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[6-K] VersaBank Current Report (Foreign Issuer)

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6-K

Rhea-AI Filing Summary

VersaBank has entered a definitive agreement to sell certain assets tied to its only bank branch in Holdingford, Minnesota, to Stearns Bank National Association, with approval from the Office of the Comptroller of the Currency.

The sale aligns with VersaBank’s branchless, partner-based digital banking model and is intended to enhance efficiency as it expands its Structured Receivable Program business in the U.S. VersaBank expects a one-time, non-cash intangible asset write-off of approximately $1.7 million in the second quarter of fiscal 2026, with de minimis impact on tangible book value. The transaction is anticipated to close in Q226 and otherwise have de minimis financial implications beyond improved efficiency.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March, 2026
Commission File Number: 001-40805
VersaBank
(Exact name of registrant as specified in its charter)
140 Fullarton Street, Suite 2002
London, Ontario N6A 5P2
Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F o Form 40-F x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o



On March 24, 2026, VersaBank issued a press release titled "VersaBank to sell its only Bank branch in Holdingford, Minnesota, to Stearns Bank", a copy of which is furnished as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K.
The information in this Form 6-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.



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, thereunto duly authorized.
VERSABANK
Date: March 24, 2026By:/s/ Brent T. Hodge
Name: Brent T. Hodge
Title: SVP & General Counsel



EXHIBIT INDEX
Exhibit
No.
Description
99.1
Press Release dated March 24, 2026 titled "VersaBank to sell its only Bank branch in Holdingford, Minnesota, to Stearns Bank".

1 VERSABANK TO SELL ITS ONLY BANK BRANCH IN HOLDINGFORD, MINNESOTA, TO STEARNS BANK – Sale Consistent with Highly Efficient Branchless, Partner-Based, Digital Banking Model; Will Contribute to Overall Efficiency of the Bank – LONDON, ON/CNW – VersaBank (or the “Bank”) (TSX: VBNK; NASDAQ: VBNK), a North American leader in business-to- business digital banking, as well as technology solutions for cybersecurity, today announced that the Bank has entered into a definitive agreement for the sale of certain assets associated with its only bank branch in Holdingford, Minnesota to Stearns Bank National Association (“Stearns Bank”) (the “Holdingford Sale”). The Holdingford Sale has been approved by the Office of the Comptroller of the Currency (“OCC”). “The sale of our only retail bank branch back to Stearns Bank is consistent with our highly efficient branchless, partner-based, digital banking model and the resulting cost savings will contribute to our operating leverage as we continue to steadily ramp up our Structured Receivable Program business in the U.S.” said David Taylor, Founder and President, VersaBank. “The efficiency of our U.S. operations has already surpassed that of our Canadian operations. As a cloud-based bank with one of the most unique operating models in North America, we are well positioned to continue to drive an enhanced efficiency ratio to industry leading levels.” “We are privileged and proud to have had the opportunity to serve our Holdingford customers over the past twenty months. We thank you for the opportunity to be part of the community and look forward to a seamless transition back to the incredible team at Stearns Bank.” “It has been a continued pleasure working with the VersaBank team. We are proud of the Holdingford team for their stability and commitment throughout this transition, maintaining a strong community presence over the past 20 months. Our organizations share core values, and we look forward to continued collaboration between our two banks, both of which are committed to making a meaningful difference.” Heather Plumski, President, Stearns Bank. The Holdingford Sale will have de minimis impact on VersaBank’s tangible book value and is expected to result in a one-time, non-cash intangible asset write off of approximately $1.7 million in the second quarter of fiscal 2026. Otherwise, the transaction, which is anticipated to close in Q226, is expected to have de minimis financial implications for the Bank beyond the contribution to efficiency. About VersaBank VersaBank is a North American bank with a difference. Federally chartered in both Canada and the U.S., VersaBank has a branchless, digital, business-to-business model based on its proprietary state-of-the-art technology that enables it to profitably address underserved segments of the banking industry in a significantly risk mitigated manner. Because VersaBank obtains substantially all of its deposits and undertakes the majority of its funding activities electronically through financial intermediary partners, it benefits from significant operating leverage that drives efficiency and return on common equity. In August 2024, VersaBank launched its unique Structured Receivable Program funding solution for point-of-sale finance companies, which has been highly successful in Canada for over 15 years, to the underserved multi-trillion-dollar US market. VersaBank also owns Minnesota-based DRT Cyber Inc., a North America leader in the provision of cyber security services to address the rapidly growing volume of cyber threats challenging financial institutions, multi-national corporations and


 

2 government entities. Through DRT Cyber Inc., VersaBank owns proprietary intellectual property and technology to enable the next generation of digital assets for the banking and financial community, including the Bank’s revolutionary and proprietary Real Bank Tokenized Deposits™. VersaBank’s common shares trade on the Toronto Stock Exchange and NASDAQ under the symbol VBNK. Forward-Looking Statements VersaBank’s public communications often include written or oral forward-looking statements. Statements of this type are included in this press release and may also be included in other securities filings or in other communications. All such statements are made pursuant to the “safe harbor” provisions of, and are intended to be forward-looking statements under, the United States Private Securities Litigation Reform Act of 1995 and any applicable Canadian securities legislation. The statements in this press release that relate to future events or future performance are forward-looking statements. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, many of which are beyond VersaBank’s control. There is a risk that predictions, forecasts, projections and other forward-looking statements will not be achieved. Readers are cautioned not to place undue reliance on these forward-looking statements, as a number of important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such statements. These factors include, but are not limited to: the strength of the Canadian and US economies in general and the local economies within in which VersaBank operates; the effects of changes in monetary and fiscal policy, including changes in interest rate policies of the Bank of Canada and the US Federal Reserve; global commodity prices; the effects of competition in the markets in which VersaBank operates; inflation; capital market fluctuations; the timely development and introduction of new products in receptive markets; the impact of changes in laws, including trade laws and tariffs, and regulations applicable to financial services; changes in tax laws; technological changes; unexpected judicial or regulatory proceedings; unexpected changes in consumer spending and savings habits; the impact of wars or conflicts and related effects on global supply chains and markets; the impact of outbreaks of disease or illness affecting local, national or international economies; the possible effects of terrorist activities; natural disasters and disruptions to public infrastructure (including transportation, communications, power or water supply); and VersaBank’s ability to anticipate and manage the risks associated with these factors. The foregoing list of important factors is not exhaustive. When relying on forward-looking statements to make decisions, investors and others should carefully consider the foregoing factors as well as other uncertainties and potential events. The forward-looking information contained in this press release is presented to assist VersaBank shareholders and others in understanding VersaBank’s financial position and may not be appropriate for any other purposes. Except as required by applicable securities laws, VersaBank does not undertake to update any forward-looking statement contained in this press release or made from time to time by VersaBank or on its behalf. About Stearns Bank Stearns Bank is Unusual. Stearns Bank National Association is a majority women-owned and governed financial services institution committed to empowering people, entrepreneurs, small businesses, and local communities to reach their full financial potential. As a privately held, employee-owned entity, Stearns Bank offers a wide array of national products and services including consumer and small business banking, affordable housing financing, USDA and SBA lending, and equipment and small business financing. Headquartered in Minnesota, the well-capitalized institution has branch locations in Minnesota, Florida, and Arizona. Guided by a commitment to fostering a diverse, inclusive, and equitable workplace, Stearns Bank is regularly recognized as one of the nation’s highest performing banks and ‘Best Banks to Work For’ by American Banker. Member FDIC. Equal Housing Lender. Learn more at www.StearnsBank.com.


 

3 FOR FURTHER INFORMATION, PLEASE CONTACT: LodeRock Advisors Lawrence Chamberlain (416) 540-7486 lawrence.chamberlain@loderockadvisors.com Visit our website at: www.versabank.com Follow VersaBank on Facebook, Instagram, LinkedIn and X.


 

FAQ

What transaction did VersaBank (VBNK) announce in Holdingford, Minnesota?

VersaBank announced a definitive agreement to sell certain assets tied to its only bank branch in Holdingford, Minnesota, to Stearns Bank National Association. The move is part of VersaBank’s shift toward a highly efficient, branchless, partner-based, digital banking model in North America.

How will the Holdingford branch sale affect VersaBank (VBNK) financially?

The Holdingford sale is expected to have de minimis financial implications for VersaBank. The bank anticipates a one-time, non-cash intangible asset write-off of approximately $1.7 million in the second quarter of fiscal 2026, with de minimis impact on tangible book value and improved efficiency.

When is the VersaBank (VBNK) Holdingford branch sale expected to close?

The transaction for VersaBank’s Holdingford, Minnesota, branch assets is anticipated to close in Q226. The deal has already been approved by the Office of the Comptroller of the Currency and is intended to support VersaBank’s focus on its branchless, digital, business-to-business banking model.

Why is VersaBank (VBNK) selling its only U.S. retail branch to Stearns Bank?

VersaBank states the sale aligns with its highly efficient, branchless, partner-based, digital banking model. Leadership highlights that the resulting cost savings should contribute to operating leverage as the bank continues ramping up its Structured Receivable Program business in the U.S. market.

How does the Holdingford sale relate to VersaBank’s (VBNK) U.S. Structured Receivable Program?

VersaBank indicates the cost savings from the Holdingford sale will support operating leverage as it steadily ramps up its Structured Receivable Program in the U.S. The program, launched in August 2024, targets the underserved multi-trillion-dollar U.S. point-of-sale finance market.

What does VersaBank (VBNK) say about efficiency in its U.S. operations?

VersaBank notes that the efficiency of its U.S. operations has already surpassed that of its Canadian operations. The bank believes its cloud-based, branchless model positions it to continue driving its efficiency ratio toward industry-leading levels while focusing on digital, business-to-business banking.

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