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BLUE RIDGE BANKSHARES, INC.

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

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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.

Sep 30, 2026 · Filed Nov 5, 2026

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, 2025 (the “2025 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, 2025 included in the 2025 Form 10-K. There have been no significant changes to the application of significant accounting policies since December 31, 2025.

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.

Pending Merger with HomeTrust Bancshares, Inc.

On August 16, 2026, the Company, HomeTrust Bancshares, Inc. ("HomeTrust"), a Maryland corporation, and Kinloch Merger Sub, Inc., a Virginia corporation and wholly owned subsidiary of HomeTrust ("Merger Sub"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), which was jointly announced on August 17, 2026. Pursuant to the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the "Merger"), with the Company continuing as the surviving corporation, and immediately following the Merger, the Company will merge with and into HomeTrust, with HomeTrust continuing as the surviving corporation, and then the Bank will merge with and into HomeTrust Bank, the wholly owned bank subsidiary of HomeTrust, with HomeTrust Bank as the surviving bank.

Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger, each share of the Company's common stock issued and outstanding will be converted into the right to receive 0.086 of a share of HomeTrust common stock, plus cash in lieu of any fractional shares.

In connection with the Merger Agreement, the Company offered holders of outstanding warrants to purchase the Company’s common stock (the “Warrants”) the opportunity to enter into warrant conversion agreements that provide for the automatic cashless exercise of the Warrants immediately prior to the effective time of the Merger, with the resulting shares of the Company’s common stock converted into the right to receive the merger consideration. As of September 30, 2026, holders of Warrants to purchase an aggregate of 11,356,000 shares of the Company's common stock, representing approximately 47% of outstanding Warrants, had executed warrant conversion agreements. Outstanding Warrants not subject to warrant conversion agreements will be assumed by HomeTrust at the effective time of the Merger in accordance with their terms.

Based on the number of shares of the Company's common stock outstanding and reserved for issuance and the number of shares underlying Warrants subject to warrant conversion agreements, HomeTrust expects to issue approximately 8,314,956 shares of HomeTrust common stock to the Company's shareholders in the Merger. Following completion of the Merger, former shareholders of the Company are expected to own approximately 35% of HomeTrust's outstanding common stock, with existing HomeTrust stockholders owning approximately 65%.

The Merger Agreement contains customary representations, warranties, covenants and closing conditions, including receipt of required regulatory approvals, approval of the Merger Agreement by the Company's shareholders and approval of the issuance of HomeTrust common stock in connection with the Merger by HomeTrust's stockholders. The Merger Agreement also provides for a termination fee of $18.0 million payable by either party under certain specified circumstances.

Subject to receipt of required approvals and satisfaction of other closing conditions, the Merger is anticipated to close in the first quarter of 2027.

Special Cash Dividend and Warrants

On March 30, 2026, the Company announced a special cash dividend of $0.60 per share of the Company's common stock totaling approximately $54.1 million, of which $53.2 million was paid on April 27, 2026 to shareholders of record as of the close of business on April 13, 2026.

On March 30, 2026, the Company announced that the holders of outstanding Warrants representing a majority of shares of common stock underlying such Warrants approved an amendment and restatement of the Warrants (the "Warrant Amendment"). Pursuant to the Warrant Amendment, in connection with certain cash distributions to holders of the Company's common stock while the Warrants are outstanding, the per share exercise price of each Warrant is reduced by the per share dividend amount in lieu of cash distributions to Warrant holders, including the special cash dividends of $0.25 per share paid in November 2025 and $0.60 per share paid in April 2026. As a result, the previously accrued $6.1 million (for dividends to be paid upon exercise of the Warrants) was reversed in the first quarter of 2026, and, upon execution of the amended and restated Warrants, the strike price of the Warrants reduces to $1.65 per common share.

The table below presents information pertaining to the Warrants as of and for the periods stated.

Warrants Issued April 3, 2024Warrants Issued June 13, 2024Total Warrants
Balance, December 31, 202521,895,9992,424,00024,319,999
Warrants exercised———
Balance, March 31, 202621,895,9992,424,00024,319,999
Warrants exercised(204,000)—(204,000)
Balance, June 30, 202621,691,9992,424,00024,115,999
Warrants exercised———
Balance, September 30, 202621,691,9992,424,00024,115,999
Remaining exercise term (years) as of September 30, 20262.512.70
Warrants Issued April 3, 2024Warrants Issued June 13, 2024Total Warrants
Balance, December 31, 202429,027,9992,424,00031,451,999
Warrants exercised(2,762,000)—(2,762,000)
Balance, March 31, 202526,265,9992,424,00028,689,999
Warrants exercised(1,016,000)—(1,016,000)
Balance, June 30, 202525,249,9992,424,00027,673,999
Warrants exercised(125,000)—(125,000)
Balance, September 30, 202525,124,9992,424,00027,548,999

Recent Accounting Pronouncements (Issued But Not Adopted)

Improvements to Expense Disaggregation Disclosures. In January 2025, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) No. 2025-01–Income Statement–Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which amended the effective date of ASU No. 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. The purpose of this ASU is to improve disclosures about a company's expenses and address requests from investors for more detailed information about the types of expenses (including employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements but will result in expanded income statement expense disaggregation disclosures beginning with its financial statements for the year ending December 31, 2027.

No other recent accounting pronouncements issued but not yet effective were deemed to have a material impact on the Company's consolidated financial statements.

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. The Company hadno investment securities classified as held to maturity as of September 30, 2026 or December 31, 2025.

(Dollars in thousands)AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValue
Available for sale
Mortgage backed securities$200,133$9$(31,768)$168,374
U.S. Treasury and agencies70,688—(7,169)63,519
State and municipal47,219—(6,112)41,107
Corporate bonds26,669239(1,265)25,643
Total investment securities$344,709$248$(46,314)$298,643
(Dollars in thousands)AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValue
Available for sale
Mortgage backed securities$212,436$314$(27,663)$185,087
U.S. Treasury and agencies78,828—(6,290)72,538
State and municipal49,2122(4,730)44,484
Corporate bonds32,702102(1,985)30,819
Total investment securities$373,178$418$(40,668)$332,928

As of September 30, 2026 and December 31, 2025, securities with a fair value of $150.0 million and $174.3 million, respectively, were pledged as collateral for the Bank’s borrowing facility with the Federal Home Loan Bank of Atlanta ("FHLB").

The following table presents the amortized cost and fair value of investment securities AFS by contractual maturity as of the date stated. Expected maturities may differ from contractual maturities because underlying 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$10,213$10,072
Due after one year through five years62,55757,513
Due after five years through ten years91,08180,294
Due after ten years180,858150,764
Total$344,709$298,643

The following tables present fair values 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 totaling$10.9 million and $42.4 million as of September 30, 2026 and December 31, 2025, respectively.

Less than 12 Months · 12 Months or Greater · Total
(Dollars in thousands)Number of SecuritiesFairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
Mortgage backed securities104$32,616$(1,046)$132,509$(30,722)$165,125$(31,768)
U.S. Treasury and agencies27——63,519(7,169)63,519(7,169)
State and municipal644,062(127)36,764(5,985)40,826(6,112)
Corporate bonds211,981(20)16,253(1,245)18,234(1,265)
Total216$38,659$(1,193)$249,045$(45,121)$287,704$(46,314)
Less than 12 Months · 12 Months or Greater · Total
(Dollars in thousands)Number of SecuritiesFairValueUnrealizedLossesFairValueUnrealizedLossesFairValueUnrealizedLosses
Mortgage backed securities80$5,889$(16)$145,498$(27,647)$151,387$(27,663)
U.S. Treasury and agencies29——72,538(6,290)72,538(6,290)
State and municipal57679(2)39,908(4,728)40,587(4,730)
Corporate bonds311,743(159)24,249(1,826)25,992(1,985)
Total197$8,311$(177)$282,193$(40,491)$290,504$(40,668)

At September 30, 2026 and December 31, 2025, 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 $16.5 millionand $23.5 million, respectively). These securities were primarily subordinated notes issued by bank holding companies that 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 identified no 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 September 30, 2026 and December 31, 2025, 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 $13.0 million and $9.1 million as of September 30, 2026 and December 31, 2025, respectively), Federal Reserve Bank of Richmond (“FRB”) stock (carrying value of $7.4 million and$9.4 million as of September 30, 2026 and December 31, 2025, respectively), and stock in the Company’s correspondent bank (carrying value of$0.5 million at both September 30, 2026 and December 31, 2025). Restricted equity investments are carried at cost.

The Company has various other equity investments, including an investment in a financial technology company and limited partnerships, totaling$5.0 million and $4.9 million as of September 30, 2026 and December 31, 2025, respectively.

The Company also holds other investments, primarily in early-stage investment funds, which totaled $14.9 million and $20.8 million as of September 30, 2026 and December 31, 2025, respectively, and are reported in other investments on the consolidated balance sheets. During the second quarter of 2026, the Company recognized a$0.6 million loss upon the liquidation of an investment made in 2022. The loss reflects the difference between the investment’s carrying value and the distribution received upon the final liquidation of the investment during the third quarter of 2026. As of September 30, 2026 and December 31, 2025, the carrying value of this investment was $0 and $6.3 million, respectively.

Note 3 – Loans, ACL, and OREO

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

(Dollars in thousands)September 30,2026December 31,2025
Commercial and industrial$270,476$282,745
Real estate – construction, commercial63,78051,738
Real estate – construction, residential28,47431,772
Real estate – commercial805,743824,721
Real estate – residential686,488636,743
Real estate – farmland4,2864,580
Consumer25,26032,213
Gross loans held for investment1,884,5071,864,512
Deferred costs, net of loan fees2,0891,205
Total$1,886,596$1,865,717

The Company has pledged certain commercial and residential mortgage loans as collateral for the Bank's borrowing facility with the FHLB. Loans totaling $658.2 million and $695.1 million were pledged with the FHLB as of September 30, 2026 and December 31, 2025, respectively. Additionally, the Company has pledged certain construction and commercial and industrial loans totaling $56.1 million and $109.3 million as of September 30, 2026 and December 31, 2025, respectively, as collateral for the Bank's borrowing facility 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$260,148$663$610$1,085$7,970$270,476
Real estate – construction, commercial63,51811272—7863,780
Real estate – construction, residential28,474————28,474
Real estate – commercial801,652753——3,338805,743
Real estate – residential671,2188083,2272,3478,888686,488
Real estate – farmland4,286————4,286
Consumer23,042717247861,16825,260
Deferred costs, net of loan fees2,089————2,089
Total$1,854,427$3,053$4,156$3,518$21,442$1,886,596
(Dollars in thousands)CurrentLoans30-59DaysPast Due60-89DaysPast DueGreater than90 Days PastDue &AccruingNonaccrualTotalLoans
Commercial and industrial$272,719$1,099$780$1,508$6,639$282,745
Real estate – construction, commercial51,3976243—23651,738
Real estate – construction, residential31,772————31,772
Real estate – commercial819,02149——5,651824,721
Real estate – residential616,9439,8401,0061,5757,379636,743
Real estate – farmland4,580————4,580
Consumer30,1221,0262907570032,213
Deferred costs, net of loan fees1,205————1,205
Total$1,827,759$12,076$2,119$3,158$20,605$1,865,717

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$3,290$4,680$7,970
Real estate – construction, commercial—7878
Real estate – commercial2,4359033,338
Real estate – residential3,2415,6478,888
Consumer—1,1681,168
Total$8,966$12,476$21,442
(Dollars in thousands)Nonaccrual Loans with No ACLNonaccrual Loans with an ACLTotal Nonaccrual Loans
Commercial and industrial$1,774$4,865$6,639
Real estate – construction, commercial—236236
Real estate – commercial5,634175,651
Real estate – residential1,6025,7777,379
Consumer—700700
Total$9,010$11,595$20,605

The Company recognized$77 thousand and $367 thousand of interest income on nonaccrual loans during the three and nine months ended September 30, 2026, respectively, compared to $289 thousand and $437 thousand for the same respective periods in 2025.

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 September 30,For the nine months ended September 30,
(Dollars in thousands)2026202520262025
Commercial and industrial$44$28$67$86
Real estate – construction, commercial——1—
Real estate – commercial—273029
Real estate – residential—3540102
Consumer172314
Total$45$97$161$231

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. 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 may 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 are 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 September 30, 2026. There were no loans classified as doubtful or loss (risk grades 8 or 9) as of the same date. Also presented are current period gross charge-offs by loan type for the nine months ended September 30, 2026. Of the $4.7 million of gross charge-offs of revolving loans presented for the nine-month period, $4.5 million were attributable to business and consumer credit cards originated through a partnership with a third-party company. The third-party provides limited credit loss protection to the Bank, and upon receipt, credits for losses are reported as recoveries, which were $4.5 million for thenine months ended September 30, 2026. Since the inception of this partnership in early 2023, the Bank has not experienced a credit loss from this arrangement.

Term Loans Recorded Investment Basis by Origination Year
(Dollars in thousands)20262025202420232022PriorRevolving LoansTotal
Commercial and industrial
Risk Grades 1 - 4$35,474$22,056$4,666$8,793$41,137$27,389$78,662$218,177
Risk Grades 5 - 64,2881,1423,46669015,9056,6914,99837,180
Risk Grade 7——4857433,28310,23737115,119
Total39,76223,1988,61710,22660,32544,31784,031270,476
Current period gross charge-offs———15910,1945864,21315,152
Real estate – construction, commercial
Risk Grades 1 - 422,47521,3342,3271,9993,8494,5492856,561
Risk Grades 5 - 6739413——415,969—7,162
Risk Grade 7—————57—57
Total23,21421,7472,3271,9993,89010,5752863,780
Current period gross charge-offs————————
Real estate – construction, residential
Risk Grades 1 - 412,90114,0248879675——27,983
Risk Grades 5 - 6————179——179
Risk Grade 7————312——312
Total12,90114,02488796566——28,474
Current period gross charge-offs—————15—15
Real estate – commercial
Risk Grades 1 - 435,46575,3302,67921,388193,873264,63215,668609,035
Risk Grades 5 - 61,5493,024—3,68493,35964,2163,741169,573
Risk Grade 7—2,7091,542—14,3298,37418127,135
Total37,01481,0634,22125,072301,561337,22219,590805,743
Current period gross charge-offs————38266—304
Real estate – residential
Risk Grades 1 - 4103,1776,4863,53361,135190,545262,52334,670662,069
Risk Grades 5 - 6—5061,1922632,2366,16226910,628
Risk Grade 7—558—1,0775,3646,40338913,791
Total103,1777,5504,72562,475198,145275,08835,328686,488
Current period gross charge-offs—————8089169
Real estate – farmland
Risk Grades 1 - 4——139—9552,7961344,024
Risk Grades 5 - 6—60—114—88—262
Total—601391149552,8841344,286
Current period gross charge-offs————————
Consumer
Risk Grades 1 - 43,4953,4142,2106,4712,5613844,59723,132
Risk Grades 5 - 6313616540533033—1,000
Risk Grade 72518198325459103—1,128
Total3,5513,4682,5737,2013,3505204,59725,260
Current period gross charge-offs194257111110325396925
Total Loans
Risk Grades 1 - 4$212,987$142,644$16,441$99,882$432,995$562,273$133,759$1,600,981
Risk Grades 5 - 66,6075,1814,8235,156112,05083,1599,008225,984
Risk Grade 7253,2852,2252,14523,74725,17494157,542
Total$219,619$151,110$23,489$107,183$568,792$670,606$143,708$1,884,507
Total current period gross charge-offs$194$25$71$270$10,335$972$4,698$16,565

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, 2025. 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)20252024202320222021PriorRevolving LoansTotal
Commercial and industrial
Risk Grades 1 - 4$20,395$9,213$9,941$47,850$16,375$20,845$91,849$216,468
Risk Grades 5 - 67624081,25720,1102,8173,9442,46531,763
Risk Grade 7—98688816,67112,3951,5021,68234,124
Risk Grade 8—————390—390
Total21,15710,60712,08684,63131,58726,68195,996282,745
Real estate – construction, commercial
Risk Grades 1 - 422,1475,1862,0994,0013,1393,4176240,051
Risk Grades 5 - 6657——4367710,094—11,471
Risk Grade 7————5211—216
Total22,8045,1862,0994,0443,82113,7226251,738
Real estate – construction, residential
Risk Grades 1 - 422,6095,258495759348—28,578
Risk Grades 5 - 6338——2,544———2,882
Risk Grade 7———312———312
Total22,9475,2584952,9319348—31,772
Real estate – commercial
Risk Grades 1 - 475,9004,50029,768209,573101,178190,43517,057628,411
Risk Grades 5 - 6830—5,03279,83431,47247,8243,777168,769
Risk Grade 7—1,555—17,7932,5195,674—27,541
Total76,7306,05534,800307,200135,169243,93320,834824,721
Real estate – residential
Risk Grades 1 - 44,3822,70565,443204,911104,375181,36251,559614,737
Risk Grades 5 - 68388312669281,3804,9143989,555
Risk Grade 7561—1,0993,6761,2075,35455412,451
Total5,7813,53666,808209,515106,962191,63052,511636,743
Real estate – farmland
Risk Grades 1 - 4—142—9871,1861,8211664,302
Risk Grades 5 - 662—123—93——278
Total621421239871,2791,8211664,580
Consumer
Risk Grades 1 - 44,6204,34310,4304,9606204115,29330,677
Risk Grades 5 - 6—1381903264818—720
Risk Grade 7—11724131011038—816
Total4,6204,59810,8615,5967784675,29332,213
Total Loans
Risk Grades 1 - 4$150,053$31,347$118,176$472,357$226,966$398,339$165,986$1,563,224
Risk Grades 5 - 63,4871,3776,868103,78536,48766,7946,640225,438
Risk Grade 75612,6582,22838,76216,23612,7792,23675,460
Risk Grade 8—————390—390
Total$154,101$35,382$127,272$614,904$279,689$478,302$174,862$1,864,512

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$7,172$830$239$6,022$7,194$11$571$22,039
Provision for (recovery of) credit losses - loans7,9451923019(310)—1248,000
Charge-offs(11,296)———(38)—(292)(11,626)
Recoveries1,154———2—1541,310
Net charge-offs(10,142)———(36)—(138)(10,316)
ACL, end of period$4,975$1,022$269$6,041$6,848$11$557$19,723
(Dollars in thousands)Commercial and industrialReal estate – construction, commercialReal estate – construction, residentialReal estate – commercialReal estate – residentialReal estate – farmlandConsumerTotal
ACL, beginning of period$5,846$1,272$398$5,879$8,001$15$563$21,974
(Recovery of) provision for credit losses - loans(2,594)(135)(8)314(304)(1)928(1,800)
Charge-offs(1,781)——(374)(92)—(1,035)(3,282)
Recoveries3,303——38222—483,611
Net recoveries (charge-offs)1,522——(336)130—(987)329
ACL, end of period$4,774$1,137$390$5,857$7,827$14$504$20,503
(Dollars in thousands) · Commercial and industrial · Real estate – construction, commercial · Real estate – construction, residential · Real estate – commercial · Real estate – residential · Real estate – farmland · Consumer · Total
ACL, beginning of period$4,337$678$264$5,959$7,655$14$537$19,444
Provision for (recovery of) credit losses - loans10,33834420345(672)(3)52810,900
Charge-offs(15,152)—(15)(304)(169)—(925)(16,565)
Recoveries5,452——41344175,944
Net charge-offs(9,700)—(15)(263)(135)—(508)(10,621)
ACL, end of period$4,975$1,022$269$6,041$6,848$11$557$19,723
(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(1,500)(920)(150)(45)(120)(4)239(2,500)
Charge-offs(7,026)——(437)(215)—(1,485)(9,163)
Recoveries7,533——376229—1,0059,143
Net recoveries (charge-offs)507——(61)14—(480)(20)
ACL, end of period$4,774$1,137$390$5,857$7,827$14$504$20,503

Subsequent to June 30, 2026, a commercial borrower, outside of the Bank's primary market, with outstanding out-of-market loans totaling $11.4 million reported that it had ceased operations. Based on this information, the loans were placed on nonaccrual status as of June 30, 2026, and a specific reserve of $2.9 million was established as of that date. In October 2026, additional information regarding the borrower and underlying collateral resulted in an additional provision for credit losses of $7.0 million for the three months ended September 30, 2026 and the charge-off of $9.9 million of loan principal against the total specific reserve as of September 30, 2026.

Effective January 1, 2026, the Bank's ACL policy was amended to remove the requirement that special mention loans over $1.0 million be individually evaluated; as a result, six loans totaling $33.9 million were moved to collective evaluation as of the date of the policy change. These loans had no reserves prior to the policy change, however when collectively evaluated in the first quarter of 2026, resulted in approximately $0.3 million of ACL. Other than the preceding change to the Bank's ACL policy in the first quarter of 2026, 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 provision for credit losses for loans held for investment as of and for the three and nine months ended September 30, 2026.

Excluded from the estimation of the ACL as of September 30, 2026 and December 31, 2025 were $8.9 million and $9.1 million, respectively, of accrued interest attributable to loans held for investment, which is included in accrued interest receivable on the consolidated balance sheets.

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

(Dollars in thousands)September 30, 2026December 31, 2025
Commercial and industrial$10,513$32,719
Real estate – commercial9,18338,940
Real estate – residential4,8345,567
Total collateral-dependent loans$24,530$77,226

The decline in collateral-dependent loans since December 31, 2025 was primarily attributable to the aforementioned change to the Bank's ACL policy effective January 1, 2026. Also contributing to the decline was a $9.9 million charge-off of the aforementioned out-of-market loans on September 30, 2026.

Acquired Loans

As of September 30, 2026 and December 31, 2025, the amortized cost of purchased credit deteriorated ("PCD") loans totaled $25.1 million and $29.8 million, respectively, with an estimated ACL of $0.2 millionas of both dates. The remaining non-credit discount on PCD loans was $1.5 million and $2.0 million as of September 30, 2026 and December 31, 2025, 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 loans designated as TLMs, categorized by loan type and type of concession granted, for the periods stated.

For the three months ended September 30,
20262025
(Dollars in thousands)Number of LoansAmortized Cost% of Amortized Cost to Gross Loans by CategoryNumber of LoansAmortized Cost% of Amortized Cost to Gross Loans by Category
Term extension
Real estate – commercial—$—0.00%3$4720.06%
Real estate – residential——0.00%1510.01%
Total term extension—$—4$523
Total—$—4$523
For the nine months ended September 30,
20262025
(Dollars in thousands)Number of LoansAmortized Cost% of Amortized Cost to Gross Loans by CategoryNumber of LoansAmortized Cost% of Amortized Cost to Gross Loans by Category
Interest forgiven
Real estate – residential—$—0.00%1$1390.02%
Total interest forgiven—$—1$139
Term extension
Commercial and industrial—$—0.00%1$1,9400.70%
Real estate – commercial——0.00%34720.06%
Real estate – residential——0.00%1510.01%
Total term extension—$—5$2,463
Payment deferral
Real estate – residential2$1,4930.22%—$—0.00%
Total payment deferral2$1,493—$—
Total2$1,4936$2,602

The following tables present additional information including the financial effects of TLMs as of and for the periods stated. The Company reported no TLMs as of and for the three months ended September 30, 2026.

(Dollars in thousands)Weighted Average Term Extension (Months)Weighted Average Payment DeferralWeighted Average Interest Forgiven
Real estate – commercial13$—$—
Real estate – residential15——
(Dollars in thousands)Weighted Average Term Extension (Months)Weighted Average Payment DeferralWeighted Average Interest Forgiven
Real estate – residential—$50$—
(Dollars in thousands)Weighted Average Term Extension (Months)Weighted Average Payment DeferralWeighted Average Interest Forgiven
Commercial and industrial20$—$—
Real estate – commercial13——
Real estate – residential15—45

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

(Dollars in thousands)CurrentLoans30-89DaysPast DueGreater than90 Days PastDue &AccruingNonaccrualTotal
Commercial and industrial$799$—$—$2,278$3,077
Real estate – commercial486———486
Real estate – residential225—2411,8662,332
Consumer———22
Total modified loans$1,510$—$241$4,146$5,897
(Dollars in thousands)CurrentLoans30-89DaysPast DueGreater than90 Days PastDue &AccruingNonaccrualTotal
Commercial and industrial$2,270$—$—$2,310$4,580
Real estate – commercial501———501
Real estate – residential236——627863
Consumer———66
Total modified loans$3,007$—$—$2,943$5,950

As of September 30, 2026 and December 31, 2025, there wereno unfunded commitments to borrowers with TLMs.

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

As of and for the nine months ended September 30,
20262025
(Dollars in thousands)Number of LoansAmortized Cost% of Amortized Cost to Gross Loans by CategoryNumber of LoansAmortized Cost% of Amortized Cost to Gross Loans by Category
Interest forgiveness—$—0.00%1$1390.02%
Real estate – residential——0.00%——0.00%
Total interest forgiveness—$—1$139
Term extension
Real estate – commercial3$4560.06%—$—0.00%
Real estate – residential1490.01%——0.00%
Total term extension4$505—$—
Payment deferral
Real estate – residential2$1,4930.22%—$—0.00%
Total payment deferral2$1,493—$—
Total6$1,9981$139

OREO

As of September 30, 2026 and December 31, 2025, OREO included a property with a carrying value of $1.4 million that served as collateral for a government guaranteed loan. The guaranteed portion of the loan (90%) is owned by the U.S. Small Business Administration ("SBA"), and the Company is obligated to remit to the SBA its share of the liquidation proceeds upon the sale of the property. Accordingly, the Company recorded a $1.2 million liability, reported in other liabilities on the Company's consolidated balance sheets as of both September 30, 2026 and December 31, 2025, representing the SBA's contractual interest in the expected proceeds from the sale of the property.

As of September 30, 2026, six residential mortgage loans with a total amortized cost of $2.4 million were in the process of foreclosure.

Note 4 – Borrowings

FHLB Borrowings

The Bank had borrowings from the FHLB totaling $236.0 million and $150.0 million at September 30, 2026 and December 31, 2025, respectively. The FHLB borrowings required the Bank to hold $13.0 million and $9.1 million of FHLB stock at September 30, 2026 and December 31, 2025, respectively, which is included in restricted equity investments on the consolidated balance sheets.

At September 30, 2026 and December 31, 2025, the Bank also had letters of credit outstanding with the FHLB in the amounts of $70.1 million and $51.2 million, respectively, of which $70.0 million and $50.0 million, respectively, were for the purpose of collateral for public deposits with the Treasury Board of the Commonwealth of Virginia as of the same respective dates. Outstanding letters of credit reduce the available balance of the borrowing facility with the FHLB.

At September 30, 2026, 1-4 family residential loans, multi-family residential loans, and commercial real estate loans classified as held for investment with a lendable value of $378.3 million and securities with a lendable value of $142.5 million were pledged for the borrowing facility with the FHLB.

At September 30, 2026 and December 31, 2025, the secured facility totaled $520.8 million and $565.5 million, respectively, based on pledged collateral. Available balances on the FHLB credit facility were $214.7 million and $364.4 million as of September 30, 2026 and December 31, 2025, respectively.

The following table presents information regarding FHLB borrowings outstanding as of the dates stated.

(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
Daily rate credit86,0007/13/20264.13%5/18/2027
Total FHLB borrowings$236,000
(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

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. The Company had secured borrowing capacity with the FRB Discount Window, based on lendable value, of $43.4 million and $72.8 million as of September 30, 2026 and December 31, 2025, 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 September 30, 2026 and December 31, 2025. This line bears interest at the prevailing rates for such loans and is cancelable any time by the correspondent bank. As of both September 30, 2026 and December 31, 2025, the Company had no outstanding advances on this unsecured line.

Subordinated Notes

The Company had $0 and $14.7 million of subordinated notes, net, outstanding as of September 30, 2026 and December 31, 2025, respectively. Beginning in the third quarter of 2025, the Company's subordinated notes were comprised of a$25 million issuance in October 2019 maturing October 15, 2029 (the “2029 Notes”).

On July 15, 2025, the Company completed a $10.0 million partial redemption of the 2029 Notes, and on July 15, 2026, the Company redeemed the remainder of the 2029 Notes totaling $14.7 million. Upon the completion of this redemption, the Company hadno outstanding subordinated notes. Interest expense on the 2029 Notes was ($0.1) million and $0.3 million for thethree months ended September 30, 2026 and 2025, respectively, and $0.4 million and $1.3 million for the nine months ended September 30, 2026 and 2025, respectively. Upon the redemption of the remaining 2029 Notes in the third quarter of 2026, the Company recognized the remaining unamortized purchase accounting adjustment, which exceeded the coupon interest expense for the period and resulted in net negative interest expense.

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$168,374$—$168,374$—
U.S. Treasury and agencies63,519—63,519—
State and municipal41,107—41,107—
Corporate bonds25,643—25,143500
Total securities available for sale$298,643$—$298,143$500
Other assets
Rabbi trust assets$715$715$—$—
Interest rate swap asset1,580—1,580—
Other liabilities
Deferred compensation plan$715$715$—$—
Interest rate swap liability1,565—1,565—
(Dollars in thousands)TotalLevel 1Level 2Level 3
Securities available for sale
Mortgage backed securities$185,087$—$185,087$—
U.S. Treasury and agencies72,538—72,538—
State and municipal44,484—44,484—
Corporate bonds30,819—30,819—
Total securities available for sale$332,928$—$332,928$—
Other assets
Rabbi trust assets$682$682$—$—
Interest rate swap asset613—613—
Other liabilities
Deferred compensation plan$682$682$—$—
Interest rate swap liability654—654—

During the second quarter of 2026, one security was transferred from Level 2 to Level 3 due to the absence of observable market prices for a similar investment. As of September 30, 2026, the corporate bond, with an amortized cost of $0.5 million, was classified as a Level 3 asset in the fair value hierarchy. As of December 31, 2025, there were no securities reported as Level 3 assets in the fair value hierarchy.

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$5,018$—$2,012$3,006
Collateral-dependent loans1,055——1,055
OREO1,704——1,704
(Dollars in thousands)TotalLevel 1Level 2Level 3
Other equity investments$4,910$—$1,904$3,006
Collateral-dependent loans1,919——1,919
Loans held for sale14,769—14,769—
OREO1,683——1,683

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 September 30, 2026Unobservable InputRange
Other equity investments
Probability weighted expected return technique$3,006Discount Rate20%
Collateral-dependent loans
Discounted appraised value technique1,055Selling Costs5%
OREO
Discounted appraised value technique1,704Selling Costs4% - 7%
(Dollars in thousands)Balance as of December 31, 2025Unobservable InputRange
Other equity investments
Probability weighted expected return technique$3,006Discount Rate20%
Collateral-dependent loans
Discounted appraised value technique1,919Selling Costs5%
OREO
Discounted appraised value technique1,683Selling Costs7%

Fair values for collateral-dependent loans are generally based on third-party appraisals of the underlying collateral, adjusted for estimated selling costs and other factors considered appropriate by management. Such adjustments may include discount rates applied to the appraised fair value to reflect management’s estimate of the realizable value of the underlying collateral. These adjustments represent significant unobservable inputs and, accordingly, the resulting fair value measurements are classified within Level 3 of the fair value hierarchy.

The following tables present the estimated fair values, related carrying amounts, and valuation level of 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$59,995$59,995$59,995$—$—
Federal funds sold502502502——
Securities available for sale298,643298,643—298,143500
Restricted equity investments20,82020,820—20,820—
Other equity investments5,0185,018—2,0123,006
Other investments14,85914,859——14,859
Loans held for investment, net1,866,8731,821,941——1,821,941
Accrued interest receivable10,59710,597—10,597—
Financial Liabilities
Noninterest-bearing demand$388,158$388,158$388,158$—$—
Interest-bearing demand and money market611,683611,683—611,683—
Savings101,240101,240—101,240—
Time713,102711,722—711,722—
FHLB borrowings236,000237,665—237,665—
Fair Value Measurements
(Dollars in thousands)Carrying ValueFair ValueLevel 1Level 2Level 3
Financial Assets
Cash and due from banks$115,949$115,949$115,949$—$—
Federal funds sold1,8511,8511,851——
Securities available for sale332,928332,928—332,928—
Restricted equity investments19,01619,016—19,016—
Other equity investments4,9104,910—1,9043,006
Other investments20,78120,781——20,781
Loans held for sale14,76914,769—14,769—
Loans held for investment, net1,846,2731,786,730——1,786,730
Accrued interest receivable10,78710,787—10,787—
Financial Liabilities
Noninterest-bearing demand$398,541$398,541$398,541$—$—
Interest-bearing demand and money market612,648612,648—612,648—
Savings100,346100,346—100,346—
Time799,627802,308—802,308—
FHLB borrowings150,000150,116—150,116—
Subordinated notes, net14,71613,905——13,905

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 may place certain restrictions on dividends paid by 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.

The Company adopted Accounting Standards Codification 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%,50%, and 25% in 2023, 2024, and 2025, respectively. The Bank made this irrevocable election effective with its first quarter 2023 call report. The CECL Transitional Amount was $8.1 million and was fully phased in the first quarter of 2026 as a reduction to the regulatory capital amounts and ratios. The full $8.1 million reduction is reflected as of September 30, 2026, compared to a $6.1 million reduction as of December 31, 2025.

The following tables present the capital ratios to which the Bank is 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.

ActualFor Capital Adequacy PurposesTo Be Well Capitalized
(Dollars in thousands)AmountRatioAmountRatioAmountRatio
Total risk based capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$284,71815.96%$187,31410.50%$178,39510.00%
Tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$263,32414.76%$151,6438.50%$142,7238.00%
Common equity tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$263,32414.76%$124,8837.00%$115,9626.50%
Tier 1 leverage (to average assets)
Blue Ridge Bank, N.A.$263,32411.25%$93,6264.00%$117,0335.00%
ActualFor Capital Adequacy PurposesTo Be Well Capitalized
(Dollars in thousands)AmountRatioAmountRatioAmountRatio
Total risk based capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$339,78419.16%$186,18810.50%$177,32210.00%
Tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$322,32018.18%$150,7248.50%$141,8588.00%
Common equity tier 1 capital (to risk-weighted assets)
Blue Ridge Bank, N.A.$322,32018.18%$124,1257.00%$115,2596.50%
Tier 1 leverage (to average assets)
Blue Ridge Bank, N.A.$322,32013.04%$98,8594.00%$123,5745.00%

The decline in the Bank's capital amounts and capital ratios from December 31, 2025 was primarily attributable to the special cash dividend declared on March 30, 2026.

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 September 30, 2026 and December 31, 2025, the Company had outstanding loan commitments of $326.2 million and $247.2 million, respectively. Of these amounts, $34.2 million and $35.2 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 September 30, 2026 and December 31, 2025, commitments under outstanding financial stand-by letters of credit totaled $9.2 million and $6.3 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 and nine months ended September 30, 2026, the Company recorded $0.5 million and $1.0 million, respectively, of provision for credit losses for unfunded commitmentsdue to an increase in committed but unfunded lines of credit to commercial construction borrowers. The reserve for unfunded commitments, which is included in other liabilities on the consolidated balance sheets, was $1.8 million and $0.8 million as of September 30, 2026 and December 31, 2025, respectively.

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 September 30, 2026 and December 31, 2025, the Company had future commitments outstanding totaling $4.3 million and $4.9 million, respectively, related to these investments.

Note 8 – Stock-Based Compensation

The Company has granted time-based restricted stock awards (“time-based RSAs”) to employees and directors, and performance-based restricted stock awards (“PSAs”) to employees, under equity incentive plans that have been approved by the Company's shareholders. Time-based RSAs are measured at grant-date fair value, based on the market price of the Company's common stock on the grant date, and the related compensation expense is recognized on a straight-line basis over the requisite service period, which is generally three years. Time-based RSAs carry voting rights and nonforfeitable rights to dividends. PSAs vest at the end of a specified performance period contingent upon the Company's achievement of financial performance goals. Compensation expense for PSAs is recognized over the performance period when achievement of the performance condition is considered probable, with periodic adjustments made as necessary. The performance goals for PSAs are generally based on a profitability measure for the Company, as established by the Company's board of directors or a committee thereof. PSAs carry voting rights and rights to dividends that are paid only if and when the PSAs vest.

Stock-based compensation expense for employees, reported as a component of salaries and employee benefits in the consolidated statements of operations, was $0.1 million and $0.8 million for thethree and nine months ended September 30, 2026, respectively, compared to $1.2 million and $3.5 million for the same comparative periods of 2025.

Stock-based compensation expense for directors, reported as a component of other noninterest expense in the consolidated statements of operations, was$0.1 million and $0.2 million for the three and nine months ended September 30, 2026, respectively, compared to $0 and $0.1 million for the same comparative periods of 2025.

Total unrecognized compensation expense related to time-based RSAs and PSAs as of September 30, 2026 totaled $1.6 million. The ultimate amount of expense recognized is dependent upon the achievement of performance goals, which are generally established for specific fiscal years.

The following table presents the activity in time-based RSAs and PSAs as of and for the periods stated.

Time-based RSAsPSAs
SharesWeighted Average Fair ValueSharesWeighted Average Fair Value
Shares unvested and outstanding, December 31, 2025469,920$3.443,453,259$3.62
Canceled (1)——(680,000)3.54
Granted79,8633.71680,0003.95
Vested (2)(195,778)3.95(566,668)3.54
Forfeited (3)(108,219)2.97(1,819,899)3.76
Shares unvested and outstanding, September 30, 2026245,786$3.331,066,692$3.72
(1) Canceled shares were the result of plan limitations and/or award design.
(2) Of vested shares, shares totaling 143,956 were withheld as payment of taxes for the nine months ended September 30, 2026.
(3) Unvested shares were forfeited upon separation of service or due to not meeting performance condition(s).

Note 9 – Earnings Per Share

The following table shows the calculation of basic and diluted earnings per share ("EPS"), the weighted average number of shares outstanding used in computing EPS, the effect on the weighted average number of shares outstanding of dilutive potential common stock for the periods stated, and the weighted average number of securities excluded from the computation of diluted EPS because their effects would have been anti-dilutive. As a result of the net loss reported for both the three and nine months ended September 30, 2026, all weighted average potentially dilutive securities have been excluded from the calculation of diluted EPS.

For the three months ended September 30,For the nine months ended September 30,
(Dollars in thousands, except per share data)2026202520262025
Net (loss) income$(4,164)$5,603$(4,623)$6,465
Weighted average common shares outstanding, basic88,620,93588,547,75088,487,00387,612,199
Potentially dilutive securities
PSAs—952,496—371,911
Warrants—9,883,833—8,605,612
Weighted average common shares outstanding, dilutive88,620,93599,384,07988,487,00396,589,722
Basic and diluted (loss) earnings per common share$(0.05)$0.06$(0.05)$0.07
Weighted average anti-dilutive securities excluded from diluted EPS
PSAs504,666—490,2621,613
Stock options18,05819,93318,39521,544
Warrants24,115,999—24,214,051—
Total weighted average anti-dilutive securities24,638,72319,93324,722,70823,157

Note 10– Segment Reporting

Until March 2025, the Company operated through three reportable business segments: bank and financial group (formerly referred to as commercial banking), holding company activities, and mortgage banking. The bank and financial group business segment originates loans to and generates deposits from individuals and businesses and offers a broad range of financial services to its customers. Holding company or parent level activities are primarily associated with investments, borrowings, and certain noninterest expenses. The mortgage banking segment was sold in March 2025. As a result of the disposition, the remaining business segments were aggregated and reported in total to the

Company's Chief Operating Decision Maker (the "CODM"). The CODM now evaluates performance on a Company-wide basis.

The CODM evaluates the Company's performance based on net income (loss) and other measures of profitability, in order to evaluate staffing levels and assess resources for allocation to projects, and makes informed decisions on whether the Company's activities should be modified to align with the Company’s overall near- and long-term strategies. The CODM is regularly provided with revenue and expense information at a level consistent with that disclosed in the Company's consolidated statements of operations.

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 October 19, 2026, a purported shareholder of the Company filed an individual lawsuit against the Company and members of the Company’s board of directors in the United States District Court for the Northern District of Illinois (Bosley v. Blue Ridge Bankshares, Inc. et al. No. 26-cv-12818) alleging, among other things, that the registration statement on Form S-4 filed by HomeTrust in connection with the Merger omits or misrepresents allegedly material information in violation of federal securities laws. This complaint seeks relief enjoining the vote on the Merger and the Merger Agreement, attorneys’ and experts’ fees, and other remedies. The Company believes the plaintiff’s claims are without merit.

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. On July 18, 2025, the court granted the Company’s motion to dismiss. The case caption in the district court is Porter v. Blue Ridge Bankshares, Inc. (No. 3:24-cv-909 (E.D. Va.)). On August 15, 2025, the plaintiff appealed the dismissal of her claims to the U.S. Court of Appeals for the Fourth Circuit, Case No. 25-1970, asserting various violations of law. On August 7, 2026, the U.S. Court of Appeals for the Fourth Circuit affirmed the dismissal of Porter’s claims at the District Court level and her time for further appeal has lapsed. Porter’s claims have been extinguished with prejudice.

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