Margaret M. Weichert was appointed as Director at Primis Financial Corp..
“effective June 25, 2026 the Board of Directors (the “Board”) of Primis Financial Corp. (the “Company”) and Prims Bank (the “Bank”) appointed Margaret M. Weichert to the Company and Bank boards and to serve on the Corporate Governance Committee.”
Shareholder Votes
Primis Financial Corp. shareholders approved Advisory vote to approve, on a non-binding basis, the compensation of the Company's named executive officers at the 2026-05-21 meeting.
“Proposal Three – Advisory (Non-binding) Vote to Approve Compensation of Named Executive Officers : To hold an advisory vote to approve, on a non-binding basis, the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement. Votes For Votes Against Broker Non-Votes Abstentions 15,714,681 1,910,497 2,540,838 30,004”
Shareholder Votes
Primis Financial Corp. shareholders approved Ratify the appointment of Crowe, LLP as the independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-05-21 meeting.
“Proposal Two – Ratification of Auditors : To ratify the appointment of Crowe, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. Votes For Votes Against Abstentions 20,170,536 20,717 4,767”
Shareholder Votes
Primis Financial Corp. shareholders approved Elect ten directors to serve on the Board until the 2027 Annual Meeting at the 2026-05-21 meeting.
“Proposal One – Elect Directors : To elect ten directors to serve on the Company’s Board of Directors (the “Board”) until the Company’s 2027 Annual Meeting of Stockholders and until his successor is duly elected and qualified, or until his earlier resignation or removal. The vote for each director is as set forth below.”
Scott R. Gamble was appointed as Director at Primis Financial Corp..
“the Board appointed Scott R. Gamble to the Company and Bank boards”
Charles A. Kabbash departed as Director at Primis Financial Corp..
“directors Robert Y. Clagett and Charles A. Kabbash did not stand for re-election at the annual meeting of stockholders held on May 21, 2026”
Robert Y. Clagett departed as Director at Primis Financial Corp..
“directors Robert Y. Clagett and Charles A. Kabbash did not stand for re-election at the annual meeting of stockholders held on May 21, 2026”
Earnings Releases
Primis Financial Corp. reported the three months ended March 31, 2025 results: net income $22.6 million, EPS $0.92 per diluted share.
“compared to net income available to common shareholders of $22.6 million, or $0.92 per diluted share, for the three months ended March 31, 2025.”
Earnings Releases
Primis Financial Corp. reported the three months ended March 31, 2026 results: net income $7.3 million, EPS $0.30 per diluted share.
“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 $7.3 million, or $0.30 per diluted share, for the three months ended March 31, 2026, compared to net income available to common shareholders of $22.6 million, or $0.92 per diluted share, for the three months ended March 31, 2025.”
Material Agreements
Primis Financial Corp. entered into Guaranty of Lease with Landlord (effective 2025-12-05).
“Concurrent with the closing, the Company entered into a Guaranty of Lease (the “Guaranty”) in favor of the Landlord, providing for the guaranty of the Bank’s obligations under the Lease Agreement.”
Material Agreements
Primis Financial Corp. entered into master lease agreement with FNLR Mud LLC valued at $4.7 million per annum (effective 2025-12-05).
“Concurrent with the closing, Seller and FNLR Mud LLC, a Delaware limited liability company (“Landlord”), entered into a master lease agreement (the “Lease Agreement”) for the Properties under which Seller, as tenant, will lease each of the Properties from Landlord. The initial lease term shall be 20 years, which may be extended, at the Bank’s option, for an additional 20 year term. The Lease Agreement shall constitute a triple net lease under which the Bank as tenant shall be responsible for base rent for each of the Properties, which during the initial term shall be, in the aggregate, $4.7 million per annum (“Base Rent”)”
Material Agreements
Primis Financial Corp. entered into Agreement for Purchase and Sale of Property with entities affiliated with MountainSeed Real Estate Services, LLC and Fortress Investment Group valued at approximately $58 million (effective 2025-12-05).
“On December 5, 2025 (the “Effective Date”), Primis Bank (the “Bank” or “Seller”), a Virginia state chartered bank and wholly-owned subsidiary of Primis Financial Corp. (the “Company”), and entities affiliated with MountainSeed Real Estate Services, LLC and Fortress Investment Group (“Buyer”), entered into an Agreement for Purchase and Sale of Property (the “Sale Agreement”), which provides for the sale to the Buyer of 18 properties owned and operated as retail banking branches of the Bank (the “Properties”) for an aggregate purchase price of approximately $58 million”
Debt Financings
Primis Financial Corp. incurred lease obligation of $4.7 million per annum with FNLR Mud LLC maturing 20 years.
“Concurrent with the closing, Seller and FNLR Mud LLC, a Delaware limited liability company ("Landlord"), entered into a master lease agreement (the "Lease Agreement") for the Properties under which Seller, as tenant, will lease each of the Properties from Landlord. The initial lease term shall be 20 years, which may be extended, at the Bank's option, for an additional 20 year term. The Lease Agreement shall constitute a triple net lease under which the Bank as tenant shall be responsible for base rent for each of the Properties, which during the initial term shall be, in the aggregate, $4.7 million per annum ("Base Rent") plus additional operational charges.”
Governance Changes
Primis Financial Corp.: Eliminated the classified structure of the Board of Directors, effective at the 2026 annual meeting (effective 2025-07-02).
“Effective July 2, 2025, Primis Financial Corp. (the “Company”) amended its Articles of Incorporation to eliminate the classified structure of the Board of Directors of the Company (the “Board”), beginning at the 2026 annual meeting of Company stockholders (the “Declassification Amendment”). Effective July 2, 2025, the Company also amended and restated its Amended and Restated Bylaws (the “Second Amended and Restated Bylaws”) to reflect the Declassification Amendment.”
Listing & Compliance Notices
Primis Financial Corp. received a nasdaq hearing update notice regarding late filing (rules 5250(c)(1), 5815(d)(4)(B)).
“April 9, 2025, the Company appealed the Staff’s determination in accordance with the procedures set forth in the Nasdaq Listing Rules, requested a hearing before the Panel, and an extension of Nasdaq’s stay of delisting through the hearing and the expiration of any additional extension period granted by the Panel (the “Hearing Request”). The Hearing Request automatically stayed any suspension of trading for 15 calendar days from the date of the Hearing Request and the Company’s common stock will continue to trade on Nasdaq during such stay. While the determination on whether to grant the exten”
Listing & Compliance Notices
Primis Financial Corp. received a nasdaq delisting notice notice regarding late filing (rules 5250(c)(1)).
“April 9, 2025, the Company appealed the Staff’s determination in accordance with the procedures set forth in the Nasdaq Listing Rules, requested a hearing before the Panel, and an extension of Nasdaq’s stay of delisting through the hearing and the expiration of any additional extension period granted by the Panel (the “Hearing Request”). The Hearing Request automatically stayed any suspension of trading for 15 calendar days from the date of the Hearing Request and the Company’s common stock will continue to trade on Nasdaq during such stay. While the determination on whether to grant the exten”
M&A Transactions
Primis Financial Corp. completed a disposition involving EverBank, N.A. for premium of $6.0 million (closed 2024-10-31).
“loans, except for a subset of mostly fixed rate and rate-capped loans retained by Primis Bank, and the operations of the division, including its employees, for a premium of $6.0 million (the “Transaction”). On October 31, 2024, Primis Bank completed the sale to EverBank of approximately $354 million of loans from the division with Primis Bank providing interim”
Auditor Changes
Primis Financial Corp. engaged Crowe LLP as its auditor.
“appointed Crowe LLP (“Crowe”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 and on October 16, 2024 Crowe formally accepted the Company’s appointment as independent registered public accounting firm.”
Earnings Releases
Primis Financial Corp. reported preliminary financial results for the first quarter of 2024.
“On April 25, 2024, Primis Financial Corp. (“Primis” or the “Company”) issued a press release announcing its preliminary financial results for the three months ended March 31, 2024.”
Listing & Compliance Notices
Primis Financial Corp. received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).
“April 4, 2024, the Company received a notice (the “Notice”) from Nasdaq, which indicated that, as a result of the Company’s delay in filing the 2023 Form 10-K, the Company was not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”), which requires Nasdaq-listed companies to timely file all required periodic financial reports with the SEC. The Notice states that the Company has 60 calendar days from the date of the Notice, or until June 3, 2024, to submit a plan to regain compliance with the Rule. If Nasdaq accepts the Company’s plan to regain compliance, then Nasdaq may grant the Co”
Auditor Changes
Primis Financial Corp. reported that prior financial statements should not be relied upon.
“iscussions with the Company’s independent registered public accounting firm, FORVIS, LLP, that the Company’s previously-issued unaudited interim consolidated financial statements as of and for the three months ended March 31, 2023, the three and six months ended June 30, 2023, and the three and nine months ended September 30, 2023 (the “ Impacted Financial Statements ”) should no longer be relied upon. The accounting matters underlying the Company’s conclusion relate to transfers of loans by the Company’s subsidiary, Primis Bank, of approximately $33.7 million (the “Transferred Loans”) to other financial institutions over the first, second, and third quarters of 2023. As part of the Company’s year-end reporting process in the first quarter of 2024, the Company determined that the transfer of the Transferred Loans from Primis Bank to other financial institutions did not qualify for sales”
Earnings Releases
Primis Financial Corp. reported the year-to-date period in 2023 results: net income $9.9 million, EPS $0.40.
“For the year-to-date period in 2023, the Company reported earnings available to common and diluted earnings per share of $9.9 million and $0.40, respectively”
Earnings Releases
Primis Financial Corp. reported the quarter ended December 31, 2023 results: net income $8.1 million, EPS $0.33 per diluted share.
“net income available to common shareholders of $8.1 million or $0.33 per diluted share for the quarter ended December 31, 2023”
Stephen B. Weber resigned as Executive Vice President and Chief Strategy Officer at Primis Financial Corp..
“Stephen B. Weber, Executive Vice President and Chief Strategy Officer of Primis Financial Corp. and Primis Bank (collectively, the “ Company ”), tendered his resignation from the Company, effective November 10, 2023.”
Earnings Releases
Primis Financial Corp. reported three months ended September 30, 2023 results: net income net loss of $3.6 million, EPS loss of $0.14.
“Primis Financial Corp. Issues Revised Results for the Third Quarter of 2023 MCLEAN, Va., Nov. 9, 2023 /PRNewswire/ -- Primis Financial Corp. (NASDAQ: FRST) ("Primis" or the "Company"), and its wholly-owned subsidiary, Primis Bank (the "Bank"), today amended its previously announced financial results for the three and nine months ended September 30, 2023. Revised results reflect a non-cash after-tax goodwill impairment charge of $11.2 million.”
Earnings Releases
Primis Financial Corp. reported the three months ended September 30, 2023 results: net income $7.6 million, EPS $0.31.
“On October 26, 2023, Primis Financial Corp. (“Primis” or the “Company”) issued a press release announcing its financial results for the three months ended September 30, 2023.”
Dennis J. Zember, Jr. changed role as President of Primis Bank at Primis Financial Corp..
“In connection with Mr. Fulk’s appointment, effective as of October 2, 2023, Dennis J. Zember, Jr. no longer serves as President of Primis Bank.”
Rick A. Fulk was appointed as President of Primis Bank and Executive Vice President of the Company at Primis Financial Corp..
“The Board of Directors of Primis Financial Corp. (the “ Company ”) appointed Rick A. Fulk as President of Primis Bank and Executive Vice President of the Company, effective October 2, 2023.”
Earnings Releases
Primis Financial Corp. reported financial results for three months ended June 30, 2023.
“On July 27, 2023, Primis Financial Corp. (“Primis” or the “Company”) issued a press release announcing its financial results for the three months ended June 30, 2023.”
Shareholder Votes
Primis Financial Corp. shareholders approved Advisory vote on frequency of say-on-pay votes at the 2023-05-25 meeting.
“Proposal Four – Advisory (Non-binding) Vote on Frequency of Say-On-Pay Vote : To hold an advisory vote, on a non-binding basis, on the frequency of holding future advisory votes regarding compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement. 1 Year 2 Years 3 Years Abstentions Broker Non-Votes 18,070,513 58,806 1,158,231 171,110 2,755,063”
Shareholder Votes
Primis Financial Corp. shareholders approved Advisory vote to approve named executive officer compensation at the 2023-05-25 meeting.
“Proposal Three – Advisory (Non-binding) Vote to Approve Compensation of Named Executive Officers : To hold an advisory vote to approve, on a non-binding basis, the compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement. Votes For Votes Against Broker Non-Votes Abstentions 18,462,254 763,956 2,755,063 232,451”
Shareholder Votes
Primis Financial Corp. shareholders approved Ratification of Forvis, LLP as independent auditor at the 2023-05-25 meeting.
“Proposal Two – Ratification of Auditors : To ratify the appointment of Forvis, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. Votes For Votes Against Abstentions 22,038,691 134,456 40,576”
Shareholder Votes
Primis Financial Corp. shareholders approved Election of three Class II directors at the 2023-05-25 meeting.
“Proposal One – Elect Directors : To elect three Class II directors to serve on the Company’s Board of Directors (the “Board”) until the Company’s 2026 Annual Meeting of Stockholders and until his successor is duly elected and qualified, or until his earlier resignation or removal. The vote for each director is as set forth below. Nominee Votes For Votes Against Broker Non-Votes W. Rand Cook 14,939,775 4,518,885 2,755,063”
Earnings Releases
Primis Financial Corp. reported three months ended March 31, 2023 results: net income $5.8 million, EPS $0.23.
“Primis Financial Corp. (NASDAQ: FRST) ("Primis" or the "Company"), and its wholly-owned subsidiary, Primis Bank (the "Bank"), today reported net income of $5.8 million for the quarter ended March 31, 2023, compared to $3.1 million for the quarter ended December 31, 2022 and $4.6 million for the quarter ended March 31, 2022. Earnings per share ("EPS") for the three months ended March 31, 2023 were $0.23 on a basic and diluted basis, compared to $0.13 on a basic and $0.12 on a diluted basis for the three months ended December 31, 2022 and $0.19 on both a basic and diluted basis for the three months ended March 31, 2022.”
Earnings Releases
Primis Financial Corp. reported the twelve months ended December 31, 2022 results: net income $17.7 million, EPS $0.72 on a basic and diluted basis.
“Net income from continuing operations for the twelve months ended December 31, 2022 was $17.7 million, compared to $31.0 million for the twelve months ended December 31, 2021. EPS from continuing operations for the twelve months ended December 31, 2022 were $0.72 on a basic and diluted basis, compared to $1.28 on a basic and $1.26 on a diluted basis for the twelve months ended December 31, 2021.”
Earnings Releases
Primis Financial Corp. reported the three months ended December 31, 2022 results: net income $3.1 million, EPS $0.13 on a basic and $0.12 on a diluted basis.
“Primis Financial Corp. (NASDAQ: FRST) ("Primis" or the "Company"), and its wholly-owned subsidiary, Primis Bank (the "Bank"), today reported net income from continuing operations of $3.1 million for the quarter ended December 31, 2022, compared to $5.1 million for the quarter ended September 30, 2022 and $7.7 million for the quarter ended December 31, 2021. Earnings per share ("EPS") from continuing operations for the three months ended December 31, 2022 were $0.13 on a basic and $0.12 on a diluted basis, compared to $0.21 on a basic and $0.20 on a diluted basis for the three months ended September 30, 2022 and $0.31 on both a basic and diluted basis for the three months ended December 31, 2021.”
Jeffrey L. Karafa resigned as Executive Vice President and Chief Accounting Officer at Primis Financial Corp..
“On January 12, 2023, Jeffrey L. Karafa, Executive Vice President and Chief Accounting Officer of Primis Financial Corp. and Primis Bank (collectively, the “ Company ”), formally tendered his resignation, effective January 26, 2023.”
Earnings Releases
Primis Financial Corp. reported the three months ended September 30, 2022 results: revenue $33.0 million, net income $5.1 million, EPS $0.21 on a basic and $0.20 on diluted basis.
“non-interest bearing checking deposits of $687.3 million, representing 25.4% of total deposits at September 30, 2022, compared to 19.1% at September 30, 2021. Total revenue of $33.0 million in the current quarter of 2022, up 29.4% from the same period in 2021. Tangible common equity to tangible assets and leverage ratio of 8.73% and 9.96%, respectively, are 114”
W. Bruce Jennings resigned as Director at Primis Financial Corp..
“On February 3, 2022, W. Bruce Jennings formally announced his decision to resign from the Board of Directors (the “ Board ”) of Primis Financial Corp. and Primis Bank (collectively, the “ Company ”), effective February 3, 2022.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.