8-K

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):  March 9, 2026

AVIDBANK HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (408) 200-7390

N/A

(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 (see General Instruction A.2. below):

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

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. ☐

On March 9, 2026, the board of directors (the “Company Board”) of Avidbank Holdings, Inc. (the “Company”) approved the appointment of Mr. Keith F. Jensen as a member of the Company Board. Mr. Jensen will also serve on the board of directors of Avidbank (the “Bank Board”), the Company’s wholly-owned bank subsidiary (the “Bank”), with both appointments effective March 9, 2026.

Based on Mr. Jensen’s background, experience and qualifications, he is considered (i) an independent director under the applicable Securities and Exchange Commission and NASDAQ rules; and (ii) an “audit committee financial expert” as defined under Item 407(d)(5) of Regulation S-K. Mr. Jensen will serve on the Audit Committee of the Company Board and the Investment and Asset-Liability Committee of both the Company Board and the Bank Board.

There is no arrangement or understanding between Mr. Jensen and any other person pursuant to which he was selected as a director, and there are no family relationships between him and any other director, executive officer, or person nominated or chosen by the Company to become an executive officer. There are no transactions involving Mr. Jensen to be reported pursuant to Item 404(a) of Regulation S-K. Mr. Jensen will receive the same compensation as currently paid to the Company’s and the Bank’s other board members.

Mr. Jensen’s appointment to the Company Board and the Bank Board filled the existing vacancy on each board. As a result, there are currently ten (10) directors serving on the Company Board and the Bank Board.

A copy of the press release issued by the Company on March 11, 2026 regarding the appointment of Mr. Jensen is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

(d) Exhibits

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

ex_931534.htm

Exhibit 99.1

Keith Jensen Joins Avidbank Holdings, Inc. Board of Directors

SAN JOSE, CA / ACCESS Newswire / March 11, 2026 / Avidbank Holdings, Inc. (NASDAQ:AVBH), the holding company for Avidbank, a state-chartered bank, is pleased to announce that Keith Jensen has joined the Board of Directors. Mr. Jensen is a four-decade veteran of corporate finance and is a seasoned public and private company CFO with extensive experience in the technology sector.

Mr. Jensen has a proven track record of driving profitability and growth in organizations ranging from VC-backed startups to enterprises exceeding $5 Billion in revenue with his most recent experience being Chief Financial Officer with Fortinet, a world leader in cyber security.

Mr. Jensen's expertise spans corporate governance, regulatory compliance, and strategic capital raising, having completed numerous equity and debt financing rounds. He is highly skilled in multinational operations, including global IT, tax, and manufacturing and has successfully integrated multiple acquisitions while implementing robust ERP and SOX frameworks.

"Keith's long and diverse expertise in technology, finance and public company experience will be accretive to Avidbank's mission going forward," stated Mark D. Mordell, Chairman and CEO. "We are pleased to have him join our board."

"I'm honored to join Avidbank's Board and look forward to working alongside the leadership team to support the Bank's growth and client success by ensuring they receive the high‑touch, personalized service and innovative strategies that set Avidbank apart," Mr. Jensen remarked.

About Avidbank

Avidbank Holdings, Inc. (NASDAQ:AVBH), headquartered in San Jose, California, offers innovative financial solutions and services. We specialize in commercial & industrial lending, venture lending, structured finance, asset-based lending, sponsor finance, fund finance, and real estate construction and commercial real estate lending. Avidbank provides a different approach to banking. We do what we say.

Contact:

Patrick Oakes

Executive Vice President and Chief Financial Officer

408-200-7390

IR@avidbank.com