Declares Quarterly Cash Dividend of $0.10 Per Share
MCLEAN, Va., Oct. 22, 2026 /PRNewswire/ -- Primis Financial Corp. (NASDAQ: FRST) ("Primis" or the "Company"), and its wholly-owned subsidiary, Primis Bank (the "Bank"), today reported net income available to common shareholders of $8.7 million, or $0.35 per diluted share, for the three months ended September 30, 2026, compared to net income available to common shareholders of $6.8 million, or $0.28 per diluted share, for the three months ended September 30, 2025. For the nine months ended September 30, 2026, the Company reported net income available to common shareholders of $25.4 million, or $1.03 per diluted share, compared to net income available to common shareholders of $31.9 million, or $1.29 per diluted share, for the nine months ended September 30, 2025.
Operating net income available to common shareholders(1) was $8.7 million, or $0.35 per diluted share, for the three months ended September 30, 2026, up 27% from operating net income available to common shareholders(1) of $6.8 million, or $0.28 per diluted share, for the three months ended September 30, 2025. Year-to-date results in 2026 and 2025 benefited from investment gains of $5.9 million in the second quarter of 2026 and $32.0 million in the second quarter of 2025. Excluding these gains and other nonrecurring items, operating net income available to common shareholders(1) for the nine months ended September 30, 2026, was $22.3 million, or $0.90 per diluted share, up 211% from operating net income available to common shareholders(1) of $7.2 million, or $0.29 per diluted share, for the nine months ended September 30, 2025.
Commenting on the results, Dennis J. Zember, Jr., President and Chief Executive Officer of the Company, stated, "The progress we have made over the past year is substantial. A core margin of 3.59% with expansion of 14 basis points linked-quarter is a testament to the value of our Core Bank franchise which continues to drive slow and steady growth at attractive margins. Our core earnings engine delivered a solid quarter in the face of unprecedented headwinds that reduced our retail mortgage pipeline 37% and reduced revenue by $2.3 million versus the second quarter. In a steady environment for retail mortgage, we would have been at our 1.00% ROAA target this quarter as expected. We are already making changes to close the gap during this period of lower volumes while preserving our ability to benefit when volumes eventually recover."
Third Quarter And Year-to-Date 2026 Highlights
The Company demonstrated strong profitability in the third quarter and year-to-date in 2026. Significant areas of improvement year-over-year are detailed in the chart below:
As of or for the Three As of or for the Nine
Months Months
Ended September 30 Ended September 30
($ in millions except per share) 2026 2025 2026 2025
Net Income $8.7 $6.8 $25.4 $31.9
Pre-Tax Pre-Provision Op. Net Income(1) 12.0 8.7 35.4 19.1
ROAA 0.80 0.70 0.82 1.13
% % % %
Pre-Tax Pre-Provision Op. ROAA(1) 1.11 0.89 1.14 0.67
Net Interest Income $36.3 $29.0 $102.1 $80.6
Net Interest Margin 3.66 3.18 3.51 3.06
% % % %
Total Assets $4,300 $3,955 $4,300 $3,955
Gross Loans HFI 3,500 3,200 3,500 3,200
Total Deposits 3,473 3,336 3,473 3,336
Average Earning Assets $3,936 $3,622 $3,887 $3,518
Avg. NIB Deposits 542 482 547 465
Avg. NIB / Avg. Total Deposits 15.4 14.5 15.9 14.4
% % % %
TCE / TA(1) 8.14 7.48 8.14 7.48
% % % %
Tangible Book Value per Share(1) $13.81 $11.71 $13.81 $11.71
Division Updates
The third quarter of 2026 demonstrated continued progress across the Company's strategies to meet its growth and profitability goals in 2026. The following discussion highlights recent progress for each of these strategies:
Core Community Bank
The Core Bank's 24 banking offices in Virginia and Maryland represent almost two-thirds of the Company's total balance sheet and are a vital source of attractive lending and core funding. Recent activity in the Core Bank includes the following:
- The Core Bank has low concentrations of investor CRE (24% of total loans and only 188% of regulatory capital).
- Core Bank loan growth of 11% annualized in the third quarter of 2026 with a pipeline of $160 million as of September 30, 2026.
- Cost of deposits of 1.63% in the third quarter of 2026 compared to 1.73% in the same quarter in 2025.
- Approximately 21% of the Core Bank's deposits are noninterest bearing.
- Zero brokered deposits.
The Core Bank's deposit base is supported by what management believes is the region's best and most unique technology including the Bank's proprietary and recently rebranded Banking Valet service. Over 87% of Banking Valet users are commercial customers and clients who actively use the service have average relationship balances of almost $1 million.
Primis Mortgage
Primis Mortgage had closed mortgage volume of $347 million in the third quarter of 2026, up 12.5% compared to the same quarter in 2025, in spite of significant macroeconomic headwinds in the third quarter of 2026. Construction-to-permanent loan volume was $40.0 million in the third quarter of 2026 versus $26.4 million in the same period in 2025. Pre-tax losses related to Primis Mortgage were approximately $0.3 million for the third quarter of 2026, down from earnings of $1.9 million in the third quarter of 2025.
Mortgage Warehouse
Mortgage warehouse lending showed resilience in the third quarter of 2026 in the face of substantial market disruption. Outstanding loan balances at September 30, 2026 were $501 million, down 8% from $544 million at June 30, 2026 and up 53% from $327 million at September 30, 2025. Average loan balances were $427 million in the third quarter of 2026, up slightly from $426 million in the second quarter of 2026 and up 103% from $210 million in the third quarter of 2025. Mortgage warehouse also funded on average approximately 11% of its balance sheet with associated customer noninterest bearing deposit balances during the third quarter of 2026.
Panacea Financial
Panacea's growth remained strong through the third quarter of 2026 with loans outstanding of $642 million, including loans held for sale, up 17% annualized compared to June 30, 2026. Panacea sold approximately $32 million of loans in the third quarter of 2026 and had $39 million of loans classified as held for sale at September 30, 2026. Panacea loans held for investment were $603 million at September 30, 2026, up 14% annualized from $583 million at June 30, 2026. At the end of the third quarter of 2026, Panacea customer deposits totaled $207 million, up 56% from September 30, 2025. Panacea remains the number one ranked "Bank for doctors" on Google and serves over 7,500 professionals and practices nationwide.
Digital Platform
Our highly scalable digital platform continues to provide attractive funding for the Bank's nationwide business lines while protecting the Bank's low cost in-market funding. The platform ended the third quarter of 2026 with approximately $1.0 billion of deposits with a cost of deposits of 3.80% compared to $1.0 billion at September 30, 2025 with a cost of 4.07%. The platform also successfully grew business accounts in 2026 with small business balances reaching $54 million at September 30, 2026, up substantially from $16 million at December 31, 2025. These customers remain loyal with approximately 76% of our digital deposits banking with Primis for at least three years.
Net Interest Income
Net interest income in the third quarter of 2026 was $36.3 million, up 25%, from $29.0 million in the third quarter of 2025. Included in interest income in the third quarter of 2026 was approximately $0.7 million of interest recoveries from a previously charged off loan. Adjusting for the recovery, net interest income for the third quarter of 2026 was $35.6 million, up 23% from the prior year period. Net interest margin was 3.66%, or 3.59% adjusted for the interest recovery, in the third quarter of 2026 compared to 3.18% in the same quarter of 2025 with the expansion driven by robust earning asset growth funded at attractive incremental margins.
Yield on earnings assets in the third quarter of 2026 increased 22 basis points and 30 basis points versus the second quarter of 2026 and third quarter of 2025, respectively, including approximately 7 basis points due to the interest recovery noted above. Yield on investments increased 135 basis points year-over-year largely due to the portfolio restructuring in the fourth quarter of 2025.
Cost of deposits in the Bank have benefitted from the focus on growing noninterest bearing deposit balances as well as the Core Bank's management of interest expense. In the third quarter of 2026, the Company reported cost of interest-bearing deposits of 2.70% compared to 2.88% in the same quarter in 2025. Cost of funds was 2.47% in the third quarter of 2026, down 15 basis points from 2.62% in the third quarter of 2025.
Noninterest Income
Noninterest income was $12.9 million in the third quarter of 2026 versus $22.0 million in the second quarter of 2026 and $12.0 million in the third quarter of 2025. Mortgage related income decreased 10% to $8.0 million in the third quarter of 2026 compared to $8.9 million in the same quarter in 2025. In 2026, the Company restructured its bank-owned life insurance portfolio which improved noninterest income by approximately $0.4 million per quarter beginning late in the second quarter of 2026. Lastly, the third quarter of 2026 benefited from $0.9 million of recoveries from a previously charged-off loan and $0.4 million in payouts from a bank-owned life insurance policy.
The Company reported gain on sale income of $1.5 million related to the sale of Panacea loans and the guaranteed portion of SBA loans in the third quarter of 2026 compared to $0.2 million in the third quarter of 2025. Approximately $0.5 million of the gain on sale income was attributable to the Core Bank in the third quarter of 2026 with the remainder driven by the Panacea Division.
Noninterest Expense
Noninterest expense was $37.2 million for the third quarter of 2026, compared to $32.3 million for the same quarter of 2025. The following table reflects the core operating expense burden at the Company, net of mortgage related and Panacea division impacts.
($ in thousands) 3Q26 2Q26 1Q26 4Q25 3Q25
Reported Noninterest Expense $37,155 $38,207 $33,754 $42,164 $32,313
Nonrecurring (1,126)
Primis Mortgage Expenses (10,159) (11,526) (10,545) (10,048) (8,214)
Panacea Net Expense (2,674) (1,507) (1,040) (2,614) (2,100)
Consumer Program Servicing Fee (281) (300) (347) (391) (439)
Reserve for Unfunded Commitment 113 39 136 127 19
Total Adjustments (13,001) (13,294) (11,796) (14,052) (10,734)
Core Operating Expense Burden $24,154 $24,913 $21,958 $28,112 $21,579
Core operating expense burden, as defined above, was $24.2 million in the third quarter of 2026 versus $24.9 million and $21.6 million in the second quarter of 2026 and third quarter of 2025, respectively. As previously disclosed, all three quarters of 2026 include a full quarter of lease expense, net of reduced depreciation expense, of approximately $1.4 million from the Company's sale leaseback transaction executed in the fourth quarter of 2025. The third quarter of 2026 also included approximately $1.4 million of loan related expenses and approximately $0.4 million of professional fees and other third-party expenses. Excluding these expenses, core operating expense burden for the third quarter of 2026 would have been essentially flat with the second quarter of 2026 run rate and lower than the same period in 2025 when adjusting for net lease expense. As disclosed in the second quarter of 2026, the Company expects approximately $3.0 million of annualized savings from vendor consolidation and statement services beginning early in 2027.
Loan Portfolio and Asset Quality
Loans held for investment were $3.5 billion at September 30, 2026, flat compared to June 30, 2026 and increased 9% compared to $3.2 billion at September 30, 2025. Primary drivers of these changes include:
- Core Bank loans ended slightly over $2.0 billion at September 30, 2026, up 11% annualized from June 30, 2026.
- Panacea Financial loans, excluding loans held for sale, grew $20 million, or 3%, from June 30, 2026 to $603 million at September 30, 2026.
- Mortgage warehouse balances decreased to $501 million at September 30, 2026 compared to $544 million at June 30, 2026. Average loan balances were $427 million in the third quarter of 2026, up slightly from $426 million in the second quarter of 2026.
- Mortgage portfolio loans generated by Primis Mortgage grew to $156 million at September 30, 2026, up 10% from $140 million at June 30, 2026 and up 87% from $84 million at September 30, 2025.
- Loan balances associated with the consumer loan program declined to $69 million at September 30, 2026, net of fair value discounts, compared to $101 million at September 30, 2025.
Nonperforming assets, excluding portions guaranteed by the SBA, improved to 1.43% of total assets at September 30, 2026 compared to 1.45% at June 30, 2026 and 2.07% at September 30, 2025. The Company continues to make progress reducing nonperforming assets with total nonperforming assets excluding SBA guaranteed balances decreasing to $61 million at September 30, 2026 from $63 million at June 30, 2026, representing a 3% reduction in the third quarter of 2026.
The Company recorded a provision for credit losses of $1.1 million for the third quarter of 2026 compared to a provision for credit losses of $5.5 million for the second quarter of 2026 and a recovery of credit losses of $49 thousand for the third quarter of 2025. The majority of the provision expense was driven by growth in the loan portfolio in the third quarter of 2026. Core net charge-offs as a percentage of average loans were 17 basis points, up 14 basis points from the same period a year ago and down 36 basis points from the second quarter of 2026. The increase in net charge-offs was largely driven by one credit that had previously been reserved for. As a percentage of loans held for investment, the allowance for credit losses was 1.30% at the end of the third quarter of 2026 compared to 1.40% at the end of the third quarter of 2025.
Deposits and Funding
Total deposits at September 30, 2026 were $3.5 billion, up $0.1 billion, or 4% when compared to the same period in 2025. Noninterest bearing demand deposits were $496 million at September 30, 2026, an increase of 1% compared to balances at September 30, 2025. Average noninterest bearing deposits were $542 million in the third quarter of 2026, up 13% from $482 million in the third quarter of 2025. The Company had FHLB advances totaling $220 million outstanding at September 30, 2026, down from $300 million at June 30, 2026 and up from $85 million at September 30, 2025. Average FHLB advances were $89 million in the third quarter of 2026, down from $133 million in the second quarter of 2026 and up from $1 million in the third quarter of 2025.
Shareholders' Equity
Tangible book value per common share(1) at the end of the third quarter of 2026 was $13.81, an increase of $2.10, or 18%, from levels reported at September 30, 2025. Tangible common equity(1) ended the third quarter of 2026 at $342.4 million, or 8.14% of tangible assets(1).
The Board of Directors declared a dividend of $0.10 per share payable on November 20, 2026 to shareholders of record on November 6, 2026. This is Primis' sixtieth consecutive quarterly dividend.
About Primis Financial Corp.
As of September 30, 2026, Primis had $4.3 billion in total assets, $3.5 billion in total loans held for investment and $3.5 billion in total deposits. Primis Bank provides a range of financial services to individuals and small- and medium-sized businesses through 24 full-service branches in Virginia and Maryland and provides services to customers through certain online and mobile applications.
Contacts: Address:
--- ---
Dennis J. Zember, Jr., President and CEO Primis Financial Corp.
Matthew A. Switzer, EVP and CFO 1676 International Drive,
Suite 900
Phone: (703) 893-7400
McLean, VA 22102
Primis Financial Corp., NASDAQ Symbol FRST
Website: www.primisbank.com
Conference Call
The Company's management will host a conference call to discuss its third quarter results on Friday, October 23, 2026 at 10:00 a.m. (ET). A live webcast of the conference call is available at the following website: https://events.q4inc.com/attendee/709063364. Participants may also call 1-833-461-5787, enter meeting ID 709 063 364 and ask for the Primis Financial Corp. call. A replay of the teleconference will be available for 7 days using the webcast link above.
Non-GAAP Measures
Statements included in this press release include non-GAAP financial measures and should be read along with the accompanying tables. Primis uses non-GAAP financial measures to analyze its performance. The measures entitled operating net income (loss) available to Primis' common shareholders; pre-tax pre-provision operating earnings; operating return on average assets; pre-tax pre-provision operating return on average assets; operating return on average common equity; operating return on average tangible common equity; operating efficiency ratio; operating earnings per share - basic; operating earnings per share - diluted; core operating expense burden, tangible book value per share; tangible common equity; tangible common equity to tangible assets; and core net interest margin are not measures recognized under GAAP and therefore are considered non-GAAP financial measures. We use the term "operating" to describe a financial measure that excludes income or expense considered to be non-recurring in nature. Items identified as non-operating are those that, when excluded from a reported financial measure, provide management or the reader with a measure that may be more indicative of forward-looking trends in our business. A reconciliation of these non-GAAP financial measures to the most comparable GAAP measures is provided when discussing the financial measure or in the Reconciliation of Non-GAAP Items table.
Management believes that these non-GAAP financial measures provide additional useful information about Primis that allows management and investors to evaluate the ongoing operating results, financial strength and performance of Primis and provide meaningful comparison to its peers. Non-GAAP financial measures should not be considered as an alternative to any measure of performance or financial condition as promulgated under GAAP, and investors should consider Primis' performance and financial condition as reported under GAAP and all other relevant information when assessing the performance or financial condition of Primis. Non-GAAP financial measures are not standardized and, therefore, it may not be possible to compare these measures with other companies that present measures having the same or similar names.
Non-GAAP financial measures have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for analysis of the results or financial condition as reported under GAAP.
Forward-Looking Statements
This press release and certain of our other filings with the Securities and Exchange Commission contain statements that constitute "forward-looking statements" within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking statements. Such statements can generally be identified by such words as "may," "plan," "contemplate," "anticipate," "believe," "intend," "continue," "expect," "project," "predict," "estimate," "could," "should," "would," "will," and other similar words or expressions of the future or otherwise regarding the outlook for the Company's future business and financial performance and/or the performance of the banking industry and economy in general. These forward-looking statements include, but are not limited to, our expectations regarding our future operating and financial performance, including the preliminary estimated financial and operating information presented herein, which is subject to adjustment; our outlook and long-term goals for future growth and new offerings and services; our expectations regarding net interest margin; expectations on our growth strategy, expense management, capital management and future profitability; expectations on credit quality and performance; and the assumptions underlying our expectations.
Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve known and unknown risks and uncertainties which may cause the actual results, performance or achievements of the Company to be materially different from the future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are based on the information known to, and current beliefs and expectations of, the Company's management and are subject to significant risks and uncertainties. Actual results may differ materially from those contemplated by such forward-looking statements. Factors that might cause such differences include, but are not limited to: instability in global economic conditions and geopolitical matters; the impact of current and future economic and market conditions generally (including seasonality) and in the financial services industry, nationally and within our primary market areas; adverse developments in borrower industries; changes in interest rates, inflation, loan demand, real estate values, or competition, as well as labor shortages and supply chain disruptions; the impact of tariffs, trade policies, and trade wars (including reduced consumer spending, lower economic growth or recession, reduced demand for U.S. exports, disruptions to supply chains, and decreased demand for other banking products and services); the Company's ability to implement its various strategic and growth initiatives, including its recently established Panacea Financial Division, digital banking platform, Banking Valet fulfillment service, Mortgage Warehouse division and Primis Mortgage Company, as well as with respect to use and implementation of artificial intelligence; competitive pressures among financial institutions increasing significantly (including as a result of technological changes and the use and continued development of artificial intelligence); changes in applicable laws, rules, or regulations, including changes to statutes, regulations or regulatory policies or practices; legislative, regulatory or supervisory actions related to so‑called "de‑banking," including any new prohibitions, requirements or enforcement priorities that could affect customer relationships, compliance obligations, or operational practices; changes in management's plans for the future; credit risk associated with our lending activities; changes in accounting principles, policies, or guidelines; adverse results from current or future litigation, regulatory examinations or other legal and/or regulatory actions; potential impacts of adverse developments in the banking industry, including impacts on customer confidence, deposit outflows, liquidity and the regulatory response thereto; potential increases in the provision for credit losses; our ability to identify and address increased cybersecurity risks, including those impacting vendors and other second parties; fraud or misconduct by internal or external actors, which we may not be able to prevent, detect or mitigate; acts of God or of war or other conflicts, civil unrest, acts of terrorism, pandemics or other catastrophic events that may affect general economic conditions; action or inaction by the federal government, including as a result of any prolonged government shutdown; and other general competitive, economic, political, and market factors, including those affecting our business, operations, pricing, products, or services.
Forward-looking statements speak only as of the date on which such statements are made. These forward-looking statements are based upon information presently known to the Company's management and are inherently subjective, uncertain and subject to change due to any number of risks and uncertainties, including, without limitation, the risks and other factors set forth in the Company's filings with the Securities and Exchange Commission, the Company's Annual Report on Form 10-K for the year ended December 31, 2025, under the captions "Cautionary Note Regarding Forward-Looking Statements" and "Risk Factors," and in the Company's Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events, unless required by law. Readers are cautioned not to place undue reliance on these forward-looking statements.
(1) Non-GAAP financial measure. Please see "Reconciliation of Non-GAAP Items" in the financial tables for more information
and for a reconciliation to GAAP.
Primis Financial Corp.
Financial Highlights (unaudited)
(Dollars in thousands, except per share data)
For Three Months Ended: For Nine Months Ended:
Selected Performance Ratios: 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025 3Q 2026 3Q 2025
Return on average assets 0.80 % 0.90 % 0.76 % 2.94 % 0.70 % 0.82 % 1.13 %
Operating return on average assets(1) 0.80 % 0.53 % 0.84 % 0.23 % 0.70 % 0.72 % 0.25 %
Pre-tax pre-provision return on average assets 1.11 % 1.68 % 1.20 % 3.84 % 0.89 % 1.33 % 1.76 %
Pre-tax pre-provision operating return on average assets(1) 1.11 % 1.12 % 1.20 % 0.39 % 0.89 % 1.14 % 0.67 %
Return on average common equity 7.67 % 8.71 % 7.24 % 29.46 % 7.13 % 7.89 % 11.58 %
Operating return on average common equity(1) 7.67 % 5.17 % 7.96 % 2.36 % 7.13 % 6.95 % 2.61 %
Operating return on average tangible common equity(1) 9.75 % 6.65 % 10.19 % 3.07 % 9.45 % 8.86 % 3.50 %
Cost of funds 2.47 % 2.46 % 2.46 % 2.52 % 2.62 % 2.46 % 2.65 %
Net interest margin 3.66 % 3.45 % 3.43 % 3.28 % 3.18 % 3.51 % 3.06 %
Gross loans to deposits 100.78 % 100.58 % 99.22 % 96.70 % 95.92 % 100.78 % 95.92 %
Efficiency ratio 75.47 % 68.48 % 73.97 % 52.14 % 78.81 % 72.43 % 67.71 %
Operating efficiency ratio(1) 75.47 % 76.51 % 73.97 % 91.05 % 78.81 % 75.36 % 86.03 %
Per Common Share Data:
Earnings per common share - Basic $0.35 $0.38 $0.30 $1.20 $0.28 $1.03 $1.29
Operating earnings per common share - Basic(1) $0.35 $0.23 $0.33 $0.10 $0.28 $0.90 $0.29
Earnings per common share - Diluted $0.35 $0.38 $0.30 $1.20 $0.28 $1.03 $1.29
Operating earnings per common share - Diluted(1) $0.35 $0.23 $0.33 $0.10 $0.28 $0.90 $0.29
Book value per common share $17.57 $17.49 $17.25 $17.12 $15.51 $17.57 $15.51
Tangible book value per common share(1) $13.81 $13.72 $13.47 $13.34 $11.71 $13.81 $11.71
Cash dividend per common share $0.10 $0.10 $0.10 $0.10 $0.10 $0.30 $0.30
Weighted average shares outstanding - Basic 24,735,157 24,731,956 24,665,011 24,634,544 24,632,202 24,710,970 24,679,766
Weighted average shares outstanding - Diluted 24,799,072 24,788,023 24,719,255 24,654,037 24,643,889 24,767,238 24,693,328
Shares outstanding at end of period 24,799,072 24,799,072 24,772,072 24,695,385 24,644,385 24,799,072 24,644,385
Asset Quality Ratios:
Non-performing assets as a percent of total assets, excluding SBA guarantees 1.43 % 1.45 % 2.35 % 2.03 % 2.07 % 1.43 % 2.07 %
Net charge-offs (recoveries) as a percent of average loans (annualized) 0.17 % 0.65 % 0.12 % 0.16 % 0.14 % 0.34 % 0.79 %
Core net charge-offs (recoveries) as a percent of average loans (annualized)(1) 0.17 % 0.53 % 0.06 % 0.05 % 0.03 % 0.26 % 0.08 %
Allowance for credit losses to total loans 1.30 % 1.33 % 1.37 % 1.40 % 1.40 % 1.30 % 1.40 %
Capital Ratios:
Common equity to assets 10.14 % 9.96 % 10.04 % 10.45 % 9.66 %
Tangible common equity to tangible assets(1) 8.14 % 7.99 % 8.02 % 8.33 % 7.48 %
Leverage ratio(2) 8.77 % 8.63 % 8.76 % 8.80 % 8.32 %
(1)
See Reconciliation of Non-GAAP financial measures.
(2)
Ratios are estimated and may be subject to change pending the final filing of the FR Y-9C.
Primis Financial Corp.
(Dollars in thousands)
For Three Months Ended:
Condensed Consolidated Balance Sheets (unaudited) 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025
Assets
Cash and cash equivalents $165,085 $176,825 $159,881 $143,607 $63,881
Investment securities-available for sale 165,116 168,285 171,877 171,377 234,660
Investment securities-held to maturity 6,418 6,588 6,792 6,981 8,550
Loans held for sale 161,449 231,990 223,180 166,066 202,372
Loans held for investment 3,499,636 3,466,388 3,396,366 3,283,683 3,200,234
Allowance for credit losses (45,567) (45,964) (46,381) (45,883) (44,766)
Net loans 3,454,069 3,420,424 3,349,985 3,237,800 3,155,468
Stock in Federal Reserve Bank and Federal Home Loan Bank 23,636 27,487 24,162 14,185 17,035
Bank premises and equipment, net 5,905 5,955 5,924 6,070 19,380
Operating lease right-of-use assets 63,373 64,233 64,781 65,596 9,427
Goodwill and other intangible assets 93,475 93,482 93,488 93,495 93,502
Assets held for sale, net 776 776 776 776 775
Bank-owned life insurance 78,252 77,515 76,958 68,969 68,504
Deferred tax assets, net 17,260 15,914 14,593 14,683 17,328
Investment in Panacea Financial Holdings, Inc. common stock 7,133 7,299 6,899 6,899 6,880
Other assets 57,579 56,841 57,372 50,884 57,087
Total assets $4,299,526 $4,353,614 $4,256,668 $4,047,388 $3,954,849
Liabilities and stockholders' equity
Demand deposits $496,282 $505,758 $541,168 $554,442 $489,728
NOW accounts 907,685 878,976 844,528 862,735 831,709
Money market accounts 787,031 794,540 778,366 740,886 737,634
Savings accounts 975,521 960,343 942,847 922,337 958,416
Time deposits 306,112 306,724 316,156 315,185 318,865
Total deposits 3,472,631 3,446,341 3,423,065 3,395,585 3,336,352
Securities sold under agreements to repurchase - short term 3,864 3,974 3,525 3,552 3,954
Federal Home Loan Bank advances 220,000 300,000 230,000 25,000 85,000
Secured borrowings 13,624 14,165 14,450 14,773 15,403
Subordinated debt and notes 69,406 69,358 69,311 96,162 96,091
Operating lease liabilities 60,008 60,573 60,832 61,340 10,682
Other liabilities 24,161 25,374 28,287 28,080 25,214
Total liabilities 3,863,694 3,919,785 3,829,470 3,624,492 3,572,696
Total stockholders' equity 435,832 433,829 427,198 422,896 382,153
Total liabilities and stockholders' equity $4,299,526 $4,353,614 $4,256,668 $4,047,388 $3,954,849
Tangible common equity(1) $342,357 $340,347 $333,710 $329,401 $288,651
Primis Financial Corp.
(Dollars in thousands)
For Three Months Ended: For Nine Months Ended:
Condensed Consolidated Statement of Operations (unaudited) 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025 3Q 2026 3Q 2025
Interest and dividend income $59,234 $56,322 $53,526 $53,326 $51,766 $169,082 $147,116
Interest expense 22,924 22,567 21,452 22,474 22,734 66,943 66,540
Net interest income 36,310 33,755 32,074 30,852 29,032 102,139 80,576
Provision for (recovery of) credit losses 1,149 5,452 1,549 2,439 (49) 8,150 9,850
Net interest income after provision for credit
losses 35,161 28,303 30,525 28,413 29,081 93,989 70,726
Account maintenance and deposit service fees 1,389 1,699 1,246 1,292 1,358 4,334 4,372
Mortgage banking income 8,022 11,388 10,760 9,992 8,887 30,170 22,395
Gain on sale of loans 1,465 1,582 567 1,470 249 3,614 459
Gains (loss) on Panacea Financial Holdings investment (165) 400 20 294 235 32,322
Gain on sale-leaseback 50,573
Loss on sales of investment securities (14,777)
Gain (loss) on other investments (134) 5,961 49 33 381 5,876 126
Other 2,344 1,004 933 1,413 800 4,281 2,660
Noninterest income 12,921 22,034 13,555 50,016 11,969 48,510 62,334
Employee compensation and benefits 20,539 20,267 19,556 25,535 18,523 60,362 53,524
Occupancy and equipment expenses 5,044 4,799 4,617 4,459 3,481 14,460 9,893
Virginia franchise tax expense 713 695 611 577 576 2,019 1,730
FDIC Insurance assessment 634 854 738 918 999 2,226 2,813
Data processing expense 2,099 2,342 2,188 2,421 2,369 6,629 8,255
Marketing expense 717 934 760 472 450 2,411 1,684
Telecommunication and communication expense 307 350 311 352 309 968 920
Professional fees 1,345 2,886 1,860 3,730 2,509 6,091 7,147
Miscellaneous lending expenses 2,081 1,128 728 634 231 3,937 1,965
Other expenses 3,676 3,952 2,385 3,066 2,866 10,013 8,840
Noninterest expense 37,155 38,207 33,754 42,164 32,313 109,116 96,771
Income before income taxes 10,927 12,130 10,326 36,265 8,737 33,383 36,289
Income tax expense 2,255 2,704 3,014 6,725 1,907 7,973 7,988
Net Income 8,672 9,426 7,312 29,540 6,830 25,410 28,301
Noncontrolling interest 3,602
Net income available to Primis' common
shareholders $8,672 $9,426 $7,312 $29,540 $6,830 $25,410 $31,903
(1)
See Reconciliation of Non-GAAP financial measures.
Primis Financial Corp.
(Dollars in thousands)
For Three Months Ended:
Loan Portfolio Composition 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025
Loans held for sale $161,449 $231,990 $223,180 $166,066 $202,372
Loans secured by real estate:
Commercial real estate -owner occupied 567,774 560,515 534,897 510,088 495,739
Commercial real estate - non-owner occupied 527,883 522,383 540,154 567,092 592,480
Secured by farmland 2,434 2,479 2,386 3,407 3,642
Construction and land development 149,509 153,906 151,426 131,757 102,227
Residential 1-4 family 570,589 558,782 560,711 576,866 564,087
Multi-family residential 149,458 137,953 150,475 140,261 137,804
Home equity lines of credit 67,582 61,985 61,786 61,738 62,458
Total real estate loans 2,035,229 1,998,003 2,001,835 1,991,209 1,958,437
Commercial loans 1,180,572 1,184,862 1,104,438 970,492 915,158
Paycheck Protection Program loans 1,705 1,713 1,716 1,719 1,723
Consumer loans 277,640 277,248 283,605 315,407 319,977
Total Non-PCD loans 3,495,146 3,461,826 3,391,594 3,278,827 3,195,295
PCD loans 4,490 4,562 4,772 4,856 4,939
Total loans receivable, net of deferred fees $3,499,636 $3,466,388 $3,396,366 $3,283,683 $3,200,234
(Dollars in thousands)
For Three Months Ended:
Loans by Risk Grade: 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025
Pass Grade 1 - Highest Quality $90 $128 $119 $87 $666
Pass Grade 2 - Good Quality 160,761 152,946 160,228 178,999 168,177
Pass Grade 3 - Satisfactory Quality 1,641,071 1,537,862 1,556,700 1,882,934 1,842,958
Pass Grade 4 - Pass 1,501,630 1,591,207 1,469,542 1,026,499 1,034,035
Pass Grade 5 - Pass/ Watch(1) 28,633 14,599 13,765 -
Pass Grade 6 - Special Mention(2) 75,659 75,213 49,308 48,683 7,004
Grade 7 - Substandard(2) 84,243 86,884 139,155 138,932 139,847
Grade 8 - Doubtful(2) 7,549 7,549 7,549 7,549 7,547
Grade 9 - Loss(2) -
Total loans $3,499,636 $3,466,388 $3,396,366 $3,283,683 $3,200,234
(Dollars in thousands)
For Three Months Ended:
Asset Quality Information 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025
Allowance for Credit Losses:
Balance at beginning of period $(45,964) $(46,381) $(45,883) $(44,766) $(45,985)
Recovery of (provision for) credit losses (1,149) (5,452) (1,549) (2,439) 49
Net charge-offs 1,546 5,869 1,051 1,322 1,170
Ending balance $(45,567) $(45,964) $(46,381) $(45,883) $(44,766)
Reserve for Unfunded Commitments:
Balance at beginning of period $(831) $(870) $(1,006) $(1,133) $(1,152)
Recovery of (provision for) unfunded loan commitment reserve 113 39 136 127 19
Total Reserve for Unfunded Commitments $(718) $(831) $(870) $(1,006) $(1,133)
Non-Performing Assets: 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025
Nonaccrual loans $59,018 $61,847 $84,949 $84,823 $84,973
Accruing loans delinquent 90 days or more 5,806 5,827 20,222 1,713 1,713
Total non-performing assets $64,824 $67,674 $105,171 $86,536 $86,686
SBA guaranteed portion of non-performing loans $3,402 $4,491 $5,033 $4,482 $4,682
(1)
In first quarter of 2026, the Company expanded its risk grade matrix to include Pass Grade 5 - Pass/ Watch.
(2)
In first quarter of 2026, due to the expansion of the risk grade matrix, Special Mention, Substandard, Doubtful and Loss loans that were in risk grades 5, 6, 7 and 8, respectively in 2025, were migrated to risk grades 6, 7, 8 and 9, respectively in 2026.
Primis Financial Corp.
(Dollars in thousands)
For Three Months Ended: For Nine Months Ended:
Average Balance Sheet 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025 3Q 2026 3Q 2025
Assets
Loans held for sale $196,449 $207,590 $159,007 $162,854 $130,061 $187,819 $136,273
Loans, net of deferred fees 3,398,668 3,379,938 3,297,456 3,238,184 3,143,155 3,359,058 3,039,443
Investment securities 175,278 177,451 176,582 220,343 247,008 176,432 247,243
Other earning assets 165,944 164,006 161,199 115,908 101,278 163,734 95,430
Total earning assets 3,936,339 3,928,985 3,794,244 3,737,289 3,621,502 3,887,043 3,518,389
Other assets 274,149 272,805 261,466 244,183 232,636 269,520 245,786
Total assets $4,210,488 $4,201,790 $4,055,710 $3,981,472 $3,854,138 $4,156,563 $3,764,175
Liabilities and equity
Demand deposits $542,184 $565,815 $533,570 $498,681 $481,697 $547,221 $465,327
Interest-bearing liabilities:
NOW and other demand accounts 894,250 856,254 838,845 837,231 834,839 863,319 820,859
Money market accounts 795,993 777,265 750,380 740,915 756,361 774,713 767,729
Savings accounts 973,431 950,932 922,152 934,092 922,048 949,026 853,474
Time deposits 306,878 311,192 316,281 315,943 324,614 311,416 329,832
Total Deposits 3,512,736 3,461,458 3,361,228 3,326,862 3,319,559 3,445,695 3,237,221
Borrowings 176,465 219,946 181,185 205,767 117,697 192,515 117,454
Total Funding 3,689,201 3,681,404 3,542,413 3,532,629 3,437,256 3,638,210 3,354,675
Other Liabilities 83,067 86,339 86,090 50,978 36,720 85,154 37,211
Total liabilities 3,772,268 3,767,743 3,628,503 3,583,607 3,473,976 3,723,364 3,391,886
Primis common stockholders' equity 438,220 434,047 427,207 397,865 380,162 433,199 368,295
Noncontrolling interest 3,994
Total stockholders' equity 438,220 434,047 427,207 397,865 380,162 433,199 372,289
Total liabilities and stockholders' equity $4,210,488 $4,201,790 $4,055,710 $3,981,472 $3,854,138 $4,156,563 $3,764,175
Net Interest Income
Loans held for sale $2,487 $3,142 $2,376 $2,511 $2,085 $8,005 $4,895
Loans 53,309 49,785 47,758 47,856 46,772 150,852 133,643
Investment securities 1,940 1,950 1,911 1,841 1,894 5,802 5,728
Other earning assets 1,498 1,445 1,481 1,118 1,015 4,423 2,850
Total Earning Assets Income 59,234 56,322 53,526 53,326 51,766 169,082 147,116
Non-interest bearing DDA
NOW and other interest-bearing demand accounts 4,743 4,446 4,244 4,124 4,549 13,433 13,667
Money market accounts 5,162 4,916 4,539 4,615 5,229 14,617 15,920
Savings accounts 7,860 7,575 7,202 7,599 8,070 22,637 22,281
Time deposits 2,432 2,451 2,517 2,639 2,723 7,400 8,592
Total Deposit Costs 20,197 19,388 18,502 18,977 20,571 58,087 60,460
Borrowings 2,727 3,179 2,950 3,497 2,163 8,856 6,080
Total Funding Costs 22,924 22,567 21,452 22,474 22,734 66,943 66,540
Net Interest Income $36,310 $33,755 $32,074 $30,852 $29,032 $102,139 $80,576
Net Interest Margin
Loans held for sale 5.02 % 6.07 % 6.06 % 6.12 % 6.36 % 5.70 % 4.80 %
Loans 6.22 % 5.91 % 5.87 % 5.86 % 5.90 % 6.00 % 5.88 %
Investments 4.39 % 4.41 % 4.39 % 3.31 % 3.04 % 4.40 % 3.10 %
Other Earning Assets 3.58 % 3.53 % 3.73 % 3.83 % 3.98 % 3.61 % 3.99 %
Total Earning Assets 5.97 % 5.75 % 5.72 % 5.66 % 5.67 % 5.82 % 5.59 %
NOW 2.10 % 2.08 % 2.05 % 1.95 % 2.16 % 2.08 % 2.23 %
MMDA 2.57 % 2.54 % 2.45 % 2.47 % 2.74 % 2.52 % 2.77 %
Savings 3.20 % 3.20 % 3.17 % 3.23 % 3.47 % 3.19 % 3.49 %
CDs 3.14 % 3.16 % 3.23 % 3.31 % 3.33 % 3.18 % 3.48 %
Cost of Interest Bearing Deposits 2.70 % 2.69 % 2.65 % 2.66 % 2.88 % 2.68 % 2.92 %
Cost of Deposits 2.28 % 2.25 % 2.23 % 2.26 % 2.46 % 2.25 % 2.50 %
Other Funding 6.13 % 5.80 % 6.60 % 6.74 % 7.29 % 6.15 % 6.92 %
Total Cost of Funds 2.47 % 2.46 % 2.46 % 2.52 % 2.62 % 2.46 % 2.65 %
Net Interest Margin 3.66 % 3.45 % 3.43 % 3.28 % 3.18 % 3.51 % 3.06 %
Net Interest Spread 3.08 % 2.84 % 2.83 % 2.72 % 2.62 % 2.92 % 2.51 %
Primis Financial Corp.
(Dollars in thousands, except per share data)
For Three Months Ended: For Nine Months Ended:
Reconciliation of Non-GAAP items: 3Q 2026 2Q 2026 1Q 2026 4Q 2025 3Q 2025 3Q 2026 3Q 2025
Net income available to Primis' common shareholders $8,672 $9,426 $7,312 $29,540 $6,830 $25,410 $31,903
Non-GAAP adjustments to Net Income:
Loss on sale of investment securities 14,777
Branch Consolidation / Other restructuring 144
Professional fee expense related to accounting matters and LPF
sale 1,125
Gain on sale-leaseback (50,573)
Transaction costs related to sale-leaseback 1,126
Gains on Panacea Financial Holdings investment (32,028)
Loss on sale of closed bank branch buildings 107
Gain on investment in Bearing Insurance (5,853) (5,853)
Tax expense related to de-consolidation gain in 2025 on PFH
investment 759 759 1,518
Income tax effect 1,264 7,489 1,264 5,929
Operating net income available to Primis' common shareholders $8,672 $5,596 $8,071 $2,359 $6,830 $22,339 $7,180
Net income available to Primis' common shareholders $8,672 $9,426 $7,312 $29,540 $6,830 $25,410 $31,903
Income tax expense 2,255 2,704 3,014 6,725 1,907 7,973 7,988
Provision (benefit) for credit losses (incl. unfunded commitment
expense/benefit) 1,036 5,413 1,413 2,312 (68) 7,862 9,862
Pre-tax pre-provision earnings $11,963 $17,543 $11,739 $38,577 $8,669 $41,245 $49,753
Effect of adjustment for nonrecurring income and expenses (5,853) (34,670) (5,853) (30,652)
Pre-tax pre-provision operating earnings $11,963 $11,690 $11,739 $3,907 $8,669 $35,392 $19,101
Return on average assets 0.80 % 0.90 % 0.76 % 2.94 % 0.70 % 0.82 % 1.13 %
Effect of adjustment for nonrecurring income and expenses 0.00 % (0.37 %) 0.08 % (2.71 %) 0.00 % (0.10 %) (0.88 %)
Operating return on average assets 0.80 % 0.53 % 0.84 % 0.23 % 0.70 % 0.72 % 0.25 %
Return on average assets 0.80 % 0.90 % 0.76 % 2.94 % 0.70 % 0.82 % 1.13 %
Effect of tax expense 0.21 % 0.26 % 0.30 % 0.67 % 0.20 % 0.26 % 0.28 %
Effect of provision for credit losses (incl. unfunded
commitment expense) 0.10 % 0.52 % 0.14 % 0.23 % (0.01 %) 0.25 % 0.35 %
Pre-tax pre-provision return on average assets 1.11 % 1.68 % 1.20 % 3.84 % 0.89 % 1.33 % 1.76 %
Effect of adjustment for nonrecurring income and expenses 0.00 % (0.56 %) 0.00 % (3.45 %) 0.00 % (0.19 %) (1.09 %)
Pre-tax pre-provision operating return on average assets 1.11 % 1.12 % 1.20 % 0.39 % 0.89 % 1.14 % 0.67 %
Return on average common equity 7.67 % 8.71 % 7.24 % 29.46 % 7.13 % 7.89 % 11.58 %
Effect of adjustment for nonrecurring income and expenses 0.00 % (3.54 %) 0.72 % (27.10 %) 0.00 % (0.94 %) (8.97 %)
Operating return on average common equity 7.67 % 5.17 % 7.96 % 2.36 % 7.13 % 6.95 % 2.61 %
Effect of goodwill and other intangible assets 2.08 % 1.48 % 2.23 % 0.71 % 2.32 % 1.91 % 0.89 %
Operating return on average tangible common equity 9.75 % 6.65 % 10.19 % 3.07 % 9.45 % 8.86 % 3.50 %
Efficiency ratio 75.47 % 68.48 % 73.97 % 52.14 % 78.81 % 72.43 % 67.71 %
Effect of adjustment for nonrecurring income and expenses 0.00 % 8.03 % 0.00 % 38.91 % 0.00 % 2.93 % 18.32 %
Operating efficiency ratio 75.47 % 76.51 % 73.97 % 91.05 % 78.81 % 75.36 % 86.03 %
Earnings per common share - Basic $0.35 $0.38 $0.30 $1.20 $0.28 $1.03 $1.29
Effect of adjustment for nonrecurring income and expenses (0.15) 0.03 (1.10) (0.13) (1.00)
Operating earnings per common share - Basic $0.35 $0.23 $0.33 $0.10 $0.28 $0.90 $0.29
Earnings per common share - Diluted $0.35 $0.38 $0.30 $1.20 $0.28 $1.03 $1.29
Effect of adjustment for nonrecurring income and expenses (0.15) 0.03 (1.10) (0.13) (1.00)
Operating earnings per common share - Diluted $0.35 $0.23 $0.33 $0.10 $0.28 $0.90 $0.29
Book value per common share $17.57 $17.49 $17.25 $17.12 $15.51 $17.57 $15.51
Effect of goodwill and other intangible assets (3.76) (3.77) (3.78) (3.78) (3.80) (3.76) (3.80)
Tangible book value per common share $13.81 $13.72 $13.47 $13.34 $11.71 $13.81 $11.71
Net charge-offs as a percent of average loans (annualized) 0.17 % 0.65 % 0.12 % 0.16 % 0.14 % 0.34 % 0.79 %
Impact of third-party consumer portfolio 0.00 % (0.12 %) (0.06 %) (0.11 %) (0.11 %) (0.08 %) (0.71 %)
Core net charge-offs as a percent of average loans (annualized) 0.17 % 0.53 % 0.06 % 0.05 % 0.03 % 0.26 % 0.08 %
Total Primis common stockholders' equity $435,832 $433,829 $427,198 $422,896 $382,153 $435,832 $382,153
Less goodwill and other intangible assets (93,475) (93,482) (93,488) (93,495) (93,502) (93,475) (93,502)
Tangible common equity $342,357 $340,347 $333,710 $329,401 $288,651 $342,357 $288,651
Common equity to assets 10.14 % 9.96 % 10.04 % 10.45 % 9.66 % 10.14 % 9.66 %
Effect of goodwill and other intangible assets (2.00 %) (1.97 %) (2.02 %) (2.12 %) (2.18 %) (2.00 %) (2.18 %)
Tangible common equity to tangible assets 8.14 % 7.99 % 8.02 % 8.33 % 7.48 % 8.14 % 7.48 %
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SOURCE Primis Financial Corp.
