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BLUE RIDGE BANKSHARES, INC.

For the period ended Mar 31, 2025. Filed May 7, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed May 7, 2025

BRBS$3.990.0%Stored close · as of Nov 6, 2026

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Notes to Consolidated Financial Statements

Notes to Consolidated Financial Statements (Unaudited)

Note 1 – Organization and Basis of Presentation

Blue Ridge Bankshares, Inc. (the “Company”) conducts its business activities primarily through its wholly-owned subsidiary bank, Blue Ridge Bank, National Association (the “Bank”) and its wealth and trust management subsidiary, BRB Financial Group, Inc. (the “Financial Group”). The Company exists primarily for the purposes of holding the stock of its subsidiaries, the Bank and the Financial Group.

The accompanying unaudited consolidated financial statements of the Company include the accounts of the Bank and the Financial Group and were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and general practices within the banking industry. All significant intercompany balances and transactions have been eliminated in consolidation. These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”).

The Company's significant accounting policies are disclosed in Note 2 of the audited financial statements for the year ended December 31, 2024 included in the 2024 Form 10-K. There have been no significant changes to the application of significant accounting policies since December 31, 2024.

Certain amounts presented in the consolidated financial statements of prior periods have been reclassified to conform to current year presentations. The reclassifications had no effect on net income, net income per share, total assets, total liabilities, or stockholders’ equity as previously reported.

Sale of Mortgage Division

On March 19, 2025 the Company announced the sale of its mortgage division operating as Monarch Mortgage to an unrelated third-party mortgage company. The sale, which was completed on March 27, 2025, included the transfer of certain assets and leases, resulted in a $0.2 million loss, reported in other noni nterest income.

This transaction did not meet the criteria for classification as a discontinued operation under Accounting Standards Codification ("ASC") 205-20, Presentation of Financial Statements – Discontinued Operations, and is therefore reported within continuing operations as of and for all periods stated herein.

Private Placements

In the second quarter of 2024, the Company closed private placements in which it issued and sold shares of its common and preferred stock for gross proceeds of $161.6 million (collectively, the "Private Placements"). At a special meeting of shareholders held June 20, 2024, the Company’s shareholders approved the Private Placements and an amendment to the Company's articles of incorporation authorizing the issuance of additional shares of common stock, thus enabling the conversion of the preferred shares issued in the Private Placements into shares of the Company’s common stock. On June 28, 2024 and November 7, 2024, all outstanding shares of the Company’s Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B and Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series C (together the “preferred stock”), were converted or exchanged for shares of the Company’s common stock. Capital proceeds received, net of issuance costs, from the Private Placements totaled $152.1 million.

The Private Placements also included the issuance of warrants to purchase common stock and the preferred stock. Warrants for the preferred stock converted to warrants for common stock upon the conversion or exchange of the preferred stock to common stock.

The table below presents information pertaining to warrants to purchase the Company’s common stock as of and for the period stated.

Warrants with an Exercise Price of $2.50 per ShareWarrants with an Exercise Price of $2.36 per ShareTotal Warrants Outstanding
Balance at beginning of period29,027,9992,424,00031,451,999
Warrants exercised during the period(2,762,000)—(2,762,000)
Balance at end of period26,265,9992,424,00028,689,999
Remaining exercise term (years)4.014.20

Regulatory Matters

The Bank entered into a consent order with the Office of the Comptroller of the Currency (the "OCC") on January 24, 2024 (the "Consent Order"), which generally incorporates the provisions of the formal written agreement (the "Written Agreement") entered into between the Bank and the OCC on August 29, 2022, as well as adding new provisions. The Written Agreement principally concerned the Bank’s fintech operations and required the Bank to continue enhancing its controls for assessing and managing the third-party, Bank Secrecy Act/Anti-Money Laundering, and information technology risks stemming from its fintech partnerships. The Consent Order adds time frames by which certain of the directives are required, requires the Bank to submit a strategic plan and a capital plan, and places further restrictions on the Company’s fintech operations. The Consent Order also requires the Bank to maintain a leverage ratio of 10.0% and a total capital ratio of 13.0%, referred to as minimum capital ratios. As of March 31, 2025 and December 31, 2024, the Bank’s capital ratios exceeded these minimum capital ratios. The Company believes it has made significant progress towards meeting the requirements of the Consent Order. Complete copies of the Written Agreement and the Consent Order are included as Exhibits 10.9 and 10.10, respectively, to the 2024 Form 10-K.

Recent Accounting Pronouncements (Issued But Not Adopted)

Improvements to Income Tax Disclosures. In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") No. 2023-09–Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. This standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The ASU requires prospective application by providing the revised disclosures for the period ending December 31, 2025, and continuing to provide the pre-ASU disclosures for the prior periods, or alternately applying the amendments retrospectively by providing the revised disclosures for all periods presented. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements, but it will result in expanded income tax-related disclosures beginning with its 2025 Form 10-K.

Note 2 – Investment Securities and Other Investments

Investment securities classified as available for sale ("AFS") are carried at fair value in the consolidated balance sheets. The following tables present amortized cost, fair values, and gross unrealized gains and losses of investment securities AFS as of the dates stated.

(Dollars in thousands)AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValue
Available for sale
Mortgage backed securities$208,094$64$(32,850)$175,308
U.S. Treasury and agencies79,081—(8,465)70,616
State and municipal50,073—(6,372)43,701
Corporate bonds38,4647(2,695)35,776
Total investment securities$375,712$71$(50,382)$325,401
(Dollars in thousands)AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValue
Available for sale
Mortgage backed securities$199,453$—$(35,015)$164,438
U.S. Treasury and agencies79,430—(9,975)69,455
State and municipal50,233—(7,296)42,937
Corporate bonds38,453—(3,248)35,205
Total investment securities$367,569$—$(55,534)$312,035

As of March 31, 2025 and December 31, 2024, securities with a fair value of $174.5 million and $268.9 million, respectively, were pledged to secure the Bank’s borrowings facility with the Federal Home Loan Bank of Atlanta ("FHLB").

As of March 31, 2025 and December 31, 2024, securities with fair values of $0 and $16.3 million, respectively, were pledged to secure borrowing capacity through the Federal Reserve Bank of Richmond ("FRB") Discount Window, of which there wereno outstanding advances as of either date.

The following table presents the amortized cost and fair value of securities available for sale by contractual maturity as of the date stated. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

(Dollars in thousands)AmortizedCostFair Value
Due in one year or less$601$602
Due after one year through five years55,27951,887
Due after five years through ten years113,467100,194
Due after ten years206,365172,718
Total$375,712$325,401

The following tables present fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, as of the dates stated. Thereference point for determining when securities are in an unrealized loss position is period-end; therefore, it is possible that a security's market value exceeded its amortized cost on other days during the past twelve-month period. Excluded from thetables below were securities whose amortized cost equaled their fair value or were in an unrealized gain position as of the dates stated totaling$15.9 million and $1.1 million, as of March 31, 2025 and December 31, 2024, respectively.

Less than 12 Months · 12 Months or Greater · Total
(Dollars in thousands)Number of SecuritiesFairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
Mortgage backed securities84$11,008$(53)$151,569$(32,797)$162,577$(32,850)
U.S. Treasury and agencies29——70,615(8,465)70,615(8,465)
State and municipal691,686(10)41,430(6,362)43,116(6,372)
Corporate bonds401,756(2)31,434(2,693)33,190(2,695)
Total222$14,450$(65)$295,048$(50,317)$309,498$(50,382)
Less than 12 Months · 12 Months or Greater · Total
(Dollars in thousands)Number of SecuritiesFairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
Mortgage backed securities85$11,637$(107)$152,802$(34,908)$164,439$(35,015)
U.S. Treasury and agencies29——69,453(9,975)69,453(9,975)
State and municipal702,040(42)40,531(7,254)42,571(7,296)
Corporate bonds423,803(21)30,653(3,227)34,456(3,248)
Total226$17,480$(170)$293,439$(55,364)$310,919$(55,534)

At March 31, 2025 and December 31, 2024, the majority of securities in an unrealized loss position were of investment grade; however, a portion of the portfolio does not have a third-party investment grade available (securities with fair values of $27.9 million and $29.3 million, respectively). These securities were primarily subordinated debt instruments issued by bank holding companies and are classified as corporate bonds in the tables above. The Company evaluated the issuers of these individually, observing that each issuer had strong capital ratios and profitability, thereby indicating limited exposure to asset quality or liquidity issues and resulted in no identifiable credit losses. Contractual cash flows for mortgage backed securities and U.S. Treasury and agencies are guaranteed and/or funded by the U.S. government and government agencies. State and municipal securities showed no indication that the contractual cash flows would not be received when due. The Company does not intend to sell, nor does it believe that it will be required to sell, any of its impaired securities prior to the recovery of the amortized cost. As of March 31, 2025 and December 31, 2024, there was no allowance for credit losses ("ACL") for the Company's securities AFS portfolio. Any impairment that has not been recorded through an ACL is recognized in accumulated other comprehensive income (loss).

Restricted equity investments consisted of stock in the FHLB (carrying value of $9.1 million and $9.4 million as of March 31, 2025 and December 31, 2024, respectively), FRB stock (carrying value of $9.2 million and$9.4 millionat March 31, 2025 and December 31, 2024, respectively), and stock in the Company’s correspondent bank (carrying value of $468 thousandat both March 31, 2025 and December 31, 2024). Restricted equity investments are carried at cost.

The Company has various other equity investments, including an investment in a fintech company and limited partnerships, totaling $4.7 million and$4.8 million as of March 31, 2025 and December 31, 2024, respectively.

The Company also holds other investments, primarily in early-stage focused investment funds, which totaled $20.4 million and $19.4 million as of March 31, 2025 and December 31, 2024, respectively, andare reported in other investments on the consolidated balance sheets.

Note 3 – Loans and ACL

The following table presents the amortized cost of loans held for investment as of the dates stated.

(Dollars in thousands)March 31, 2025December 31, 2024
Commercial and industrial$340,099$354,904
Real estate – construction, commercial103,006114,491
Real estate – construction, residential53,49851,807
Real estate – commercial834,223847,842
Real estate – residential683,946692,253
Real estate – farmland4,7485,520
Consumer39,76143,938
Gross loans held for investment2,059,2812,110,755
Deferred costs, net of loan fees4291,042
Total$2,059,710$2,111,797

The Company has pledged certain commercial and residential mortgage loans as collateral for borrowings with the FHLB. Loans totaling $772.4 million and $797.7 million were pledged with the FHLB as of March 31, 2025 and December 31, 2024, respectively. Additionally, the Company has pledged certain construction, and commercial and industrial loans totaling $68.5 million and $91.6 million as of March 31, 2025 and December 31, 2024, respectively, as collateral for borrowings with the FRB Discount Window.

The following tables present the aging of the recorded investment of loans held for investment by loan category as of the dates stated.

(Dollars in thousands)CurrentLoans30-59DaysPast Due60-89DaysPast DueGreater than90 Days PastDue &AccruingNonaccrualTotalLoans
Commercial and industrial$325,702$1,456$874$2,316$9,751$340,099
Real estate – construction, commercial102,788———218103,006
Real estate – construction, residential53,498————53,498
Real estate – commercial826,2793,651119—4,174834,223
Real estate – residential664,68511,252519707,420683,946
Real estate – farmland4,748————4,748
Consumer37,74888919222271039,761
Deferred costs, net of loan fees429————429
Total$2,015,877$17,248$1,704$2,608$22,273$2,059,710
(Dollars in thousands)CurrentLoans30-59DaysPast Due60-89DaysPast DueGreater than90 Days PastDue &AccruingNonaccrualTotalLoans
Commercial and industrial$339,893$1,335$1,232$2,259$10,185$354,904
Real estate – construction, commercial114,238—33—220114,491
Real estate – construction, residential51,807————51,807
Real estate – commercial842,982625——4,235847,842
Real estate – residential680,4063,874476—7,497692,253
Real estate – farmland5,520————5,520
Consumer41,2951,29630022782043,938
Deferred costs, net of loan fees1,042————1,042
Total$2,077,183$7,130$2,041$2,486$22,957$2,111,797

The following tables present the recorded investment of nonaccrual loans held for investment with and without an ACL by loan category as of the dates stated.

(Dollars in thousands)Nonaccrual Loans with No ACLNonaccrual Loans with an ACLTotal Nonaccrual Loans
Commercial and industrial$—$9,751$9,751
Real estate – construction, commercial—218218
Real estate – commercial—4,1744,174
Real estate – residential1,0526,3687,420
Consumer—710710
Total$1,052$21,221$22,273
(Dollars in thousands)Nonaccrual Loans with No ACLNonaccrual Loans with an ACLTotal Nonaccrual Loans
Commercial and industrial$778$9,407$10,185
Real estate – construction, commercial—220220
Real estate – commercial—4,2354,235
Real estate – residential1,6695,8287,497
Consumer—820820
Total$2,447$20,510$22,957

The Company recognized $118 thousand and $65 thousand of interest income on nonaccrual loans during thethree months ended March 31, 2025 and 2024, respectively.

The following table presents accrued interest receivable by loan type reversed from interest income associated with loans held for investment that were placed on nonaccrual status for the periods stated.

For the three months ended March 31,
(Dollars in thousands)20252024
Commercial and industrial$70$57
Real estate – construction, commercial—25
Real estate – commercial451
Real estate – residential3610
Consumer75
Total$117$148

Credit Quality Indicators

The Company segments loans held for investment into risk categories based on relevant information about the expected ability of borrowers to repay debt, such as current financial information, historical payment performance, experience, collateral adequacy, credit documentation, and current economic trends, among other factors. Management assigns loan risk grades by a numerical system as an indication of credit quality of its portfolio of loans held for investment. The Company uses the following definitions for loan risk ratings and periodically evaluates the appropriateness of these ratings across its loan portfolio. Independent third-party loan reviews are performed periodically on the Company's loan portfolio and such reviews validate management's determination of loan risk grades. Bank regulatory agencies also periodically review the Company's loan portfolio, including loan risk grades and may, on occasion, change a grade based on their judgment of the facts at the time of review.

Risk Grade 1 – Strong: This grade is for the strongest of loans. These loans are extended to individuals or businesses where the probability of default is extremely low to the Bank and secured with liquid collateral where the loss given default is unlikely because of the source of repayment such as a lien on a deposit account held at the Bank. Character, credit history, and ability of individuals or company principals are excellent. High liquidity, minimum risk, strong ratios, and low servicing cost are present.

Risk Grade 2 – Minimal: This grade is for loans deemed exceptionally strong. These loans are within established guidelines and where the borrowers have documented significant overall financial strength with consistent and predictable cash flows. These loans have excellent sources of repayment, significant balance sheet liquidity, no significant identifiable risk of collection, and conform in all respects to policy, underwriting standards, and federal and state regulations (no exceptions of any kind). In addition, guarantor support, when provided, is deemed as excellent.

Risk Grade 3 – Acceptable: This grade is for loans deemed strong. These loans have adequate sources of repayment, with a minimal identifiable risk of collection. Generally, loans assigned this risk grade will demonstrate the following characteristics: (1) conformity in all respects with policy, guidelines, underwriting standards, and federal and state regulations (no exceptions of any kind), (2) documented historical cash flow that meets or exceeds required minimum guidelines, or that can be supplemented with verifiable cash flow from other sources, and (3) adequate secondary sources to liquidate the debt. In addition, guarantor support, when provided, is deemed strong.

Risk Grade 4 – Satisfactory: This grade is for satisfactory loans containing more but deemed acceptable risk, and where the borrower is deemed as sound. These loans have adequate sources of repayment, with minimal identifiable risk of collection. Loans assigned with this risk grade will demonstrate the following characteristics: (1) general conformity to the Bank's underwriting requirements, with limited exceptions to policy, product, or underwriting guidelines, and all exceptions noted have documented mitigating factors that offset any additional risk associated with the exceptions noted, (2) documented historical cash flow that meets or exceeds required minimum guidelines, or that can be supplemented with verifiable cash flow from other sources, and (3) adequate secondary sources to liquidate the debt. In addition, guarantor support, when provided, is deemed as satisfactory.

Risk Grade 5 – Watch: This grade is for satisfactory loans containing acceptable but elevated risk. These loans are characterized by borrowers who exhibit signs of financial stress or are experiencing unstable or unfavorable change(s) adversely impacting the current or expected financial condition. The borrower's management is considered to be satisfactory; however, the collateral securing the loan may have decreased in value, the debt service coverage ratio is inconsistent or breakeven but mostly positive, and/or guarantor support, if any, is deemed limited or marginal. Loans classified as Watch warrant additional monitoring by management.

Risk Grade 6 – Special Mention: This grade is for loans that have potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the Bank's credit position potentially at a future date. Special Mention loans are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification. Special Mention credits typically do not conform to established guidelines and/or exceptions without mitigating factors, or have emerging weaknesses that may or may not be remedied with the passage of time.

Risk Grade 7 – Substandard: This grade is for loans inadequately protected by the current sound net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans classified as Substandard must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt; characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. The probability of default is highly likely and may have already occurred. Loans in this category are characterized by deterioration in quality exhibited by any number of well-defined weaknesses requiring corrective action. The weaknesses may include, but are not limited to: (1) current or expected unprofitable operations, (2) inadequate debt service coverage, (3) declining or inadequate liquidity, (4) improper loan structure, (5) questionable or weak repayment sources, and (6) lack of well-defined secondary repayment source. There is a distinct possibility of loss and the Bank will sustain loss if the deficiencies remain uncorrected.

Risk Grade 8 – Doubtful: Loans classified Doubtful have all the weaknesses inherent in loans classified Substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values highly questionable and improbable. However, these loans are not yet rated as loss because certain events may occur which would salvage the Bank's position, which can include, but not limited to (1) an injection of capital, (2) alternative financing, and (3) liquidation of assets or the pledging of additional collateral. Doubtful is a temporary grade, where the Bank expects a loss but is presently not quantified with any degree of accuracy. Once the loss position is determined, the amount is recorded and charged off against the ACL.

Risk Grade 9 – Loss: Loans classified Loss are deemed uncollectible and of such little value that continuance as assets held for investment is no longer warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer charging off the worthless loan, even though partial recovery may occur in the future. Probable loss amounts, either principal or interest, deemed uncollectible are charged off promptly against the ACL.

The following table presents the recorded investment of loans held for investment by internal loan risk grade by year of origination as of March 31, 2025. There were no loans classified as loss (risk grade 9) as of the same date. Also presented are current period gross charge-offs by loan type for the three months ended March 31, 2025.

Term Loans Recorded Investment Basis by Origination Year
(Dollars in thousands)20252024202320222021PriorRevolving LoansTotal
Commercial and industrial
Risk Grades 1 - 4$5,226$10,508$13,830$52,822$12,525$28,927$103,283$227,121
Risk Grades 5 - 6—39723,88038,7966,9396,20911,46087,681
Risk Grade 7—8613425,42113,0531,8111,80423,292
Risk Grade 8————2,005——2,005
Total5,22611,76638,05297,03934,52236,947116,547340,099
Current period gross charge-offs—23301,937—83502,123
Real estate – construction, commercial
Risk Grades 1 - 41806,3413,69446,4536,5939,64139973,301
Risk Grades 5 - 6——1,08618,0007149,584—29,384
Risk Grade 7——115—19187—321
Total1806,3414,89564,4537,32619,412399103,006
Current period gross charge-offs————————
Real estate – construction, residential
Risk Grades 1 - 44,91917,8297,5583,352—5573934,452
Risk Grades 5 - 686—215—18,278——18,579
Risk Grade 7———467———467
Total5,00517,8297,7733,81918,2785573953,498
Current period gross charge-offs————————
Real estate – commercial
Risk Grades 1 - 45,9244,66337,221217,275114,002259,12219,007657,214
Risk Grades 5 - 6—5323,39387,06810,37547,7824,383153,533
Risk Grade 7—1,560—10,1928,1902,1702522,137
Risk Grade 8————1,339——1,339
Total5,9246,75540,614314,535133,906309,07423,415834,223
Current period gross charge-offs—————63—63
Real estate – residential
Risk Grades 1 - 41,0162,19965,597225,464112,936198,55256,971662,735
Risk Grades 5 - 6—909—9982,1824,692988,879
Risk Grade 7141—1,1042,1651,7236,70249712,332
Total1,1573,10866,701228,627116,841209,94657,566683,946
Current period gross charge-offs—————16—16
Real estate – farmland
Risk Grades 1 - 4—146—9951,2252,0051484,519
Risk Grades 5 - 6——132—97——229
Total—1461329951,3222,0051484,748
Current period gross charge-offs————————
Consumer
Risk Grades 1 - 49655,06315,3467,6831,3141,1026,68038,153
Risk Grades 5 - 6—1011732947629—673
Risk Grade 7—5625636118075—928
Risk Grade 8——7————7
Total9655,22015,7828,3381,5701,2066,68039,761
Current period gross charge-offs—3025522064—587
Total Loans
Risk Grades 1 - 4$18,230$46,749$143,246$554,044$248,595$499,404$187,227$1,697,495
Risk Grades 5 - 6861,93928,879145,15638,66168,29615,941298,958
Risk Grade 71412,4771,81718,60623,16510,9452,32659,477
Risk Grade 8——7—3,344——3,351
Total$18,457$51,165$173,949$717,806$313,765$578,645$205,494$2,059,281
Total current period gross charge-offs$—$325$85$2,157$6$166$50$2,789

The following table presents the recorded investment of loans held for investment by internal loan risk grade by year of origination as of December 31, 2024. There were no loans classified as loss (risk grade 9) as of the same date.

Term Loans Recorded Investment Basis by Origination Year
(Dollars in thousands)20242023202220212020PriorRevolving LoansTotal
Commercial and industrial
Risk Grades 1 - 4$13,883$13,559$64,530$14,600$17,405$15,760$98,867$238,604
Risk Grades 5 - 667224,43037,50310,2015,18397915,09294,060
Risk Grade 79442,2485,17310,4625621,2471,52122,157
Risk Grade 8———82—1—83
Total15,49940,237107,20635,34523,15017,987115,480354,904
Real estate – construction, commercial
Risk Grades 1 - 46,2196,27765,5607,7765,4054,79239996,428
Risk Grades 5 - 6—1,090—7,5674,7704,235—17,662
Risk Grade 7—116—24—261—401
Total6,2197,48365,56015,36710,1759,288399114,491
Real estate – construction, residential
Risk Grades 1 - 419,5748,8617,83713,971—5799051,290
Risk Grades 5 - 6193——————193
Risk Grade 7—169155————324
Total19,7679,0307,99213,971—5799051,807
Real estate – commercial
Risk Grades 1 - 44,74734,698245,563118,435142,211133,85621,323700,833
Risk Grades 5 - 65355,09264,6777,00214,60423,1044,184119,198
Risk Grade 71,565—9,97010,3802,9451,3552526,240
Risk Grade 8———1,379—192—1,571
Total6,84739,790320,210137,196159,760158,50725,532847,842
Real estate – residential
Risk Grades 1 - 42,81566,780225,159114,68264,548143,00253,498670,484
Risk Grades 5 - 6853—2,3031,2953182,378957,242
Risk Grade 7—7362,1532,1131,4545,8222,24914,527
Total3,66867,516229,615118,09066,320151,20255,842692,253
Real estate – farmland
Risk Grades 1 - 4147—9971,239—2,7531495,285
Risk Grades 5 - 6—135—100———235
Total1471359971,339—2,7531495,520
Consumer
Risk Grades 1 - 45,94417,2118,7161,6501,0344867,28342,324
Risk Grades 5 - 67413322599323—566
Risk Grade 7873303321846324281,048
Total6,10517,6749,2731,9331,1295137,31143,938
Total Loans
Risk Grades 1 - 4$53,329$147,386$618,362$272,353$230,603$300,706$182,509$1,805,248
Risk Grades 5 - 62,32730,880104,70826,26424,90730,69919,371239,156
Risk Grade 72,5963,59917,78323,1635,0248,7093,82364,697
Risk Grade 8———1,461—193—1,654
Total$58,252$181,865$740,853$323,241$260,534$340,307$205,703$2,110,755

The following tables present an analysis of the change in the ACL by loan segment for the periods stated.

(Dollars in thousands)Commercial and industrialReal estate – construction, commercialReal estate – construction, residentialReal estate – commercialReal estate – residentialReal estate – farmlandConsumerTotal
ACL, beginning of period$5,767$2,057$540$5,963$7,933$18$745$23,023
(Recovery of) provision for credit losses - loans(189)(65)12(240)253—229—
Charge-offs(2,123)——(63)(16)—(587)(2,789)
Recoveries2,271——3381—2822,892
Net recoveries (charge-offs)148——275(15)—(305)103
ACL, end of period$5,726$1,992$552$5,998$8,171$18$669$23,126
(Dollars in thousands)Commercial and industrialReal estate – construction, commercialReal estate – construction, residentialReal estate – commercialReal estate – residentialReal estate – farmlandConsumerTotal
ACL, beginning of period$13,787$4,024$1,094$9,929$6,286$15$758$35,893
Provision for (recovery of) credit losses - loans257(428)(175)(97)393401—
Charge-offs(1,957)—————(745)(2,702)
Recoveries1,532———13—2891,834
Net (charge-offs) recoveries(425)———13—(456)(868)
ACL, end of period$13,619$3,596$919$9,832$6,338$18$703$35,025

There were no material changes to the assumptions, loss factors (both quantitative and qualitative), or reasonable and supportable forecasts used in the estimation of the ACL and the provision for (recovery of) credit losses for loans held for investment as of and for the three months ended March 31, 2025.

Excluded from the ACL as of both March 31, 2025 and December 31, 2024 was $10.7 million of accrued interest attributable to loans held for investment, which is included in accrued interest receivable on the consolidated balance sheet.

The following table presents the amortized cost of collateral-dependent loans that are individually evaluated for credit losses as of the dates stated.

(Dollars in thousands)March 31, 2025December 31, 2024
Commercial and industrial$22,560$42,723
Real estate – construction, commercial115116
Real estate – commercial25,25026,994
Real estate – residential6,3019,586
Total collateral-dependent loans$54,226$79,419

Acquired Loans

As of March 31, 2025 and December 31, 2024, the amortized cost of purchased credit deteriorated ("PCD") loans totaled $39.5 million and $43.8 million, respectively, with an estimated ACL of $255 thousand and $262 thousand, respectively. The remaining non-credit discount on PCD loans was $2.8 million and $3.0 million as of March 31, 2025 and December 31, 2024, respectively.

Troubled Loan Modifications

The Company closely monitors the performance of borrowers experiencing financial difficulty and grants certain loan modifications it would otherwise not consider. The Company refers to such loan modifications as troubled loan modifications ("TLMs").

The following table presents the amortized cost of TLMs, categorized by loan type and type of concession granted, for the periods stated.

For the three months ended March 31,
20252024
(Dollars in thousands)Number of LoansRecorded Investment% of Recorded Investment to Gross Loans by CategoryNumber of LoansRecorded Investment% of Recorded Investment to Gross Loans by Category
Combined - term extension and deferral
Commercial and industrial1$2,0240.60%—$—0.00%
Total combined - term extension and deferral1$2,024—$—
Interest forgiveness
Real estate – residential1$1410.02%—$—0.00%
Total interest forgiveness1$141—$—
Total2$2,165—$—

For the three months ended March 31, 2025, the borrower of a commercial and industrial loan, which has been on nonaccrual status since the second quarter of 2024, was granted an 18-month term extension and principal deferral, extending the loan's maturity to a total of 72 months. Interest-only payments are due through the extended term, with a principal balloon payment due at the revised maturity date of June 2027. Also in the first quarter of 2025, three loans partially charged off in 2024 to a single borrower were refinanced into a single residential mortgage loan, which included the forgiveness of $40 thousand of accrued interest.

The following tables present an aging analysis of the amortized cost of TLMs as of the dates stated.

(Dollars in thousands)CurrentLoans30-89DaysPast DueGreater than90 Days PastDue &AccruingNonaccrualTotal
Commercial and industrial$734$—$—$4,513$5,247
Real estate – construction, residential154———154
Real estate – commercial1,764——2,9974,761
Real estate – residential192141—493826
Consumer loans———99
Total modified loans$2,844$141$—$8,012$10,997
(Dollars in thousands)CurrentLoans30-89DaysPast DueGreater than90 Days PastDue &AccruingNonaccrualTotal
Commercial and industrial$554$—$—$2,745$3,299
Real estate – construction, residential155———155
Real estate – commercial1,773——2,9994,772
Real estate – residential194——500694
Consumer loans———1010
Total modified loans$2,676$—$—$6,254$8,930

As of March 31, 2025 and December 31, 2024, there wereno unfunded commitments to borrowers with TLMs.

The following table presents the amortized cost of TLMs that were modified in the preceding twelve months and had a payment default during the periods stated.

For the three months ended March 31,
2025 · 2024
(Dollars in thousands) · Number of Loans · Amortized Cost · % of Amortized Cost to Gross Loans by Category · Number of Loans · Amortized Cost · % of Amortized Cost to Gross Loans by Category
Combined - term extension and deferral
Commercial and industrial—$—0.00%1$2,5480.52%
Total combined - term extension and deferral—$—1$2,548
Interest forgiveness
Real estate – residential1$1410.02%—$—0.00%
Total interest forgiveness1$141—$—
Payment deferral 6-9 months
Real estate – residential1$4930.07%1$5650.08%
Consumer190.02%——0.00%
Total payment deferral2$5021$565
Total3$6432$3,113

As of March 31, 2025, five residential mortgage loans with a total amortized cost of $755 thousand were in the process of foreclosure.

Note 4 – Borrowings

FHLB Borrowings

The Bank has a borrowing facility from the FHLB secured by pledged qualifying commercial and residential mortgage loans and securities. At March 31, 2025 and December 31, 2024, the secured facility totaled $588.5 million and $696.0 million, respectively, based on pledged collateral. The FHLB will lend up to 30% of the Bank’s total assets as of the prior quarter end, subject to certain eligibility requirements, including adequate collateral. The Bank had borrowings from the FHLB totaling $150.0 million at both March 31, 2025 and December 31, 2024. The FHLB borrowings required the Bank to hold $9.1 million and $9.4 million of FHLB stock at March 31, 2025 and December 31, 2024, respectively, which is included in restricted equity investments on the consolidated balance sheets.

At both March 31, 2025 and December 31, 2024, the Bank also had letters of credit outstanding with the FHLB in the amount of $51.2 million, of which $50.0 million was for the purpose of collateral for public deposits with the Treasury Board of the Commonwealth of Virginia as of the same dates. Outstanding letters of credit reduce the available balance of the borrowing facility with the FHLB. Available balances on the FHLB credit facility were $387.3 million and $494.9 million as of March 31, 2025 and December 31, 2024, respectively. The decline in the secured facility and the availability of the FHLB credit facility in the first quarter of 2025 primarily reflects the release of securities held as collateral.

The following table presents information regarding FHLB advances outstanding as of both March 31, 2025 and December 31, 2024.

(Dollars in thousands)BalanceOrigination DateStated Interest RateMaturity Date
Fixed rate credit$50,0003/15/20234.07%3/15/2027
Fixed rate credit50,0005/2/20233.87%5/3/2027
Fixed rate credit50,0005/4/20233.52%5/4/2028
Total FHLB borrowings$150,000

At March 31, 2025, 1-4 family residential loans, multi-family residential loans, and commercial real estate loans classified as held for investment with a lendable value of $422.8 million and securities with a lendable value of $165.7 million were pledged for the borrowing facility with the FHLB.

FRB Borrowings

The Company may obtain advances from the FRB through its Discount Window. Advances through the FRB Discount Window are secured by qualifying pledged construction and commercial and industrial loans, which had a lendable value of $68.5 million as of March 31, 2025. The Company had secured borrowing capacity through the FRB Discount Window of $68.5 million and $105.7 million as of March 31, 2025 and December 31, 2024, respectively, of which the Company hadno outstanding advances as of either date.

Other Borrowings

The Company had an unsecured line of credit with a correspondent bank available for overnight borrowing, which totaled$10.0 million as of both March 31, 2025 and December 31, 2024. This line bears interest at the prevailing rates for such loans and is cancelable any time by the correspondent bank. As of both March 31, 2025 and December 31, 2024, the Company had no outstanding advances on this secured line.

Subordinated Notes

The Company had $39.8 million of subordinated notes, net, outstanding as of both March 31, 2025 and December 31, 2024. The Company's subordinated notes are comprised of a $25 million issuance in October 2019 maturing October 15, 2029 (the “2029 Notes”) and a $15 million issuance in May 2020 maturing June 1, 2030 (the “2030 Note”).

The 2029 Notes bore interest at 5.625% per annum, through October 14, 2024, payable semi-annually in arrears. From October 15, 2024 through October 15, 2029, or up to an early redemption date, the interest rate resets quarterly to an interest rate per annum equal to the then current three-month Secured Overnight Funding Rate ("SOFR") plus 433.5 basis points, payable quarterly in arrears. As of March 31, 2025, the 2029 Notes bore an annual interest rate of 8.64%. As of March 31, 2025, the net carrying amount of the 2029 Notes was $25.0 million, inclusive of a $453 thousand purchase accounting adjustment (premium). For the three months ended March 31, 2025 and 2024, the effective interest rate on the 2029 Notes was 8.05% and 5.22%, respectively, inclusive of the amortization of the purchase accounting adjustment (premium).

The 2030 Note bears interest at the rate of 6.00% per annum until June 1, 2025, at which date the rate will reset quarterly, equal to the three-month SOFR determined on the date of the applicable interest period plus 587 basis points. Interest on the 2030 Note is payable semi-annually in arrears. As of March 31, 2025, the 2030 Note bore an annual interest rate of 6.00%. As of March 31, 2025, the netcarrying amount of the 2030 Note, including capitalized, unamortized debt issuance costs, was $14.8 million. For the three months ended March 31, 2025 and 2024, the effective interest rate on the 2030 Note was 6.31% and 6.32%, respectively.

Note 5 – Fair Value

The fair value of a financial instrument is the current amount that would be exchanged between willing parties in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for the Company’s various financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques.

The three levels of input that may be used to measure fair value are as follows:

Level 1 –Valuation is based on quoted prices in active markets for identical assets and liabilities.
Level 2 –Valuation is based on observable inputs including quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets and liabilities in less active markets, and model-based valuation techniques for which significant assumptions can be derived primarily from or corroborated by observable data in the market.
Level 3 –Valuation is based on model-based techniques that use one or more significant inputs or assumptions that are unobservable in the market.

The following tables present the balances of financial assets measured at fair value on a recurring basis as of the dates stated.

(Dollars in thousands)TotalLevel 1Level 2Level 3
Securities available for sale
Mortgage backed securities$175,308$—$175,308$—
U.S. Treasury and agencies70,616—70,616—
State and municipals43,701—43,701—
Corporate bonds35,776—35,026750
Total securities available for sale$325,401$—$324,651$750
Other assets
Mortgage servicing rights assets$388$—$—$388
Rabbi trust assets586586——
Mortgage derivative asset278—278—
Interest rate swap asset73—73—
Other liabilities
Mortgage derivative liability$4$—$4$—
Interest rate swap liability73—73—
(Dollars in thousands)TotalLevel 1Level 2Level 3
Securities available for sale
Mortgage backed securities$164,438$—$164,438$—
U.S. Treasury and agencies69,455—69,455—
State and municipals42,937—42,937—
Corporate bonds35,205—34,455750
Total securities available for sale$312,035$—$311,285$750
Other assets
Mortgage servicing rights assets$386$—$—$386
Rabbi trust assets600600——
Mortgage derivative asset140—140—
Interest rate swap asset95—95—
Other liabilities
Interest rate swap liability$95$—$95$—

As of both March 31, 2025 and December 31, 2024, two corporate bonds totaling $750 thousand were reported at their respective amortized cost basis and as Level 3 assets in the fair value hierarchy, as there were no observable market prices for similar investments.

The following tables summarize assets that were measured at fair value on a nonrecurring basis as of the dates stated.

(Dollars in thousands)TotalLevel 1Level 2Level 3
Other equity investments$4,698$—$1,692$3,006
Collateral-dependent loans6,586——6,586
Loans held for sale23,624—23,624—
Other real estate owned ("OREO") (1)279——279
(1) Included in other assets on the consolidated balance sheets.
(Dollars in thousands)TotalLevel 1Level 2Level 3
Other equity investments$4,834$—$1,828$3,006
Collateral-dependent loans6,954——6,954
Loans held for sale30,976—30,976—
OREO (1)279——279
(1) Included in other assets on the consolidated balance sheets.

The following tables present quantitative information about Level 3 fair value measurements of assets measured on a nonrecurring basis as of the dates stated.

(Dollars in thousands)Balance as of March 31, 2025Unobservable InputRange
Other equity investments
Probability weighted expected return technique$3,006Discount Rate20%
Collateral-dependent loans
Discounted appraised value technique6,586Selling Costs5% - 10%
OREO (1)
Discounted sales price technique279Selling Costs7%
(1) Included in other assets on the consolidated balance sheets.
(Dollars in thousands)Balance as of December 31, 2024Unobservable InputRange
Other equity investments
Probability weighted expected return technique$3,006Discount Rate20%
Collateral-dependent loans
Discounted appraised value technique6,954Selling Costs7% - 15%
OREO (1)
Discounted sales price technique279Selling Costs7%
(1) Included in other assets on the consolidated balance sheets.

The following tables present the estimated fair values, related carrying amounts, and valuation level of the financial instruments as of the dates stated.

Fair Value Measurements
(Dollars in thousands)Carrying ValueFair ValueLevel 1Level 2Level 3
Financial Assets
Cash and due from banks$170,466$170,466$170,466$—$—
Restricted cash2,1672,1672,167——
Federal funds sold1,7251,7251,725——
Securities available for sale325,401325,401—324,651750
Restricted equity investments18,79718,797—18,797—
Other equity investments4,6984,698—1,6923,006
Other investments20,38120,381——20,381
Loans held for sale23,62423,624—23,624—
Loans held for investment, net2,036,5841,958,679——1,958,679
Accrued interest receivable12,70012,700—12,700—
Bank owned life insurance879879—879—
MSR assets388388——388
Financial Liabilities
Noninterest-bearing demand$452,590$452,590$452,590$—$—
Interest-bearing demand and money market632,983632,983—632,983—
Savings103,622103,622—103,622—
Time940,282942,108——942,108
FHLB borrowings150,000151,371—151,371—
Subordinated notes, net39,77338,847——38,847
Fair Value Measurements
(Dollars in thousands)Carrying ValueFair ValueLevel 1Level 2Level 3
Financial Assets
Cash and due from banks$173,533$173,533$173,533$—$—
Restricted cash2,4592,4592,459——
Federal funds sold838838838——
Securities available for sale312,035312,035—311,285750
Restricted equity investments19,27519,275—19,275—
Other equity investments4,8344,834—1,8283,006
Other investments19,40519,405——19,405
Loans held for sale30,97630,976—30,976—
Loans held for investment, net2,088,7741,998,668——1,998,668
Accrued interest receivable12,53712,537—12,537—
Bank owned life insurance1,0831,083—1,083—
MSR assets386386——386
Financial Liabilities
Noninterest-bearing demand$452,690$452,690$452,690$—$—
Interest-bearing demand and money market598,875598,875—598,875—
Savings100,857100,857—100,857—
Time1,027,0201,029,199——1,029,199
FHLB borrowings150,000152,782—152,782—
Subordinated notes, net39,78938,765——38,765

Note 6 – Minimum Regulatory Capital Requirements

Banks and bank holding companies are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, financial institutions must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. A financial institution's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Pursuant to the final rules implementing the Basel Committee on Banking Supervision's capital guidelines for U.S. banks, banks must hold a capital conservation buffer of 2.50% above the adequately capitalized risk-based capital ratios for all ratios, except the tier 1 leverage ratio. If a banking organization dips into its capital conservation buffer, it is subject to limitations on certain activities, including payment of dividends, share repurchases, and discretionary compensation to certain officers. Federal and state banking regulations place certain restrictions on dividends paid by the Company. The total amount of dividends that may be paid at any date is generally limited to retained earnings of the Company.

Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized; although, these terms are not used to represent overall financial condition. If undercapitalized, capital distributions are limited, as is asset growth and expansion, and capital restoration plans are required.

In addition to the foregoing capital requirements, the Bank is subject to minimum capital ratios set forth in the Consent Order that are higher than those required for capital adequacy purposes generally. The Bank is required tomaintain a leverage ratio of 10.00% and a total capital ratio of 13.00%. As of March 31, 2025 and December 31, 2024, the Bank met these minimum capital ratios. Until the Consent Order has been lifted, the Bank is deemed to be less than well capitalized, thus adequately capitalized.

The Company adopted ASC 326, Financial Instruments - Credit Losses (referred to herein as "current expected credit losses" or "CECL") effective January 1, 2023. Federal and state banking regulations allow financial institutions to irrevocably elect to phase-in the after-tax cumulative effect adjustment to retained earnings (the "CECL Transitional Amount") over a three-year period. The three-year phase-in of the CECL Transitional Amount to regulatory capital was 25% and 50% in 2023 and 2024, respectively, and is 25% in 2025. The Bank made this irrevocable election effective with its first quarter 2023 call report.

The following tables present the capital ratios to which banks are subject to be adequately and well capitalized, as well as the capital and capital ratios for the Bank as of the dates stated. Adequately capitalized ratios include the conservation buffer, if applicable. The following table also includes the capital adequacy ratios to which bank holding companies are subject. Also presented are the minimum capital ratios set forth in the Consent Order for the Bank and the related capital amounts for both the leverage ratio and the total capital ratio. The CECL Transitional Amount was

$8.1 million, of which $6.1 million and $4.1 million reduced the regulatory capital amounts and capital ratios as of March 31, 2025 and December 31, 2024, respectively.

ActualFor Capital Adequacy PurposesTo Be Well CapitalizedMinimum Capital Ratios
(Dollars in thousands)AmountRatioAmountRatioAmountRatioAmountRatio
Total risk based capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$360,24417.93%$210,94310.50%$200,89810.00%$261,16713.00%
Blue Ridge Bankshares, Inc.$421,91320.83%$162,0488.00%n/an/an/an/a
Tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$339,06116.88%$170,7638.50%$160,7188.00%n/an/a
Blue Ridge Bankshares, Inc.$365,85718.06%$121,5366.00%n/an/an/an/a
Common equity tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$339,06116.88%$140,6287.00%$130,5836.50%n/an/a
Blue Ridge Bankshares, Inc.$365,85718.06%$91,1524.50%n/an/an/an/a
Tier 1 leverage (to average assets)
Blue Ridge Bank, N.A.$339,06112.33%$110,0134.00%$137,5175.00%$275,03310.00%
Blue Ridge Bankshares, Inc.$365,85713.23%$110,6414.00%n/an/an/an/a
ActualFor Capital Adequacy PurposesTo Be Well CapitalizedMinimum Capital Ratios
(Dollars in thousands)AmountRatioAmountRatioAmountRatioAmountRatio
Total risk based capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$358,84817.26%$218,26010.50%$207,86610.00%$270,22613.00%
Blue Ridge Bankshares, Inc.$414,28419.79%$167,4448.00%n/an/an/an/a
Tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$340,38616.38%$176,6878.50%$166,2938.00%n/an/a
Blue Ridge Bankshares, Inc.$360,93317.24%$125,5836.00%n/an/an/an/a
Common equity tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$340,38616.38%$145,5077.00%$135,1136.50%n/an/a
Blue Ridge Bankshares, Inc.$360,93317.24%$94,1874.50%n/an/an/an/a
Tier 1 leverage (to average assets)
Blue Ridge Bank, N.A.$340,38611.80%$115,3644.00%$144,2045.00%$288,40910.00%
Blue Ridge Bankshares, Inc.$360,93312.43%$116,1694.00%n/an/an/an/a

Note 7 – Commitments and Contingencies

In the ordinary course of operations, the Company offers various financial products to its customers to meet their credit and liquidity needs. These instruments involve elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets. The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instruments for commitments to extend credit and stand-by letters of credit written is represented by the contractual amount of these instruments. The Company uses the same credit policies in making commitments and conditional commitments as it does for on-balance sheet commitments.

Subject to its normal credit standards and risk monitoring procedures, the Company makes contractual commitments to extend credit. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. Since many of the commitments may expire without being completely drawn upon, the total commitment amounts do not necessarily represent future cash requirements. As of March 31, 2025 and December 31, 2024, the Company had outstanding loan commitments of $274.3 million and $283.2 million, respectively. Of these amounts, $110.6 million and $108.4 million were unconditionally cancelable at the sole discretion of the Company as of the same respective dates.

Conditional commitments are issued by the Company in the form of financial stand-by letters of credit, which guarantee payment to the underlying beneficiary (i.e., third party) if the customer fails to meet its designated financial obligation. As of March 31, 2025 and December 31, 2024, commitments under outstanding financial stand-by letters of credit totaled $11.3 million and $12.5 million, respectively. The credit risk of issuing stand-by letters of credit can be greater than the risk involved in extending loans to customers.

For the three months ended March 31, 2025 and March 31, 2024, the Company recorded a recovery of credit losses for unfunded commitments of $0 and $1.0 million, respectively, and which for the prior year period was primarily attributable to lower balances of loan commitments. The reserve for unfunded commitments, which isincluded in other liabilities on the consolidated balance sheets, was $0.9 millionas of both March 31, 2025 and December 31, 2024.

As part of the sale of substantially all of its mortgage servicing rights assets ("MSR") portfolio during 2024, the Company recorded a reserve for estimated putbacks, transition costs, and unearned sales proceeds. The putbacks relate to industry-standard items, including prepayments or early delinquencies of the underlying mortgages, all of which are subject to term limits per the respective sales agreements. The reserve for unearned sales proceeds relates to the Company providing certain documentation to the buyers. As of March 31, 2025 and December 31, 2024, the reserve was $1.7 million and $1.8 million, respectively, and was included in other liabilities on the consolidated balance sheet.

The Company has investments in various partnerships and limited liability companies. Pursuant to these investments, the Company commits to an investment amount that may be fulfilled in future periods. At March 31, 2025, the Company had future commitments outstanding totaling $6.2 million related to these investments.

Note 8 – Earnings Per Share

The following table shows the calculation of basic and diluted earnings per share ("EPS") and the weighted average number of shares outstanding used in computing EPS and the effect on the weighted average number of shares outstanding of dilutive potential common stock for the periods stated. For thethree months ended March 31, 2025 and 2024, all outstanding stock options, performance-based stock awards ("PSAs"), and warrants relating to the Company’s common stock were considered anti-dilutive, as applicable, and excluded from the computation of diluted EPS, due to the net loss in the respective periods.

For the three months ended March 31,
(Dollars in thousands, except per share data)20252024
Net loss$(434)$(2,893)
Weighted average common shares outstanding, basic86,003,22619,178,332
Effect of dilutive securities——
Weighted average common shares outstanding, dilutive86,003,22619,178,332
Basic and diluted loss per common share$(0.01)$(0.15)

Note 9– Segment Reporting

The CODM evaluates each of the Company's segments based on net income (loss), using segment financial information compiled utilizingthe accounting policies listed in Note 2 of the 2024 Form 10-K. The profitability of the segment helps the CODM evaluate staffing levels, assess available cash for allocation to projects and resources, and make informed decisions on whether the segment's activities should be modified to align with the Company’s overall near- and long-term strategies.

Until March 2025, the Company operated through three reportable business segments: commercial banking, mortgage banking, and holding company activities. The commercial banking business segment makes loans to and generates deposits from individuals and businesses, while offering a wide array of general financial services to its customers. The mortgage banking segment, which operated as Monarch Mortgage and focused on residential mortgage origination and sales activities, was sold in March 2025; however, it is presented as a reportable segment for all periods statedfor comparative purposes. Activities at the holding company or parent level are primarily associated with investments, borrowings, and certain noninterest expenses.

Information about reportable segments, and reconciliation of such information to the consolidated financial statements follows, as of the dates and periods stated.

(Dollars in thousands)Commercial BankingMortgage BankingParent OnlyEliminationsBlue RidgeBankshares,Inc.Consolidated
NET INTEREST INCOME
Interest income$35,224$126$—$—$35,350
Interest expense15,58440736—16,360
Net interest income19,64086(736)—18,990
NONINTEREST INCOME
Fair value adjustments of other equity investments——(73)—(73)
Residential mortgage banking income306650——956
Mortgage servicing rights—2——2
Other2,283——(96)2,187
Total noninterest income2,589652(73)(96)3,072
NONINTEREST EXPENSE
Salaries and employee benefits11,5421,068——12,610
Occupancy and equipment1,33051——1,381
Technology and communication2,364420——2,784
Other5,638336298(96)6,176
Total noninterest expense20,8741,875298(96)22,951
Income (loss) before income tax expense1,355(1,137)(1,107)—(889)
Income tax expense (benefit)30(253)(232)—(455)
Net income (loss)$1,325$(884)$(875)$—$(434)
Total assets$2,642,160$26,528$379,167$(362,771)$2,685,084
(Dollars in thousands)Commercial BankingMortgage BankingParent OnlyEliminationsBlue RidgeBankshares,Inc.Consolidated
NET INTEREST INCOME
Interest income$42,199$332$—$—$42,531
Interest expense21,476146560—22,182
Net interest income20,723186(560)—20,349
Recovery of credit losses(1,000)———(1,000)
Net interest income after recovery for credit losses21,723186(560)—21,349
NONINTEREST INCOME
Fair value adjustments of other equity investments——(7)—(7)
Residential mortgage banking income—2,664——2,664
Mortgage servicing rights—729——729
Other4,484—17(99)4,402
Total noninterest income4,4843,39310(99)7,788
NONINTEREST EXPENSE
Salaries and employee benefits14,2011,844——16,045
Occupancy and equipment1,389135——1,524
Technology and communication1,960319——2,279
Regulatory remediation2,644———2,644
Other9,017758269(99)9,945
Total noninterest expense29,2113,056269(99)32,437
(Loss) income before income tax expense(3,004)523(819)—(3,300)
Income tax (benefit) expense(321)86(172)—(407)
Net (loss) income$(2,683)$437$(647)$—$(2,893)
Total assets$3,024,935$36,343$228,544$(213,635)$3,076,187

Included in other expenses are costs for legal and regulatory filings, audit fees, other contractual services, and other miscellaneous expenses.

The Company had no transactions with a single customer that in the aggregate resulted in revenues exceeding 10% of consolidated total revenues for thethree months ended March 31, 2025 and 2024.

Note 10 – Changes to Accumulated Other Comprehensive Income (Loss), net

The following tables present components of accumulated other comprehensive income (loss) for the periods stated.

(Dollars in thousands)Net Unrealized (Losses) Gains on Available for Sale SecuritiesTransfer of Securities Held to Maturity to Available For SaleAccumulated Other Comprehensive (Loss) Gain, net
Balance as of December 31, 2024$(42,887)$425$(42,462)
Change in net unrealized holding losses on securities available for sale, net of deferred tax expense of $1,4173,806—3,806
Balance as of March 31, 2025$(39,081)$425$(38,656)
(Dollars in thousands)Net Unrealized (Losses) Gains on Available for Sale SecuritiesTransfer of Securities Held to Maturity to Available For SaleAccumulated Other Comprehensive Loss, net
Balance as of December 31, 2023$(45,481)$425$(45,056)
Change in net unrealized holding losses on securities available for sale, net of deferred tax benefit of $372(2,558)—(2,558)
Balance as of March 31, 2024$(48,039)$425$(47,614)

Note 11 – Legal Matters

In the ordinary course of operations, the Company is party to legal proceedings. Based upon information currently available, management believes that such legal proceedings, in the aggregate and excluding those noted below, will not have a material adverse effect on the Company’s business, financial condition, results of operations, or cash flows.

On December 20, 2024, a former Deputy Bank Secrecy Act Officer and manager at the Bank filed suit against the Company and the Company’s and the Bank’s Chief Executive Officer, in the Circuit Court of the City of Richmond (Virginia) alleging that she was retaliated against and constructively discharged in violation of the Virginia Whistleblower Protection Act, Va. Code § 40.1-27.3, and Bowman v. State Bank of Keysville, 331 S.E.2d 797 (Va. 1985). On December 30, 2024, the Company removed the matter to the United States District Court for the Eastern District of Virginia, where it subsequently filed a motion to dismiss, which has since been fully briefed and is awaiting decision by the court. There is no specified time by which the court’s decision must be rendered. The Company believes the plaintiff’s claims are without merit and will defend itself vigorously in the matter. The case caption is Porter v. Blue Ridge Bankshares, Inc. (No. 3:24-cv-909 (E.D. Va.)).

On December 5, 2023, an alleged shareholder of the Company commenced a putative class action in the U.S. District Court for the Eastern District of New York (No. 1:23-cv-08944) (Russell Hunter v. Blue Ridge Bankshares, Inc., et al.) on behalf of himself and any persons or entities who purchased the publicly traded stock of the Company between February 3, 2023, and October 31, 2023, both dates inclusive (the “Action”). The complaint alleges violations of federal securities laws against the Company and certain of its current and former officers based on alleged material misstatements and omissions related to accounting judgments in the Company’s filings with the Securities and Exchange Commission. The complaint seeks certification of a class action, unspecified damages, and attorney’s fees. The putative class representative filed an amended complaint, and the Company filed a letter seeking permission to file a motion to dismiss. The parties engaged in non-binding mediation on December 5, 2024, during which the parties agreed in principle to settlement terms for $2.5 million. On February 4, 2025, the plaintiff filed an unopposed motion for preliminary approval of the proposed class action settlement, which, if granted, will settle the Action and any claims related to the Action or that could have been brought in the Action by the parties, the parties’ counsel, or settlement class members (the “Motion”). The Motion expressly disclaims any fault, liability, or wrongdoing on the part of the

Company. The Company’s outside legal counsel has effected service, pursuant to 28 U.S.C. § 1715, of the Motion and related court filings to the Company’s federal and state regulators as well as to Attorneys General for all U.S. states and territories. The court has not yet ruled on the Motion. The Company submitted an insurance claim for this amount, less a deductible that was expensed in 2024.

Note 12 – Subsequent Events

Subsequent to March 31, 2025, the Company provided a notice of redemption to the holder of the 2030 Note to redeem the note at its initial redemption date, June 1, 2025.

Subsequent to March 31, 2025, the Company granted PSAs totaling 3,400,000 shares of common stock to certain executive officers. The vesting of these awards is contingent upon the Company achieving specified profitability thresholds over three one-year performance measurement periods.

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