Form 8-K

8-K — BLUE RIDGE BANKSHARES, INC.

Accession: 0001193125-26-173957

Filed: 2026-04-23

Period: 2026-04-23

CIK: 0000842717

SIC: 6022 (STATE COMMERCIAL BANKS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — brbs-20260423.htm (Primary)

EX-99.1 (brbs-ex99_1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: brbs-20260423.htm · Sequence: 1

8-K

0000842717false00008427172026-04-232026-04-23

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 23, 2026

BLUE RIDGE BANKSHARES, INC.

(Exact name of Registrant as Specified in Its Charter)

Virginia

001-39165

54-1838100

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

1801 Bayberry Court

Suite 101

Richmond, Virginia

23226

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 331-6521

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, no par value

BRBS

NYSE American LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On April 23, 2026, Blue Ridge Bankshares, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2026. A copy of the press release is being furnished as Exhibit 99.1 to this report and is incorporated by reference into this Item 2.02.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is being furnished pursuant to Item 2.02 above.

Exhibit No.

Description

99.1

Press release dated April 23, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BLUE RIDGE BANKSHARES, INC.

Date:

April 23, 2026

By:

/s/ Judy C. Gavant

Judy C. Gavant

Executive Vice President and

Chief Financial Officer

EX-99.1

Filename: brbs-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Blue Ridge Bankshares, Inc. Announces 2026 First Quarter Results

Special Cash Dividend of $0.60 per Common Share Declared in the Quarter

RICHMOND, VA, April 23, 2026 /PRNewswire/ -- Blue Ridge Bankshares, Inc. (the “Company”) (NYSE American: BRBS), the holding company of Blue Ridge Bank, National Association (“Blue Ridge Bank” or the “Bank”) and BRB Financial Group, Inc., today announced financial results for the quarter ended March 31, 2026.

For the quarter ended March 31, 2026, the Company reported net income of $0.8 million, or $0.01 per diluted common share, compared to net income of $4.2 million, or $0.04 per diluted common share, for the quarter ended December 31, 2025, and a net loss of $0.4 million, or ($0.01) per diluted common share, for the quarter ended March 31, 2025. Net income for the first quarter of 2026 included after-tax expenses of $1.3 million related to the transition of executive officers. Net income for the first quarter of 2026 when excluding these transition expenses was $2.1 million, or $0.02 per diluted common share. Additionally, net income for the first quarter of 2026 and fourth quarter of 2025 included after-tax benefit for recovery of credit losses of $0.5 million and $1.2 million, respectively.

"On behalf of our 281 Blue Ridge Bank employees, I am pleased to report a fourth consecutive profitable quarter on the strategic journey back to our community banking roots," commented Harry Golliday, interim president and chief executive officer. "As in the prior quarter, our results reflect the impact of separation, severance, and incentive-related expenses, as well as the ongoing reduction of non-strategic loans outside of our local banking footprint—actions that weighed on near-term results but enhance the core earnings power of the community banking franchise.

"We continue to execute on noninterest expense reduction initiatives to more closely align these expenses with our community banking model. Headcount, a major driver of our noninterest expense, has been reduced by 70, or 20%, since the end of the first quarter of 2025. Results of additional initiatives will be realized in the second half of 2026.

"This quarter was also our first full quarter of operations after release last November from the regulatory consent order. The improved regulatory standing and lower capital requirements provided flexibility for another special dividend declared on March 30. In addition, we have been able to turn even greater attention to sound growth initiatives and are pleased to see increasing loan and deposit pipelines."

Q1 2026 Highlights

(Comparisons for First Quarter 2026 are relative to Fourth Quarter 2025 unless otherwise noted.)

Net Income:

•

Net income for the quarter was $0.8 million, or $0.01 per diluted common share, compared to net income of $4.2 million, or $0.04 per diluted common share, for the prior quarter.

•

Income before income taxes of $1.1 million for the quarter included a $0.6 million pre-tax recovery of credit losses, $1.6 million in pre-tax executive officer transition expenses, and $1.0 million of pre-tax incentive-related expenses, while the prior quarter income before income taxes of $5.4 million included a $1.5 million pre-tax recovery of credit losses, $0.3 million in pre-tax incentive-related expenses, and $0.4 million of pre-tax income on the 2024 sale of mortgage servicing rights ("MSRs"). Incentive-related expenses in the fourth quarter of 2025 reflect reductions in expense for certain performance-based incentive plans.

Net Interest Income / Net Interest Margin:

•

Net interest income totaled $16.9 million and $18.1 million for the current and prior quarters, respectively. Total interest income decreased by $2.1 million in the quarter, primarily due to the decline in average balances of loans held for investment and loans held for sale, which collectively declined $50.5 million on a sequential quarter basis. Interest expense declined by $0.9 million for the quarter, largely driven by lower average balances of brokered deposits, which declined $37.0 million on a sequential quarter basis. Cost of deposits declined 13 basis points to 2.27% for the quarter, compared to 2.40% in the prior quarter, while net interest margin ("NIM") was 2.90% and 3.04% for the same respective periods.

Capital:

•

On March 30, 2026, the Company announced a special cash dividend of $0.60 per share of its common stock, totaling approximately $54.1 million, payable on April 27, 2026 to shareholders of record as of the close of business on April 13, 2026. Also on March 30, 2026, the Company announced an amendment and restatement of warrants issued in the Company's private placements of securities that closed during the second quarter of 2024 (the "Warrant Amendment"). Pursuant to the Warrant Amendment, at any time while the warrant is 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 paid in November 2025 and declared in March 2026. The Company had previously accrued $6.1 million for the fourth quarter 2025 dividend to be paid if and when the warrants are exercised. As a result of the Warrant Amendment, the $6.1 million accrual was reversed in the first quarter.

•

The ratio of tangible common stockholders’ equity to tangible total assets was 11.4%1, compared to 13.2%1 at the prior quarter end, while tangible book value per common share (“TBV”) was $3.111 compared to $3.651 as of the same respective dates. The decline in both

metrics was primarily driven by the special cash dividend declared in the quarter, partially offset by the aforementioned reversal of the fourth quarter 2025 dividend accrued for warrants.

•

At March 31, 2026, the Bank’s tier 1 leverage ratio, tier 1 risk-based capital ratio, common equity tier 1 capital ratio, and total risk-based capital ratio were 11.01%, 15.33%, 15.33%, and 16.47%, respectively, compared to 13.04%, 18.18%, 18.18%, and 19.16%, respectively, at the prior quarter end. Capital ratios for the Company at March 31, 2026 for tier 1 leverage ratio, tier 1 risk-based capital ratio, common equity tier 1 capital ratio, and total risk-based capital ratio were 12.13%, 16.87%, 16.87%, and 18.67%, respectively, compared to 13.81%, 19.22%, 19.22%, and 20.69%, respectively, at the prior quarter end. The decline in these ratios for both the Bank and the Company was primarily a result of the aforementioned special cash dividend in the quarter.

Noninterest Income / Noninterest Expense:

•

Noninterest income for the first quarter was $2.3 million compared to $2.7 million for the fourth quarter of 2025. Noninterest income in the prior quarter included $0.4 million of reserves released due to the receipt of additional sales proceeds that were contractually held back from the 2024 sales of MSRs and swap transaction fees of $0.3 million, partially offset by a $0.2 million impairment on a fintech-related investment. No such transactions occurred in the current quarter.

•

Noninterest expense for the first quarter was $18.7 million compared to $16.9 million for the prior quarter, an increase of $1.8 million. The increase was primarily due to higher salaries and employee benefits expense, driven primarily by executive officer transition ($1.6 million) and incentive-related ($0.7 million) expenses, partially offset by lower salaries and health insurance costs ($0.5 million).

•

Headcount as of March 31, 2026, was 281, compared to 302 at December 31, 2025, and 351 at March 31, 2025.

Income Tax:

•

Income tax expense for the current and prior quarter was $0.3 million and $1.1 million, respectively, with an effective income tax rate for the same respective periods of 24.9% and 21.2%. The higher effective income tax rate in the quarter was primarily driven by limitations on the tax deductibility of certain costs.

Balance Sheet:

•

Total assets decreased to $2.41 billion at quarter end from $2.43 billion at the prior quarter end, a reduction of $18.5 million, primarily driven by declines in loans held for investment of $31.8 million and loans held for sale of $14.8 million. Included in the reduction of loans held for investment in the quarter were payoffs and paydowns of approximately $24.1 million of out-of-market loans. The decline in loans held for sale reflects the Company's complete exit from its indirect fintech lending activities in the quarter.

•

Total deposits, when excluding brokered deposits, increased $13.4 million in the first quarter of 2026. Brokered deposit balances declined $31.5 million in the current quarter, as existing brokered time deposits were paid off upon maturity. The ratio of noninterest-bearing demand deposits to total deposits was 20.7% and 20.9% as of March 31, 2026 and December 31, 2025, respectively.

•

Total stockholders' equity decreased to $277.0 million at quarter end from $323.7 million at the prior quarter end, a decline of $46.7 million. The majority of this decline was attributable to the special cash dividend ($54.1 million) declared on March 30, 2026, partially offset by the $6.1 million reversal of the dividend accrued in the fourth quarter of 2025 for payment to warrant holders if and when such warrants are exercised.

Asset Quality:

•

Nonperforming loans, which include nonaccrual loans and loans past due 90 days or more and accruing interest, improved to $21.0 million, or 0.87% of total assets, at March 31, 2026, compared to $23.8 million, or 0.98% of total assets, at the prior quarter end. The decline in nonperforming loans primarily reflects nonperforming loan paydowns in the quarter. Nonperforming assets, which include other real estate owned, were $22.6 million, or 0.94% of total assets, at March 31, 2026 compared to $25.4 million, or 1.05% of total assets, at the prior quarter end.

•

Recovery of credit losses of $0.6 million for the quarter was primarily due to loan portfolio balance reductions of approximately $31.8 million and $0.3 million of net loan recoveries, including an $0.8 million recovery of a specialty finance loan charged off in 2022. For the prior quarter, $1.5 million recovery of credit losses was primarily due to loan portfolio balance reductions of approximately $47.0 million, a $0.9 million recovery of a specialty finance loan charged off in 2022, and reductions to reserves on individually evaluated loans.

•

The allowance for credit losses as a percentage of total loans held for investment was 1.05% at March 31, 2026 compared to 1.04% at the prior quarter end. Net loan recoveries were $0.3 million in both the current and prior quarters. The net loan recoveries to average loans outstanding ratio (quarter-to-date annualized) was 0.07% for both the current and prior quarters.

Income Statement:

Net interest income was $16.9 million for the first quarter of 2026, compared to $18.1 million and $19.0 million for the fourth and first quarters of 2025, respectively. Relative to the prior quarter, the decrease reflected primarily lower yields on loans, including lower accretion of discounts on acquired loans, and lower average balances of loans held for investment, while relative to the year-ago period, the decrease reflected lower average balances of loans held for investment and loans held for sale. Interest expense declined by $0.9 million and $3.9 million in the first quarter of 2026, compared to the fourth quarter of 2025 and the first quarter of 2025, respectively, primarily driven by lower average balances of brokered deposits.

Average balances of interest-earning assets were $2.33 billion for the three months ended March 31, 2026, a decrease of $48.9 million from the prior quarter and $286.1 million from the first quarter of 2025. Average balances of loans held for investments were $1.85 billion for the first quarter of 2026, a decrease of $43.4 million from the prior quarter and $243.0 million from the first quarter of 2025. Average balances of loans held for sale were $4.7 million for the first quarter of 2026, a decrease of $7.1 million from the fourth quarter of 2025 and $24.8 million from the first quarter of 2025, respectively, reflective of the the Company's winddown and exit of its indirect fintech lending partnerships. The yield on loans held for investment was 5.50% for the first quarter of 2026 compared to 5.66% and 5.70% for the fourth and first quarters of 2025, respectively. The decline in the first quarter of 2026 relative to the prior quarter and the same quarter of 2025 was primarily due to a decline in higher yielding out-of-market loans and lower accretion of discounts on acquired loans. Accretion of discounts on acquired loans had a 4, 10, and 7 basis point positive effect on yield on loans held for investment for the first quarter of 2026, fourth quarter of 2025, and first quarter of 2025, respectively.

Average balances of interest-bearing liabilities were $1.67 billion for the three months ended March 31, 2026, a decrease of $24.0 million relative to the prior quarter and $226.2 million from the first quarter of 2025. The decline in the first quarter of 2026 relative to the prior quarter was primarily attributable to lower rates paid on deposit balances and lower average balances of brokered deposits of approximately $37.0 million. The decline in average balances of interest-bearing liabilities relative to the first quarter of 2025 was primarily due to reductions of brokered time deposits ($138.8 million) and borrowings ($25.1 million of subordinated debt).

Cost of funds was 2.42% for the first quarter of 2026, compared to 2.54% for the fourth quarter of 2025, and 2.78% for the first quarter of 2025, while cost of deposits was 2.27%, 2.40%, and 2.62%, for the same respective periods. These declines reflect lower average balances of higher-rate brokered deposits. Cost of deposits, excluding brokered deposits, was 1.97% for the quarter, compared to 2.04% for the prior quarter, and 2.19% for the year-ago quarter period.

NIM was 2.90% for the first quarter of 2026, compared to 3.04% in the prior quarter, and 2.90% in the first quarter of 2025. The decrease in NIM in the quarter relative to the prior quarter was driven by lower yields on loans held for investment, primarily due to a decline in higher yielding out-of-market loans and lower accretion of discounts on acquired loans, as well as decreases in average balances of higher yielding loans held for sale, partially offset by lower cost of funds, driven by lower average balances of higher-rate brokered deposits. Compared to the prior quarter, the decline in accretion of discounts reduced NIM by approximately 5 basis points.

Recoveries of credit losses of $0.6 million, $1.5 million, and $0 were reported in the first quarter of 2026, fourth quarter of 2025, and first quarter of 2025, respectively. The recovery of credit losses of $0.6 million for the first quarter of 2026 was primarily due to loan portfolio balance reductions of $31.8 million and $0.3 million of net loan recoveries, including an $0.8 million recovery on a loan charged off in 2022. In the prior quarter, the $1.5 million recovery of credit losses was primarily due to loan portfolio balance reductions of approximately $47.0 million, a $0.9 million recovery on a loan charged off in 2022, and reductions to reserves on individually evaluated loans.

Noninterest income was $2.3 million in the first quarter of 2026, compared to $2.7 million in the fourth quarter of 2025, and $3.1 million in the first quarter of 2025. Noninterest income in the first quarter of 2026 and fourth quarter of 2025 included $0 and $0.4 million, respectively, of released reserves associated with the 2024 sales of MSRs. In the first quarter of 2025, the Company reported a loss on the sale of the Company’s mortgage division of $0.2 million, and as a result, residential mortgage banking income was $0 for the first quarter of 2026 and fourth quarter of 2025 and $0.7 million in the first quarter of 2025. Swap transaction fee income was $0, $0.3 million, and $0 for the same respective periods.

Noninterest expense was $18.7 million for the first quarter of 2026, a $1.8 million increase from the prior quarter and a $4.2 million decrease from the year-ago period. The largest contributor to the increase in the current quarter was higher salaries and employee benefits expenses of $1.9 million, primarily due to $2.3 million of executive officer transition and incentive-related expenses, partially offset by lower salary expense and health insurance costs. The decrease in noninterest expense in the first quarter of 2026 relative to the same period of 2025 was primarily due to lower expenses as a result of the termination of the consent order with the Bank's primary regulator, under which the Bank was operating until it was terminated in the fourth quarter of 2025, and the transition to a more traditional community banking model. Lower expenses resulting from the consent order termination were primarily in salaries and benefits, as the number of full-time employees declined by 70 full-time employees, or over 20%, since March 31, 2025, and also resulted in lower technology costs, audit fees, and FDIC insurance premiums.

Balance Sheet:

Loans held for investment were $1.83 billion at March 31, 2026, compared to $1.87 billion at December 31, 2025, and $2.06 billion at March 31, 2025. The decline compared to the prior quarter was primarily driven by declines in loans held for investment of $31.8 million and loans held for sale of $14.8 million. Included in the reduction of loans held for investment were payoffs and paydowns of approximately $24.1 million of out-of-market loans. Loans held for investment declined $225.8 million from the first quarter of 2025, primarily attributable to payoffs and paydowns of approximately $121.4 million of out-of-market loans as the Company transitioned to a more traditional community banking model. Loans held for sale at March 31, 2026 declined $23.6 million from the first quarter of 2025, reflecting the Company's winddown and exit of its indirect fintech lending partnerships.

Total deposits were $1.89 billion at March 31, 2026, a decrease of $18.1 million and $236.4 million from December 31, 2025 and March 31, 2025, respectively. Brokered deposit balances were $207.2 million, $238.7 million, and $339.1 million at the end of the first quarter of 2026, fourth quarter of 2025, and first quarter of 2025, respectively. Brokered deposits as a percentage of total deposits declined to 10.9% at March 31, 2026, from 12.5% at December 31, 2025 and 15.9% at March 31, 2025. Excluding brokered deposits, total deposits increased $13.4 million from December 31, 2025 and decreased $104.5 million from March 31, 2025.

Noninterest-bearing deposits represented 20.7%, 20.9%, and 21.3% of total deposits at March 31, 2026, December 31, 2025, and March 31, 2025, respectively. Excluding brokered deposits, noninterest-bearing deposits represented 23.3%, 23.8%, and 25.2% of total deposits as of the same respective dates.

Subordinated notes were $14.7 million at both March 31, 2026 and December 31, 2025 and $39.8 million at March 31, 2025. The decrease from the first quarter of 2025 reflects the Company's full redemption of its $15.0 million subordinated note in the second quarter of 2025 and $10.0 million partial redemption of its $25.0 million of subordinated notes maturing October 15, 2029 (the "2029 Notes") in the third quarter of 2025. The effective interest rate in the first quarter of 2026 on the 2029 Notes was 7.92%, inclusive of the amortization of the purchase accounting adjustment (premium).

About Blue Ridge Bankshares, Inc.:

Blue Ridge Bankshares, Inc. is the holding company for Blue Ridge Bank and BRB Financial Group, Inc. The Company, through its subsidiaries and affiliates, provides a wide range of financial services including retail and commercial banking, and retail mortgage lending. The Company also provides investment and wealth management services and management services for personal and corporate trusts, including estate planning and trust administration. Visit www.mybrb.com for more information.

Reclassifications:

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

Non-GAAP Financial Measures:

The accounting and reporting policies of the Company conform to U.S. generally accepted accounting principles (“GAAP”) and prevailing practices in the banking industry. However, management uses certain non-GAAP measures, including tangible assets, tangible common equity, tangible book value per common share, and tangible common equity to tangible total assets to supplement the evaluation of the Company’s financial condition and performance. Management believes presentations of these non-GAAP financial measures provide useful supplemental information that is essential to a proper understanding of the financial condition and capital position of the Company’s business. These non-GAAP disclosures should not be viewed as a substitute for financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies. Reconciliations of GAAP to non-GAAP measures are included at the end of this release.

Forward-Looking Statements:

This release of the Company contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent

plans, estimates, objectives, goals, guidelines, expectations, intentions, projections, and statements of management’s beliefs concerning future events, business plans, objectives, expected operating results, and the assumptions upon which those statements are based. Forward-looking statements include without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and are typically identified with words such as “may,” “could,” “should,” “will,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “aim,” “intend,” “plan,” or words of similar meaning. The Company cautions that the forward-looking statements are based largely on management’s expectations and are subject to a number of known and unknown risks and uncertainties that may change based on factors which are, in many instances, beyond its control. Actual results, performance, or achievements could differ materially from those contemplated, expressed, or implied by the forward-looking statements.

The following factors, among others, could cause the Company’s financial performance to differ materially from that expressed in such forward-looking statements:

•

the strength of the United States economy in general and the strength of the local economies in which the Company conducts operations;

•

the effects of, and changes in, the macroeconomic environment and financial market conditions, including monetary and fiscal policies, interest rates and inflation;

•

reputational risk and potential adverse reactions of the Company’s customers, suppliers, employees, or other business partners;

•

the quality and composition of the Company’s loan and investment portfolios, including changes in the level of the Company’s nonperforming assets and charge-offs;

•

the Company’s management of risks inherent in its loan portfolio, the credit quality of its borrowers, and the risk of a prolonged downturn in the real estate market, which could impair the value of the Company’s collateral and its ability to sell collateral upon any foreclosure;

•

the ability to maintain adequate liquidity by growing and retaining deposits and secondary funding sources, especially if the Company's or its industry's reputation becomes damaged;

•

the emergence of digital assets and payment stablecoins, and evolving legislative or regulatory frameworks, which could alter deposit flows, competition, and credit intermediation and in turn, adversely affect the Company’s funding, liquidity, or overall financial performance;

•

the ability to maintain capital levels adequate to support the Company's business;

•

the ability of the Company to implement cost-saving initiatives and efficiency measures, as well as increase earning assets, in order to yield acceptable levels of profitability;

•

the ability to generate sufficient future taxable income for the Company to realize its deferred tax assets, including the net operating loss carryforward;

•

the usage of advances and changes in technological and social media to develop timely and competitive products and services, and the acceptance of these products and services by new and existing customers;

•

the willingness of users to substitute competitors’ products and services for the Company’s products and services;

•

the impact of unanticipated outflows of deposits;

•

potential exposure to fraud, negligence, computer theft, and cyber-crime;

•

adverse developments in the financial industry generally, such as bank failures, responsive measures to mitigate and manage such developments, supervisory and regulatory actions and costs, and related impacts on customer and client behavior;

•

changing bank regulatory conditions, policies or programs, whether arising as new legislation or regulatory initiatives, that could lead to restrictions on activities of banks generally, or the Bank in particular, more restrictive regulatory capital requirements, increased costs, including deposit insurance premiums, regulation or prohibition of certain income producing activities or changes in the secondary market for loans and other products;

•

political developments, including government shutdowns and other significant disruptions and changes in the funding, size, scope and effectiveness of the federal government, its agencies and services;

•

the impact of changes in financial services policies, laws, and regulations, including laws, regulations, and policies concerning taxes, banking, securities, real estate and insurance, and the application thereof by bank regulatory bodies, and the three branches of the federal government;

•

the effect of changes in accounting standards, policies, and practices as may be adopted from time to time;

•

estimates of the fair value and other accounting values, subject to impairment assessments, of certain of the Company’s assets and liabilities;

•

geopolitical conditions, including acts or threats of terrorism and/or military conflicts, or actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, which could impact business and economic conditions in the United States and abroad;

•

the economic impact of duties, tariffs, or other barriers or restrictions on trade, any retaliatory countermeasures, and the volatility and uncertainty arising therefrom;

•

the occurrence or continuation of widespread health emergencies or pandemics, significant natural disasters, severe weather conditions, ﬂoods and other catastrophic events;

•

the Company’s involvement in, and the outcome of, any litigation, legal proceedings or enforcement actions that may be instituted against the Company; and

•

other risks and factors identified in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections and elsewhere in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and in ﬁlings the Company makes from time to time with the U.S. Securities and Exchange Commission (“SEC”).

The foregoing factors should not be considered exhaustive and should be read together with other cautionary statements that are included in filings the Company makes from time to time with the SEC. Any one of these risks or factors could have a material adverse impact on the Company’s results of operations or financial condition, or cause the Company’s actual results, performance or achievements to differ materially from those expressed in, or implied by, forward-looking information and statements contained in this release. Moreover, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict all risks and uncertainties that could have an impact on its forward-looking statements. Therefore, the

Company cautions not to place undue reliance on its forward-looking information and statements, which speak only as of the date of this release. The Company does not undertake to, and will not, update or revise these forward-looking statements after the date hereof, whether as a result of new information, future events, or otherwise.

1 Non-GAAP financial measure. Further information can be found at the end of this press release.

Blue Ridge Bankshares, Inc.

Consolidated Balance Sheets

(Dollars in thousands, except share data)

(unaudited) March 31, 2026

December 31, 2025 (1)

Assets

Cash and due from banks

146,608

115,949

Federal funds sold

1,451

1,851

Securities available for sale, at fair value

331,914

332,928

Restricted equity investments

18,405

19,016

Other equity investments

4,952

4,910

Other investments

20,916

20,781

Loans held for sale

—

14,769

Loans held for investment, net of deferred fees and costs

1,833,899

1,865,717

Less: allowance for credit losses

(19,184

)

(19,444

)

Loans held for investment, net

1,814,715

1,846,273

Accrued interest receivable

11,134

10,787

Other real estate owned

1,560

1,683

Premises and equipment, net

21,635

21,549

Right-of-use lease asset

6,326

6,637

Other intangible assets

2,394

2,642

Deferred tax asset, net

22,586

22,721

Other assets

9,450

10,093

Total assets

2,414,046

2,432,589

Liabilities and Stockholders’ Equity

Deposits:

Noninterest-bearing demand

392,067

398,541

Interest-bearing demand and money market deposits

598,599

612,648

Savings

102,400

100,346

Time deposits

800,008

799,627

Total deposits

1,893,074

1,911,162

FHLB borrowings

150,000

Subordinated notes, net

14,702

14,716

Lease liability

6,906

7,233

Dividends payable

54,055

6,578

Other liabilities

18,345

19,209

Total liabilities

2,137,082

2,108,898

Commitments and contingencies

Stockholders’ Equity:

Common stock, no par value; 150,000,000 shares authorized at March 31, 2026 and December 31, 2025, respectively; and 89,796,993 and 91,475,278 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively

332,152

331,917

Additional paid-in capital

23,552

Accumulated deficit

(47,440

)

(659

)

Accumulated other comprehensive loss, net of tax

(31,300

)

(31,119

)

Total stockholders’ equity

276,964

323,691

Total liabilities and stockholders’ equity

2,414,046

2,432,589

(1) Derived from audited December 31, 2025 Consolidated Financial Statements.

Blue Ridge Bankshares, Inc.

Consolidated Statements of Income (unaudited)

For the Three Months Ended

(Dollars in thousands, except per common share data)

March 31, 2026

December 31, 2025

March 31, 2025

Interest income:

Interest and fees on loans

25,709

27,529

31,154

Interest on securities, deposit accounts, and federal funds sold

3,680

3,945

4,196

Total interest income

29,389

31,474

35,350

Interest expense:

Interest on deposits

10,760

11,597

14,192

Interest on subordinated notes

291

294

736

Interest on FHLB borrowings

1,432

1,464

1,432

Total interest expense

12,483

13,355

16,360

Net interest income

16,906

18,119

18,990

Recovery of credit losses - loans

(600

)

(1,400

)

—

Recovery of credit losses - unfunded commitments

—

(100

)

—

Total recovery of credit losses

(600

)

(1,500

)

—

Net interest income after recovery of credit losses

17,506

19,619

18,990

Noninterest income:

Service charges on deposit accounts

632

670

457

Bank and purchase card interchange income, net

545

499

567

Wealth and trust management fees

464

561

454

Swap transaction fees

—

282

—

Residential mortgage banking income

—

724

Mortgage servicing rights ("MSRs")

—

(200

)

Income on sale of MSRs

—

401

—

Fair value adjustments of other equity investments

(120

)

(73

)

Other

641

581

941

Total noninterest income

2,348

2,687

3,072

Noninterest expense:

Salaries and employee benefits

11,057

9,176

12,610

Occupancy and equipment

1,239

1,219

1,381

Technology and communications

1,987

2,077

2,784

Legal and regulatory filings

582

556

439

Advertising and marketing

765

617

191

Audit fees

255

215

578

FDIC insurance

420

421

1,097

Intangible amortization

202

213

244

Other contractual services

202

222

595

Other taxes and assessments

828

907

921

Other

1,204

1,298

2,111

Total noninterest expense

18,741

16,921

22,951

Income (loss) before income taxes

1,113

5,385

(889

)

Income tax expense (benefit)

277

1,141

(455

)

Net income (loss)

836

4,244

(434

)

Basic earnings (loss) per common share

0.01

0.05

(0.01

)

Diluted earnings (loss) per common share

0.01

0.04

(0.01

)

Blue Ridge Bankshares, Inc.

Quarter Summary of Selected Financial Data (unaudited)

As of and for the Three Months Ended

(Dollars and shares in thousands, except per common share data)

March 31,

December 31,

September 30,

June 30,

March 31,

Income Statement Data:

2026

2025

Interest income

29,389

31,474

36,213

34,736

35,350

Interest expense

12,483

13,355

14,302

14,895

16,360

Net interest income

16,906

18,119

21,911

19,841

18,990

Recovery of credit losses

(600

)

(1,500

)

(1,800

)

(700

)

—

Net interest income after recovery of credit losses

17,506

19,619

23,711

20,541

18,990

Noninterest income

2,348

2,687

3,833

3,244

3,072

Noninterest expense

18,741

16,921

20,041

22,009

22,951

Income (loss) before income taxes

1,113

5,385

7,503

1,776

(889

)

Income tax expense (benefit)

277

1,141

1,900

480

(455

)

Net income (loss)

836

4,244

5,603

1,296

(434

)

Per Common Share Data:

Earnings (loss) per common share - basic

0.01

0.05

0.06

0.01

(0.01

)

Earnings (loss) per common share - diluted

0.01

0.04

0.06

0.01

(0.01

)

Cash dividends per common share

0.60

0.25

—

Book value per common share

3.13

3.68

4.03

3.88

3.86

Tangible book value per common share - Non-GAAP

3.11

3.65

4.01

3.85

3.83

Balance Sheet Data:

Total assets

2,414,046

2,432,589

2,496,949

2,555,439

2,685,084

Average assets

2,423,491

2,473,241

2,535,853

2,630,898

2,721,714

Average interest-earning assets

2,334,674

2,383,573

2,437,542

2,525,835

2,620,725

Loans held for investment ("LHFI")

1,833,899

1,865,717

1,912,726

1,978,585

2,059,710

Allowance for credit losses

19,184

19,444

20,503

21,974

23,126

Purchase accounting adjustments (discounts) on acquired loans

2,473

2,608

2,984

3,388

3,710

Loans held for sale

—

14,769

12,819

12,380

23,624

Securities available for sale, at fair value

331,914

332,928

341,354

327,958

325,401

Noninterest-bearing demand deposits

392,067

398,541

411,100

432,939

452,590

Total deposits

1,893,074

1,911,162

1,951,079

2,010,266

2,129,477

Subordinated notes, net

14,702

14,716

14,731

24,928

39,773

FHLB advances

150,000

Average interest-bearing liabilities

1,673,077

1,697,083

1,739,014

1,819,735

1,899,315

Total stockholders' equity

276,964

323,691

355,505

344,265

338,289

Average stockholders' equity

324,390

331,888

345,358

339,131

329,684

Weighted average common shares outstanding - basic

88,343

88,037

88,548

88,258

86,003

Weighted average common shares outstanding - diluted

99,758

99,207

99,384

95,903

86,003

Outstanding warrants to purchase common stock

24,320

27,549

27,674

28,690

Financial Ratios:

Return on average assets (1)

0.14

0.69

0.88

0.20

-0.06

Return on average equity (1)

1.03

5.11

6.49

1.53

-0.53

Total loan to deposit ratio

96.9

98.4

98.7

99.0

97.8

Held for investment loan-to-deposit ratio

96.9

97.6

98.0

98.4

96.7

Net interest margin (1)

2.90

3.04

3.60

3.15

2.90

Yield of LHFI (1)

5.50

5.66

6.40

5.80

5.70

Cost of deposits (1)

2.27

2.40

2.51

2.47

2.62

Cost of funds (1)

2.42

2.54

2.65

2.63

2.78

Efficiency ratio

97.3

81.3

77.8

95.3

104.0

Noninterest expense to total assets (1)

3.11

2.78

3.21

3.45

3.42

Capital and Asset Quality Ratios:

Average stockholders' equity to average assets

13.4

13.6

12.9

12.1

Allowance for credit losses to LHFI

1.05

1.04

1.07

1.11

1.12

Ratio of net (recoveries) charge-offs to average loans outstanding (1)

-0.07

0.09

-0.02

Nonperforming loans to total assets

0.87

0.98

1.14

0.94

0.93

Nonperforming assets to total assets

0.94

1.05

1.15

0.95

0.94

Nonperforming loans to total loans

1.15

1.26

1.48

1.20

1.19

Reconciliation of Non-GAAP Financial Measures (unaudited):

As of and for the Three Months Ended

(Dollars and shares in thousands, except per common share data)

March 31,

December 31,

September 30,

June 30,

March 31,

Tangible Common Equity and Tangible Book Value Per Common Share:

2026

2025

Common stockholders' equity

276,964

323,691

355,505

344,265

338,289

Less: other intangibles, net of deferred tax liability (2)

(1,868

)

(2,052

)

(2,285

)

(2,509

)

(2,740

)

Tangible common equity (Non-GAAP)

275,096

321,639

353,220

341,756

335,549

Total common shares outstanding

89,797

91,475

91,637

92,175

87,778

Less: unvested performance-based restricted stock awards

(1,412

)

(3,453

)

(3,460

)

(3,496

)

(109

)

Total common shares outstanding, adjusted

88,385

88,022

88,177

88,679

87,669

Book value per common share

3.13

3.68

4.03

3.88

3.86

Tangible book value per common share (Non-GAAP)

3.11

3.65

4.01

3.85

3.83

Tangible Common Equity to Tangible Total Assets

Total assets

2,414,046

2,432,589

2,496,949

2,555,439

2,685,084

Less: other intangibles, net of deferred tax liability (2)

(1,868

)

(2,052

)

(2,285

)

(2,509

)

(2,740

)

Tangible total assets (Non-GAAP)

2,412,178

2,430,537

2,494,664

2,552,930

2,682,344

Tangible common equity (Non-GAAP)

275,096

321,639

353,220

341,756

335,549

Tangible common equity to tangible total assets (Non-GAAP)

11.4

13.2

14.2

13.4

12.5

(1) Annualized.

(2) Excludes mortgage servicing rights.

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