BOTJ 8-K
Bank Of The James Financial Group Inc (BOTJ)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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Current Report
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
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(Exact Name of Registrant as Specified in Its Charter)
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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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 July 30, 2026, Bank of the James Financial Group, Inc. (the “Company”) issued a press release announcing financial results for the three months and six months ended June 30, 2026 (the “Press Release”). A copy of the Press Release is attached hereto as Exhibit 99.1.
The information contained in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing.
Item 8.01. Other Events
On July 28, 2026, the Board of Directors of the Company declared a quarterly cash dividend of $0.10 per share of common stock. The dividend will be paid on or about September 4, 2026 to stockholders of record at the close of business on August 21, 2026.
Item 9.01. Financial Statements and Exhibits
(a) Financial statements of businesses acquired – not applicable
(b) Pro forma financial information – not applicable
(c) Shell company transactions – not applicable
(d) Exhibits
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Exhibit No. | Exhibit Description |
99.1 | Bank of the James Financial Group, Inc. Press Release dated July 30, 2026 |
104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL |
SIGNATURE
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.
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Date: July 30, 2026 | BANK OF THE JAMES FINANCIAL GROUP, INC. | ||
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| By /s/ Eric J. Sorenson, Jr. Eric J. Sorenson, Jr. Secretary and Treasurer | |
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Bank of the James Announces Second Quarter of 2026 and
First Half of 2026 Financial Results and Declaration of Dividend
Bank of the James Reports First Half 2026 Net Income of $6.01 Million, $1.32 Per Share
LYNCHBURG, VA, July 30, 2026 -- Bank of the James Financial Group, Inc. (the “Company”) (NASDAQ: BOTJ), the parent company of Bank of the James (the “Bank”), a full-service commercial and retail bank, and Pettyjohn, Wood & White, Inc. (“PWW”), an SEC-registered investment advisor, today announced unaudited results of operations for the three-month and six-month periods ended June 30, 2026. The Bank serves Region 2000 (the greater Lynchburg metropolitan statistical area) and the Blacksburg, Buchanan, Charlottesville, Harrisonburg, Lexington, Nellysford, Roanoke, and Wytheville, Virginia markets.
Second Quarter 2026 and First Half 2026 Highlights
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Net income for the second quarter of 2026 was $3.24 million, an increase of $0.54 million from $2.70 million in the second quarter of 2025. Earnings per share were $0.71 compared with $0.60 per share one year earlier. Net income for the first half of 2026 was $6.01 million, an increase of $2.47 million from $3.55 million in the first half of 2025. Earnings per share were $1.32 compared with $0.78 per share one year earlier. The year-over-year increases reflect higher net interest income, growth in noninterest income, and lower noninterest expense. |
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Total assets were $1.041 billion at June 30, 2026, compared with $1.039 billion at December 31, 2025, and $1.004 billion at June 30, 2025. |
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Net interest income after provision for (recovery of) credit losses increased 1.4% to $8.90 million in the second quarter of 2026 from $8.78 million in the second quarter of 2025, and increased 8.7% to $17.78 million in the first half of 2026 from $16.36 million in the first half of 2025. The Company recorded a total provision for credit losses of $350,000 for the second quarter and $204,000 for the first half of 2026. Excluding reductions in the reserve for unfunded commitments, the provision for credit losses on loans were $410,000 and $318,000, respectively. |
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Net interest margin (tax-equivalent) was 3.71% for the second quarter of 2026 compared with 3.44% for the second quarter of 2025, and 3.64% for the first half of 2026 compared with 3.34% for the first half of 2025. |
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Interest expense decreased 10.5% to $3.03 million in the second quarter of 2026 from $3.39 million in the second quarter of 2025, and decreased 10.9% to $6.15 million in the first half of 2026 from $6.90 million in the first half of 2025, reflecting lower deposit costs and the retirement of approximately $10 million in capital notes in the second quarter of 2025. The decline in deposit costs was driven primarily by lower rates on renewing certificates of deposit and continued discipline in the pricing of interest-bearing transaction accounts. |
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Noninterest income increased 9.8% to $4.48 million in the second quarter of 2026 from $4.08 million in the second quarter of 2025, and increased 14.7% to $8.44 million in the first half of 2026 from $7.36 million in the first half of 2025. |
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Noninterest expense decreased 1.5% to $9.31 million in the second quarter of 2026 from $9.46 million in the second quarter of 2025, and decreased 3.1% to $18.68 million in the first half of 2026 from $19.28 million in the first half of 2025. |
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Wealth management fees from PWW increased 12.8% to $1.47 million in the second quarter of 2026 from $1.30 million in the second quarter of 2025, and increased 12.7% to $2.88 million in the first half of 2026 from $2.56 million in the first half of 2025. |
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The efficiency ratio (noninterest expense divided by the sum of net interest income and noninterest income) improved to 67.82% in the second quarter of 2026 from 76.71% in the second quarter of 2025, and to 70.67% in the first half of 2026 from 82.65% in the first half of 2025. |
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Loans, net of the allowance for credit losses, were $686.08 million at June 30, 2026, compared with $649.13 million at March 31, 2026, $661.36 million at December 31, 2025, and $649.09 million at June 30, 2025. |
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Total deposits were $935.18 million at June 30, 2026, compared with $937.13 million at December 31, 2025, and $910.53 million at June 30, 2025. |
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Nonperforming loans were $1.09 million at June 30, 2026, down from $1.70 million at December 31, 2025. The allowance for credit losses was $6.60 million at June 30, 2026, compared with $6.45 million at December 31, 2025, and represented 6.05x coverage of nonperforming loans, compared with 3.79x at December 31, 2025. The decrease in nonperforming loans was due primarily to the return to accrual status for select relationships. |
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Stockholders’ equity increased to $83.15 million at June 30, 2026, from $80.05 million at December 31, 2025, an increase of 3.88%. Book value per share rose to $18.30 from $17.62. |
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On July 28, 2026, the Company’s board of directors approved a quarterly dividend of $0.10 per common share to stockholders of record as of August 21, 2026, to be paid on September 4, 2026. |
Commentary from Executive Management
Robert R. Chapman III, CEO of the Bank, commented: “The first half of 2026 produced record results for Bank of the James. Growth in loans and revenue from a variety of sources, along with continued sound asset quality, contributed to this performance. We remain focused on building upon these results during the remainder of 2026.
In addition to our focus on financial performance, we continue to place great importance on serving a broad base of customers across our markets, including individuals and businesses in underserved areas. We are proud of the role the Bank and our employees play in supporting the communities we serve.”
Mike Syrek, President of the Bank, added: “We remain focused on increasing operating efficiency through prudent expense management and thoughtful operational changes. This strategy has been successful, contributing to an improved efficiency ratio, and we continue to identify additional opportunities to operate more effectively while supporting our customers and long-term growth.”
Syrek continued: “Loan growth was robust, with loan balances increasing by nearly $37 million during the second quarter. We do not expect this pace of growth to continue, as quarterly loan activity can vary based on originations, maturities, and repayments. Nevertheless, the current environment presents opportunities to originate attractive, well-structured loans, and we remain focused on pursuing those opportunities while maintaining our disciplined underwriting standards. That same discipline is reflected in our asset quality, with nonperforming loans declining.”
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About the Company
Bank of the James, a wholly-owned subsidiary of Bank of the James Financial Group, Inc. opened for business in July 1999 and is headquartered in Lynchburg, Virginia. The Bank currently serves customers in Virginia from offices located in Altavista, Amherst, Appomattox, Bedford, Blacksburg, Buchanan, Charlottesville, Forest, Harrisonburg, Lexington, Lynchburg, Madison Heights, Nellysford, Roanoke, Rustburg, and Wytheville. The Bank offers full investment and insurance services through its BOTJ Investment Services division and BOTJ Insurance, Inc. subsidiary. The Bank provides mortgage loan origination through Bank of the James Mortgage, a division of Bank of the James. The Company provides investment advisory services through its wholly-owned subsidiary, Pettyjohn, Wood & White, Inc., an SEC-registered investment advisor. Bank of the James Financial Group, Inc. common stock is listed under the symbol “BOTJ” on the NASDAQ Stock Market, LLC. Additional information on the Company is available at: www.bankofthejames.bank.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believe,” “estimate,” “expect,” “intend,” “anticipate,” “plan” and similar expressions and variations thereof identify certain of such forward-looking statements which speak only as of the date on which they were made. Bank of the James Financial Group, Inc. (the “Company”) undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those indicated in the forward-looking statements as a result of various factors. Such factors include, but are not limited to, competition, general economic conditions, potential changes in interest rates, changes in the value of real estate securing loans made by the Bank, as well as geopolitical conditions. Additional information concerning factors that could cause actual results to materially differ from those in the forward-looking statements is contained in the Company’s filings with the Securities and Exchange Commission.
CONTACT: Eric J. Sorenson, Jr., Executive Vice President and Chief Financial Officer of the Bank, (434) 846-2000.
FINANCIAL RESULTS FOLLOW
2
Bank of the James Financial Group, Inc. and Subsidiaries
Consolidated Balance Sheets
(dollar amounts in thousands, except per share amounts)
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(unaudited) |
(audited) |
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Assets |
6/30/2026 |
12/31/2025 |
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Cash and due from banks |
$24,675 | $28,538 | |
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Federal funds sold |
10,870 | 55,937 | |
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Total cash and cash equivalents |
35,545 | 84,475 | |
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Securities held-to-maturity (fair value of $3,267 as of June 30, 2026 and $3,315 as of December 31, 2025), net of allowance for credit losses of $0 as of June 30, 2026 and December 31, 2025 |
3,581 | 3,590 | |
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Securities available-for-sale, at fair value |
236,832 | 214,128 | |
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Restricted stock, at cost |
1,872 | 1,828 | |
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Loans, net of allowance for credit losses of $6,597 as of June 30, 2026 and $6,450 as of December 31, 2025 |
686,084 | 661,357 | |
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Loans held for sale |
5,651 | 3,472 | |
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Premises and equipment, net |
19,051 | 19,050 | |
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Interest receivable |
3,392 | 3,380 | |
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Cash value - bank owned life insurance |
24,101 | 23,676 | |
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Customer relationship intangible |
5,884 | 6,164 | |
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Goodwill |
2,054 | 2,054 | |
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Other assets |
17,260 | 15,850 | |
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Total assets |
$1,041,307 | $1,039,024 | |
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Liabilities and Stockholders' Equity |
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Deposits |
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Noninterest bearing demand |
$136,390 | $131,456 | |
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NOW, money market and savings |
563,425 | 570,345 | |
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Time |
235,369 | 235,328 | |
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Total deposits |
935,184 | 937,129 | |
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Other borrowings |
8,671 | 8,796 | |
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Interest payable |
1,121 | 1,167 | |
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Other liabilities |
13,178 | 11,884 | |
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Total liabilities |
$958,154 | $958,976 | |
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Stockholders' equity |
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Common stock $2.14 par value; authorized 10,000,000 shares; issued and outstanding 4,543,338 as of June 30, 2026 and December 31, 2025 |
9,723 | 9,723 | |
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Additional paid-in capital |
35,253 | 35,253 | |
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Retained earnings |
55,114 | 50,009 | |
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Accumulated other comprehensive loss |
(16,937) | (14,937) | |
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Total stockholders' equity |
$83,153 | $80,048 | |
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Total liabilities and stockholders' equity |
$1,041,307 | $1,039,024 |
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Bank of the James Financial Group, Inc. and Subsidiaries
Consolidated Statements of Income
(dollar amounts in thousands, except per share amounts) (unaudited)
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For the Three Months Ended |
For the Six Months Ended |
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June 30, |
June 30, |
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Interest Income |
2026 | 2025 | 2026 | 2025 | |||
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Loans |
$9,737 | $9,341 | $19,164 | $18,247 | |||
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Securities |
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US Government and agency obligations |
619 | 548 | 1,252 | 1,002 | |||
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Mortgage backed securities |
741 | 377 | 1,191 | 764 | |||
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Municipals - taxable |
402 | 330 | 800 | 641 | |||
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Municipals - tax exempt |
62 | 24 | 125 | 43 | |||
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Dividends |
34 | 35 | 45 | 48 | |||
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Corporates |
152 | 136 | 297 | 271 | |||
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Interest bearing deposits |
127 | 127 | 225 | 250 | |||
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Federal Funds sold |
413 | 720 | 1,037 | 1,607 | |||
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Total interest income |
12,287 | 11,638 | 24,136 | 22,873 | |||
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Interest Expense |
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NOW, money market and savings |
$999 | $1,258 | $2,027 | $2,506 | |||
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Time deposits |
1,893 | 1,945 | 3,847 | 4,024 | |||
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Finance leases |
14 | 17 | 28 | 34 | |||
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Other borrowings |
127 | 87 | 246 | 176 | |||
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Capital notes |
- |
81 |
- |
163 | |||
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Total interest expense |
3,033 | 3,388 | 6,148 | 6,903 | |||
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Net interest income |
9,254 | 8,250 | 17,988 | 15,970 | |||
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Provision for (recovery of) credit losses |
350 | (528) | 204 | (391) | |||
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Net interest income after provision for (recovery of) credit losses |
8,904 | 8,778 | 17,784 | 16,361 | |||
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Noninterest income |
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Gains on sale of loans held for sale |
$1,529 | $1,589 | $2,725 | $2,426 | |||
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Service charges, fees and commissions |
1,149 | 975 | 2,143 | 1,956 | |||
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Wealth management fees |
1,466 | 1,300 | 2,879 | 2,555 | |||
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Life insurance income |
214 | 190 | 425 | 378 | |||
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Income from small business investment company |
70 |
- |
201 |
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Gains on sales of securities |
1 |
- |
1 |
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Other |
47 | 21 | 66 | 43 | |||
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Total noninterest income |
4,476 | 4,075 | 8,440 | 7,358 | |||
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Noninterest expenses |
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Salaries and employee benefits |
5,510 | 5,357 | 11,010 | 10,134 | |||
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Occupancy |
523 | 497 | 1,131 | 1,067 | |||
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Equipment |
706 | 654 | 1,453 | 1,324 | |||
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Supplies |
132 | 168 | 292 | 310 | |||
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Professional and other outside expense |
756 | 755 | 1,526 | 2,470 | |||
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Data processing |
519 | 782 | 994 | 1,602 | |||
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Marketing |
258 | 237 | 447 | 435 | |||
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Credit expense |
259 | 263 | 449 | 449 | |||
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FDIC insurance expense |
118 | 120 | 254 | 262 | |||
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Amortization of intangibles |
140 | 140 | 280 | 280 | |||
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Other |
390 | 482 | 840 | 948 | |||
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Total noninterest expenses |
9,311 | 9,455 | 18,676 | 19,281 | |||
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Income before income taxes |
4,069 | 3,398 | 7,548 | 4,438 | |||
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Income tax expense |
829 | 694 | 1,534 | 891 | |||
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Net Income |
$3,240 | $2,704 | $6,014 | $3,547 | |||
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Weighted average shares outstanding - basic and diluted |
4,543,338 | 4,543,338 | 4,543,338 | 4,543,338 | |||
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Net income per common share - basic and diluted |
$0.71 | $0.60 | $1.32 | $0.78 |
5
Bank of the James Financial Group, Inc. and Subsidiaries
Dollar amounts in thousands, except per share data
unaudited
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Selected Data: |
Three months ending Jun 30, 2026 |
Three months ending Jun 30, 2025 |
Change |
Year to date ending Jun 30, 2026 |
Year to date ending Jun 30, 2025 |
Change |
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Interest income |
$12,287 | $11,638 | 5.58% | $24,136 | $22,873 | 5.52% |
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Interest expense |
3,033 | 3,388 |
-10.48% |
6,148 | 6,903 |
-10.94% |
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Net interest income |
9,254 | 8,250 | 12.17% | 17,988 | 15,970 | 12.64% |
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Provision for (recovery of) credit losses |
350 | (528) |
-166.29% |
204 | (391) |
-152.17% |
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Noninterest income |
4,476 | 4,075 | 9.84% | 8,440 | 7,358 | 14.71% |
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Noninterest expense |
9,311 | 9,455 |
-1.52% |
18,676 | 19,281 |
-3.14% |
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Income taxes |
829 | 694 | 19.45% | 1,534 | 891 | 72.17% |
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Net income |
3,240 | 2,704 | 19.82% | 6,014 | 3,547 | 69.55% |
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Weighted average shares outstanding - basic and diluted |
4,543,338 | 4,543,338 |
- |
4,543,338 | 4,543,338 |
- |
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Basic and diluted net income per share |
$0.71 | $0.60 | $0.11 | $1.32 | $0.78 | $0.54 |
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Balance Sheet at period end: |
Jun 30, 2026 |
Dec 31, 2025 |
Change |
Jun 30, 2025 |
Dec 31, 2024 |
Change |
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Loans, net |
$686,084 | $661,357 | 3.74% | $649,089 | $636,552 | 1.97% |
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Loans held for sale |
5,651 | 3,472 | 62.76% | 4,226 | 3,616 | 16.87% |
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Total securities |
240,413 | 217,718 | 10.42% | 200,183 | 191,522 | 4.52% |
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Total deposits |
935,184 | 937,129 |
-0.21% |
910,527 | 882,404 | 3.19% |
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Stockholders' equity |
83,153 | 80,048 | 3.88% | 71,665 | 64,865 | 10.48% |
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Total assets |
1,041,307 | 1,039,024 | 0.22% | 1,004,242 | 979,244 | 2.55% |
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Shares outstanding |
4,543,338 | 4,543,338 |
- |
4,543,338 | 4,543,338 |
- |
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Book value per share |
$18.30 | $17.62 | $0.68 | $15.77 | $14.28 | $1.49 |
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Daily averages: |
Three months ending Jun 30, 2026 |
Three months ending Jun 30, 2025 |
Change |
Year to date ending Jun 30, 2026 |
Year to date ending Jun 30, 2025 |
Change |
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Loans |
$672,887 | $653,758 | 2.93% | $668,200 | $650,292 | 2.75% |
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Loans held for sale |
3,978 | 3,657 | 8.78% | 3,481 | 3,027 | 15.00% |
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Total securities (book value) |
266,241 | 224,411 | 18.64% | 254,182 | 221,625 | 14.69% |
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Total deposits |
953,084 | 920,286 | 3.56% | 950,100 | 921,241 | 3.13% |
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Stockholders' equity |
82,476 | 68,256 | 20.83% | 81,811 | 66,526 | 22.98% |
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Interest earning assets |
1,002,566 | 961,123 | 4.31% | 998,450 | 964,062 | 3.57% |
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Interest bearing liabilities |
818,203 | 795,621 | 2.84% | 819,475 | 798,331 | 2.65% |
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Total assets |
1,058,803 | 1,020,390 | 3.76% | 1,054,914 | 1,020,182 | 3.40% |
6
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Financial Ratios: |
Three months ending Jun 30, 2026 |
Three months ending Jun 30, 2025 |
Change |
Year to date ending Jun 30, 2026 |
Year to date ending Jun 30, 2025 |
Change |
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Return on average assets |
1.23% | 1.06% | 0.17 | 1.15% | 0.70% | 0.45 |
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Return on average equity |
15.76% | 15.89% |
-0.13 |
14.82% | 10.75% | 4.07 |
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Net interest margin (tax-equivalent) |
3.71% | 3.45% | 0.26 | 3.64% | 3.34% | 0.3 |
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Efficiency ratio |
67.82% | 76.71% |
-8.89 |
70.67% | 82.65% |
-11.98 |
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Average equity to average assets |
7.79% | 6.69% | 1.10 | 7.76% | 6.52% | 1.24 |
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Allowance for credit losses: |
Three months ending Jun 30, 2026 |
Three months ending Jun 30, 2025 |
Change |
Year to date ending Jun 30, 2026 |
Year to date ending Jun 30, 2025 |
Change |
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Beginning balance |
$6,201 | $7,022 |
-11.69% |
$6,450 | $7,044 |
-8.43% |
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Provision for (recovery of) credit losses* |
410 | (555) |
-173.87% |
318 | (526) |
-160.46% |
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Charge-offs |
(90) | (160) |
-43.75% |
(312) | (223) | 39.91% |
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Recoveries |
76 | 1 | 7500.00% | 141 | 13 | 984.62% |
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Ending balance |
6,597 | 6,308 | 4.58% | 6,597 | 6,308 | 4.58% |
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* does not include provision for or recovery of unfunded loan commitment liability |
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Nonperforming assets: |
Jun 30, 2026 |
Dec 31, 2025 |
Change |
Jun 30, 2025 |
Dec 31, 2024 |
Change |
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Total nonperforming loans |
$1,091 | $1,704 |
-35.97% |
$1,846 | $1,640 | 12.56% |
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Other real estate owned |
- |
- |
N/A |
- |
- |
N/A |
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Total nonperforming assets |
1,091 | 1,704 |
-35.97% |
1,846 | 1,640 | 12.56% |
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Asset quality ratios: |
Jun 30, 2026 |
Dec 31, 2025 |
Change |
Jun 30, 2025 |
Dec 31, 2024 |
Change |
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Nonperforming loans to total loans |
0.16% | 0.26% |
-0.10 |
0.28% | 0.25% | 0.02 |
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Allowance for credit losses for loans to total loans |
0.95% | 0.97% |
-0.02 |
1.08% | 1.09% | (0.01) |
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Allowance for credit losses for loans to nonperforming loans |
604.67% | 378.52% | 226.15 | 3.90 | 4.30 |
-39.20 |
7