STOCK TITAN

VersaBank (NASDAQ: VBNK) secures TSX nod for 2M-share buyback plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

VersaBank received Toronto Stock Exchange approval to renew its Normal Course Issuer Bid, allowing it to repurchase for cancellation up to 2,000,000 common shares, about 9.14% of its public float. The bank cites strong demand for its U.S. Structured Receivable Program and growth opportunities in its Real Bank Tokenized Deposit and stablecoin custody initiatives as reasons for viewing the stock as undervalued.

As of April 16, 2026, the public float was 21,876,251 common shares out of 32,167,347 issued and outstanding. Purchases may occur between April 30, 2026 and April 29, 2027 through the TSX and Nasdaq at prevailing market prices, subject to an average daily limit of 6,627 shares, and all repurchased shares will be cancelled.

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NCIB size 2,000,000 shares Maximum common shares eligible for repurchase under renewed NCIB
NCIB as % of float 9.14% Portion of public float represented by the 2,000,000-share NCIB
Public float 21,876,251 shares Public float of VersaBank common shares as of April 16, 2026
Shares outstanding 32,167,347 shares Total issued and outstanding common shares as of April 16, 2026
Average daily trading volume 26,510 shares ADTV on TSX from October 1, 2025 to March 31, 2026
Daily NCIB limit 6,627 shares 25% of ADTV, maximum daily purchases under the NCIB
Prior NCIB purchases 573,251 shares Shares repurchased in previous 12 months under prior NCIB
VWAP of prior NCIB buys US$11.49 per share Volume weighted average price paid for shares under prior NCIB
Normal Course Issuer Bid financial
"renew its Normal Course Issuer Bid (“NCIB”) for its common shares"
A Normal Course Issuer Bid is when a company buys back its own shares from the stock market over time. This usually shows that the company believes its stock is undervalued and wants to support its price, which can be important for investors to watch.
public float financial
"2,000,000 of its common shares representing approximately 9.14% of its public float"
Public float is the total number of a company's shares that are available for trading by the general public. It excludes shares held by company insiders or large stakeholders who are unlikely to sell them easily. This figure helps investors understand how much of the company's stock is actively available, which can influence its liquidity and how easily its price might change.
average daily trading volume financial
"The average daily trading volume (“ADTV”) of VersaBank’s Common Shares on the TSX"
The average daily trading volume is the typical number of shares or units of a security that change hands each trading day, calculated over a set period. It tells investors how active a market is—like average traffic on a road—so higher volume usually means easier, faster trades and smaller price swings when buying or selling, while low volume can make orders harder to fill and cause bigger price moves.
block purchase exceptions financial
"Daily purchases under the NCIB will be limited to 25% of the ADTV ... other than block purchase exceptions"
volume weighted average price financial
"for a volume weighted average price of US$11.49 per common share"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
Russell 2000 index financial
"expected to enable the Bank’s eligibility for the Russell 2000 index"
A stock-market benchmark that tracks about 2,000 small-cap U.S. companies, the Russell 2000 gives a snapshot of how smaller publicly traded firms are performing. Investors use it like a thermometer or yardstick for the small-company segment of the market—funds and portfolio managers compare returns to it, and its movements can signal changes in economic risk appetite or growth expectations; it is weighted so larger small companies have a bigger influence on the index.

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 April, 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 April 28, 2026, VersaBank issued a press release titled "VersaBank receives TSX approval for renewal of Normal Course Issuer Bid", 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: April 28, 2026By:/s/ Brent T. Hodge
Name: Brent T. Hodge
Title: Global SVP & General Counsel



EXHIBIT INDEX
Exhibit
No.
Description
99.1
Press Release dated April 28, 2026 titled "VersaBank receives TSX approval for renewal of Normal Course Issuer Bid".

For Immediate Release: April 28, 2026 Attention: Business Editors VERSABANK RECEIVES TSX APPROVAL FOR RENEWAL OF NORMAL COURSE ISSUER BID LONDON, ONTARIO/CNW/ – VersaBank (“VersaBank” or the “Bank”) (TSX:VBNK; NASDAQ:VBNK), today announced it has received approval from the Toronto Stock Exchange (“TSX”) to renew its Normal Course Issuer Bid (“NCIB”) for its common shares. “The last year has been demonstrative of the strong demand for our Structured Receivable Program in the United States, providing us with tremendous confidence in the ability of our branchless, cloud-based, digital banking model to drive efficiency and return on common equity to levels that are unmatched in our industry as our credit asset portfolio continues to grow,” said David Taylor, President, VersaBank. “While our success is being increasingly reflected in our share price, we continue to believe that, as a high growth bank with a very risk-mitigated model, our stock is undervalued, especially in light of the significant additional opportunities for our Real Bank Tokenized Deposit™ (RBTD™) and stablecoin custody strategies, as well as the potential to realize additional value through our planned realignment to a standard U.S. bank framework1, which among other benefits, is expected to enable the Bank’s eligibility for the Russell 2000 index. The renewal of our NCIB provides flexibility to allocate capital prudently, particularly during periods of market volatility.” Pursuant to the NCIB, VersaBank may purchase for cancellation up to 2,000,000 of its common shares representing approximately 9.14% of its public float. As of April 16, 2026 the public float is comprised of 21,876,251 common shares and there were 32,167,347 issued and outstanding Common Shares in total. The average daily trading volume (“ADTV”) of VersaBank’s Common Shares on the TSX for the six months of October 1, 2025 through March 31, 2026 (the “Preceding Six Month Period”) was 26,510 shares. Daily purchases under the NCIB will be limited to 25% of the ADTV, which is 6,627 common shares, other than block purchase exceptions. During the Preceding Six-Month Period, 11,929,689 VersaBank common shares were traded on all exchanges. Of that total, 3,313,798 shares were traded on the TSX and the remaining 8,615,891 shares were traded on other exchanges including the Nasdaq. Under the previous NCIB, approval was sought to purchase 2,000,000 common shares. 573,251 common shares were purchased during the previous 12 month period by VersaBank’s broker on available Canadian and US exchanges for a volume weighted average price of US$11.49 per common share. The purchases may commence on April 30, 2026 and will terminate on April 29, 2027, or such earlier date as VersaBank may complete its purchases pursuant to the NCIB. The purchases will be made by VersaBank through the facilities of the TSX and the Nasdaq and in accordance with the rules of the TSX or the Nasdaq, as applicable, and the prices that VersaBank will pay for any Common Shares will be the market price of such shares at the time of acquisition. VersaBank will make no purchases of Common Shares other than open market purchases. All shares purchased under the NCIB will be cancelled. 1 Subject to applicable regulatory and shareholder approvals.


 

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 U.S. market. VersaBank also owns Minnesota-based DRT Cyber Inc., a North American leader in the provision of cyber security services to address the rapidly growing volume of cyber threats challenging financial institutions, multi-national corporations and 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 DepositsTM. VersaBank’s common shares trade on the Toronto Stock Exchange and NASDAQ under the symbol VBNK. 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 did VersaBank (VBNK) announce in its latest Form 6-K?

VersaBank announced TSX approval to renew its Normal Course Issuer Bid to repurchase up to 2,000,000 common shares. The program allows open-market purchases on the TSX and Nasdaq, with all repurchased shares to be cancelled during the authorized period.

How large is VersaBank’s new Normal Course Issuer Bid relative to its float?

The renewed Normal Course Issuer Bid permits repurchase of up to 2,000,000 VersaBank common shares, representing approximately 9.14% of its public float. As of April 16, 2026, the public float comprised 21,876,251 common shares, giving investors a clear sense of program scale.

What are the key dates for VersaBank’s renewed share buyback program?

VersaBank’s renewed Normal Course Issuer Bid may commence on April 30, 2026 and will terminate on April 29, 2027, unless completed earlier. During this period, the bank can repurchase shares on the TSX and Nasdaq, within applicable trading and volume rules.

What trading limits apply to VersaBank’s Normal Course Issuer Bid?

Daily purchases under the Normal Course Issuer Bid are limited to 25% of VersaBank’s average daily trading volume on the TSX, or 6,627 common shares. Block purchase exceptions may apply, allowing the bank to buy larger blocks under specific circumstances permitted by exchange rules.

How much stock did VersaBank buy under its previous NCIB and at what price?

Under the previous Normal Course Issuer Bid, VersaBank was approved to buy 2,000,000 common shares and actually repurchased 573,251 shares. Those shares were acquired on Canadian and U.S. exchanges at a volume weighted average price of US$11.49 per common share over the 12-month period.

Why does VersaBank believe its VBNK shares are undervalued?

VersaBank’s president highlighted strong U.S. demand for its Structured Receivable Program and growth prospects for Real Bank Tokenized Deposit and stablecoin custody strategies. He also referenced potential value from a planned realignment to a standard U.S. bank framework and possible Russell 2000 eligibility.

Filing Exhibits & Attachments

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