item 2.
(a)	Name of person filing: This Schedule 13G is being jointly filed by each of the following persons pursuant to Rule 13d-1(k)(1) promulgated by the Securities and Exchange Commission pursuant to Section 13 of the Act, with respect to shares of Common Stock (the "Common Stock") of Virginia National Bankshares Corporation (the "Issuer"): (i) Endeavour Capital Advisors Inc. ("Endeavour"), (ii) Laurence M. Austin, (iii) Mitchell J. Katz and (iv) Jonah Marcus.
(b)	Address or principal business office or, if none, residence: Endeavour Capital Advisors Inc. 410 Greenwich Avenue Greenwich, CT 06830
(c)	Citizenship: Endeavour is a Delaware corporation and Messrs. Austin, Katz and Marcus are citizens of the United States of America.
(d)	Title of class of securities: Common Stock
(e)	CUSIP Number(s): 928031103
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information in items 5 through 9 on the cover pages of this Schedule 13G is hereby incorporated by reference and includes 9,114 shares of Common Stock held in separately managed accounts managed by Endeavour. The ownership percentages are based on 5,422,513 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2026.
(b)	Percent of class: The information in item 11 of the cover pages of this Schedule 13G is hereby incorporated by reference.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information in item 5 of the cover pages of this Schedule 13G is hereby incorporated by reference.
	(ii) Shared power to vote or to direct the vote: The information in item 6 of the cover pages of this Schedule 13G is hereby incorporated by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information in item 7 of the cover pages of this Schedule 13G is hereby incorporated by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information in item 8 of the cover pages of this Schedule 13G is hereby incorporated by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Endeavour Capital Advisors Inc.

Signature:	/s/ Glenn Hofsess
Name/Title:	Glenn Hofsess, Chief Financial Officer*
Date:	05/15/2026

Laurence M. Austin

Signature:	/s/ Laurence M. Austin
Name/Title:	Laurence M. Austin*
Date:	05/15/2026

Mitchell J. Katz

Signature:	/s/ Mitchell J. Katz
Name/Title:	Mitchell J. Katz*
Date:	05/15/2026

Jonah Marcus

Signature:	/s/ Jonah Marcus
Name/Title:	Jonah Marcus*
Date:	05/15/2026

Comments accompanying signature: *The Reporting Persons disclaim beneficial ownership in the shares reported herein except to the extent of their pecuniary interest therein, and this report shall not otherwise be deemed an admission that any of them is the beneficial owner of such securities for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.

Exhibit Information

99.1 Joint Filing Agreement