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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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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Title of Each Class |
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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 April 30, 2026, Bank of the James Financial Group, Inc. (the “Company”) issued a press release announcing financial results for the three months ended March 31, 2026 (the “Press Release”). A copy of the Press Release is attached hereto as Exhibit 99.1.
Item 8.01 - Other Events
On April 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 June 5, 2026 to stockholders of record at the close of business on May 22, 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 April 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: April 30, 2026 | BANK OF THE JAMES FINANCIAL GROUP, INC. | ||
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| By /s/ Eric J. Sorenson, Jr. Eric J. Sorenson, Jr. Secretary-Treasurer | |
Exhibit 99.1
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Bank of the James Announces First Quarter
2026 Financial Results and Declaration of Dividend
Bank of the James Reports First Quarter 2026 Net Income of $2.77 Million, or $0.61 Per Share
LYNCHBURG, VA, April 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 period ended March 31, 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.
First Quarter 2026 Highlights
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Net income for the first quarter of 2026 was $2.77 million, an increase of $1.93 million from $842,000 in the first quarter of 2025. Earnings per share were $0.61 compared with $0.19 a year earlier. The year-over-year increase reflects higher net interest income, growth in noninterest income, and lower noninterest expense. |
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Total assets were $1.06 billion at March 31, 2026, up $49.46 million, or 4.89%, from $1.01 billion at March 31, 2025. |
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Loans, net of the allowance for credit losses, were $649.13 million at March 31, 2026, compared with $661.36 million at December 31, 2025. |
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Total deposits were $956.55 million at March 31, 2026, compared with $937.13 million at December 31, 2025. |
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Net interest income increased 13.15% to $8.73 million in the first quarter of 2026 from $7.72 million in the first quarter of 2025. |
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Net interest margin for the three months ended March 31, 2026 was 3.57% compared with 3.25% for the three months ended March 31, 2025. |
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Interest expense decreased 11.38% in the first quarter of 2026 to $3.12 million from $3.52 million in the first quarter of 2025, reflecting lower deposit costs and the retirement of capital notes in the second quarter of 2025. |
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Efficiency ratio (non-interest expense divided by the sum of net interest income and noninterest income) improved to 73.75% in the first quarter of 2026 from 89.31% in the first quarter of 2025, as revenue growth of 15.40% was paired with a 4.69% decline in noninterest expense. |
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Wealth management fees from PWW increased 12.59% to $1.41 million in the first quarter of 2026 from $1.26 million in the first quarter of 2025. |
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Stockholders’ equity increased to $81.28 million at March 31, 2026 from $80.05 million at December 31, 2025, an increase of 1.54%. Book value per share rose to $17.89 from $17.62. |
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Nonperforming loans were $1.45 million at March 31, 2026, down from $1.70 million at December 31, 2025 and $1.80 million at March 31, 2025. The allowance for credit losses was $6.20 million at March 31, 2026, representing 4.28x coverage of nonperforming loans. |
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On April 28, 2026, the Company’s board of directors approved a quarterly dividend of $0.10 per common share to stockholders of record as of May 22, 2026, to be paid on June 5, 2026. |
First Quarter 2026 Operational Review
Robert R. Chapman III, CEO of the Bank, commented: “First quarter results were strong, driven by continued efficiency improvements, our investment in front-line teammates, including our commission-based producers, who continue to perform at a high level, as reflected in a lower cost of deposits, higher net interest income, and higher noninterest income. We posted a return on assets above 1% and a return on equity of nearly 14%, maintained strong asset quality, and remained well-capitalized across all measures. In over 26 years, this is our best first quarter.”
Revenue, defined as the sum of net interest income and noninterest income, grew 15.40% year over year, while noninterest expense declined 4.69%. The combination drove the efficiency ratio to 73.75% in the first quarter of 2026, compared with 89.31% in the same period a year ago.
Mike Syrek, President of the Bank, added: “Data processing expense declined $377,000, or 44.2%, as costs normalized under our amended contract with our core provider. On the revenue side, our mortgage division generated $1.20 million in gains on sales of loans held for sale, and Pettyjohn, Wood & White contributed $1.41 million in wealth management fees, up 12.59% year over year.”
Net interest income for the first quarter of 2026 was $8.73 million, up 13.15% from $7.72 million in the first quarter of 2025.
Total interest income was $11.85 million in the first quarter of 2026 compared with $11.23 million a year earlier, reflecting higher yields on loans and securities and growth in average interest-earning assets.
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Total interest expense in the first quarter of 2026 declined 11.38% to $3.12 million compared with $3.52 million in the first quarter of 2025. The decline reflected lower rates paid on NOW, money market and savings deposits, and the elimination of capital note interest following the retirement of approximately $10.05 million in capital notes at the end of the second quarter of 2025.
Net interest margin rose to 3.57% in the first quarter of 2026 from 3.25% in the first quarter of 2025, as higher asset yields were paired with a lower cost of interest-bearing liabilities.
Noninterest income in the first quarter of 2026 was $3.96 million compared with $3.28 million in the first quarter of 2025, an increase of 20.74%. The year-over-year growth was driven by a $359,000 increase in gains on sale of loans held for sale, reflecting higher origination and sales volumes in the mortgage division; a $158,000 increase in wealth management fees from PWW, driven by growth in assets under management from $886.9 million at March 31, 2025 to $1.01 billion at March 31, 2026; and $131,000 of income from an SBIC fund investment.
Noninterest expense in the first quarter of 2026 was $9.37 million compared with $9.82 million a year earlier, a decrease of 4.69%. Professional and other outside expense declined $913,000, or 54.2%, to $770,000, and data processing expense declined $377,000, or 44.2%, to $475,000. Both reductions are attributable to the Company's core processing contract renegotiation, as consulting fees incurred in connection with the negotiation process were concentrated in the prior year period and the new contract terms resulted in meaningfully lower ongoing data processing costs. These reductions were partially offset by a $725,000 increase in salaries and employee benefits, reflecting market compensation adjustments and higher commission expense associated with increased production volumes, as well as performance-based incentive accruals.
The Company recorded a $146,000 recovery of credit losses in the first quarter of 2026, compared with a $137,000 provision in the first quarter of 2025.
Balance Sheet: Asset Growth
Total assets were $1.06 billion at March 31, 2026 compared with $1.01 billion at March 31, 2025.
Syrek commented: “Total assets reached $1.06 billion at quarter end, and deposits grew 4.92% year over year to $956.55 million. Core deposit balances increased, and time deposits were essentially flat from year end. Credit quality remained sound: nonperforming loans declined to $1.45 million from $1.70 million at year end and $1.80 million a year ago, representing 0.22% of total loans, and the allowance for credit losses was $6.20 million at quarter end.”
Syrek continued, “Several large payoffs and line reductions reduced loan balances and, together with solid deposit growth, provided funds to increase our investment portfolio and improve portfolio yield.”
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Loans, net of allowance for credit losses, were $649.13 million at March 31, 2026 compared with $642.39 million at March 31, 2025, an increase of $6.75 million, or 1.05%. The allowance for credit losses was $6.20 million at March 31, 2026 and $7.02 million at March 31, 2025.
Total deposits were $956.55 million at March 31, 2026 compared with $911.68 million at March 31, 2025, an increase of $44.87 million, or 4.92%. Core deposits (noninterest bearing demand deposits, NOW, money market and savings) were $721.66 million at March 31, 2026, and time deposits were $234.89 million.
Stockholders’ equity rose to $81.28 million at March 31, 2026 from $68.35 million at March 31, 2025, an increase of 18.93%. Retained earnings were $52.33 million at March 31, 2026, compared with $50.01 million at December 31, 2025. Book value per share rose to $17.89 at March 31, 2026 from $17.62 at December 31, 2025.
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 services 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
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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
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Bank of the James Financial Group, Inc. and Subsidiaries
Consolidated Balance Sheets
(dollar amounts in thousands, except per share data)
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(unaudited) |
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Assets |
March 31, 2026 |
December 31, 2025 |
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Cash and due from banks |
$25,097 | $28,538 | |
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Federal funds sold |
62,894 | 55,937 | |
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Total cash and cash equivalents |
87,991 | 84,475 | |
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Securities held-to-maturity (fair value of $3,290 as of March 31, 2026 and $3,315 as of December 31, 2025), net of allowance for credit losses of $0 as of March 31, 2026 and December 31, 2025 |
3,586 | 3,590 | |
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Securities available-for-sale, at fair value |
244,699 | 214,128 | |
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Restricted stock, at cost |
1,828 | 1,828 | |
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Loans, net of allowance for credit losses of $6,201 as of March 31, 2026 and $6,450 as of December 31, 2025 |
649,133 | 661,357 | |
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Loans held for sale |
2,877 | 3,472 | |
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Premises and equipment, net |
19,167 | 19,132 | |
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Interest receivable |
3,200 | 3,380 | |
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Cash value - bank owned life insurance |
23,887 | 23,676 | |
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Customer relationship intangible |
6,024 | 6,164 | |
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Goodwill |
2,054 | 2,054 | |
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Other assets |
16,743 | 15,768 | |
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Total assets |
$1,061,189 | $1,039,024 | |
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Liabilities and Stockholders’ Equity |
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Deposits |
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Noninterest bearing demand |
$144,762 | $131,456 | |
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NOW, money market and savings |
576,899 | 570,345 | |
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Time |
234,891 | 235,328 | |
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Total deposits |
956,552 | 937,129 | |
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Other borrowings |
8,729 | 8,796 | |
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Interest payable |
1,125 | 1,167 | |
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Other liabilities |
13,499 | 11,884 | |
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Total liabilities |
$979,905 | $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 March 31, 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 |
52,328 | 50,009 | |
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Accumulated other comprehensive (loss) |
(16,020) | (14,937) | |
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Total stockholders’ equity |
$81,284 | $80,048 | |
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Total liabilities and stockholders’ equity |
$1,061,189 | $1,039,024 |
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Bank of the James Financial Group, Inc. and Subsidiaries
Consolidated Statements of Operation
(dollar amounts in thousands, except per share data) (unaudited)
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For the Three Months Ended |
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March 31, |
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Interest Income |
2026 |
2025 |
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Loans |
$9,427 | $8,906 | |
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Securities |
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US Government and agency obligations |
633 | 454 | |
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Mortgage backed securities |
450 | 387 | |
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Municipals - taxable |
398 | 311 | |
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Municipals - tax exempt |
63 | 18 | |
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Dividends |
11 | 13 | |
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Corporates |
145 | 135 | |
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Interest bearing deposits |
98 | 123 | |
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Federal Funds sold |
624 | 887 | |
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Total interest income |
11,849 | 11,234 | |
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Interest Expense |
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Deposits |
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NOW, money market savings |
1,028 | 1,248 | |
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Time deposits |
1,954 | 2,079 | |
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Finance leases |
14 | 17 | |
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Other borrowings |
119 | 89 | |
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Capital notes |
- |
82 | |
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Total interest expense |
3,115 | 3,515 | |
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Net interest income |
8,734 | 7,719 | |
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Provision for (recovery of) credit losses |
(146) | 137 | |
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Net interest income after provision for (recovery of) credit losses |
8,880 | 7,582 | |
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Noninterest income |
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Gain on sales of loans held for sale |
1,196 | 837 | |
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Service charges, fees and commissions |
994 | 981 | |
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Wealth management fees |
1,413 | 1,255 | |
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Life insurance income |
211 | 188 | |
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Income from SBIC fund |
131 |
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Other |
19 | 22 | |
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Total noninterest income |
3,964 | 3,283 | |
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Noninterest expenses |
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Salaries and employee benefits |
5,500 | 4,777 | |
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Occupancy |
608 | 570 | |
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Equipment |
747 | 670 | |
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Supplies |
160 | 142 | |
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Professional and other outside expense |
770 | 1,683 | |
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Data processing |
475 | 852 | |
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Marketing |
189 | 198 | |
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Credit expense |
190 | 186 | |
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FDIC insurance expense |
136 | 142 | |
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Amortization of intangibles |
140 | 140 | |
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Other |
450 | 466 | |
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Total noninterest expenses |
9,365 | 9,826 | |
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Income before income taxes |
3,479 | 1,039 | |
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Income tax expense |
705 | 197 | |
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Net Income |
$2,774 | $842 | |
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Weighted average shares outstanding - basic and diluted |
4,543,338 | 4,543,338 | |
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Earnings per common share - basic and diluted |
$0.61 | $0.19 |
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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 Mar 31, 2026 |
Three months ending Mar 31, 2025 |
Change |
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Interest income |
$11,849 | $11,234 | 5.47% |
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Interest expense |
3,115 | 3,515 |
-11.38% |
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Net interest income |
8,734 | 7,719 | 13.15% |
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Provision for (recovery of) credit losses |
(146) | 137 |
-206.57% |
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Noninterest income |
3,964 | 3,283 | 20.74% |
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Noninterest expense |
9,365 | 9,826 |
-4.69% |
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Income taxes |
705 | 197 | 257.87% |
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Net income |
2,774 | 842 | 229.45% |
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Weighted average shares outstanding – basic and diluted |
4,543,338 | 4,543,338 |
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Earnings per common share – basic and diluted |
$0.61 | $0.19 |
$ 0.42 |
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Balance Sheet at period end: |
Mar 31, 2026 |
Dec 31, 2025 |
Change |
Mar 31, 2025 |
Dec 31, 2024 |
Change |
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Loans, net |
$649,133 | $661,357 |
-1.85% |
$642,388 | $636,552 | 0.92% |
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Loans held for sale |
2,877 | 3,472 |
-17.14% |
4,739 | 3,616 | 31.06% |
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Total securities |
248,285 | 217,718 | 14.04% | 196,382 | 191,522 | 2.54% |
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Total deposits |
956,552 | 937,129 | 2.07% | 911,683 | 882,404 | 3.32% |
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Stockholders’ equity |
81,284 | 80,048 | 1.54% | 68,348 | 64,865 | 5.37% |
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Total assets |
1,061,189 | 1,039,024 | 2.13% | 1,011,726 | 979,244 | 3.32% |
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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 |
$17.89 | $17.62 | $0.27 | $15.04 | $14.28 | $0.76 |
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Daily averages: |
Three months ending Mar 31, 2026 |
Three months ending Mar 31, 2025 |
Change |
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Loans |
$663,461 | $646,788 | 2.58% |
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Loans held for sale |
2,979 | 2,391 | 24.59% |
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Total securities (book value) |
241,989 | 219,550 | 10.22% |
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Total deposits |
947,084 | 922,207 | 2.70% |
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Stockholders’ equity |
81,138 | 64,778 | 25.26% |
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Interest earning assets |
994,286 | 963,688 | 3.18% |
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Interest bearing liabilities |
820,760 | 800,249 | 2.56% |
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Total assets |
1,050,981 | 1,021,766 | 2.86% |
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Financial Ratios: |
Three months ending Mar 31, 2026 |
Three months ending Mar 31, 2025 |
Change |
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Return on average assets |
1.07% | 0.33% | 0.74 |
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Return on average equity |
13.87% | 5.27% | 8.60 |
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Net interest margin |
3.57% | 3.25% | 0.32 |
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Efficiency ratio |
73.75% | 89.31% | (15.56) |
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Average equity to average assets |
7.72% | 6.34% | 1.38 |
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Allowance for credit losses: |
Three months ending Mar 31, 2026 |
Three months ending Mar 31, 2025 |
Change |
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Beginning balance |
$6,450 | $7,044 |
-8.43% |
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Provision for (recovery of) credit losses* |
(91) | 29 |
-413.79% |
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Charge-offs |
(222) | (63) | 252.38% |
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Recoveries |
64 | 12 | 433.33% |
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Ending balance |
6,201 | 7,022 |
-11.69% |
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* does not include provision for or recovery of credit losses related to the Company’s reserve for unfunded loan commitments |
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Nonperforming assets: |
Mar 31, 2026 |
Dec 31, 2025 |
Change |
Mar 31, 2025 |
Dec 31, 2024 |
Change |
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Total nonperforming loans |
$1,450 | $1,704 |
-14.91% |
$1,799 | $1,640 | 9.70% |
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Other real estate owned |
- |
- |
N/A |
- |
- |
N/A |
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Total nonperforming assets |
1,450 | 1,704 |
-14.91% |
1,799 | 1,640 | 9.70% |
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Asset quality ratios: |
Mar 31, 2026 |
Dec 31, 2025 |
Change |
Mar 31, 2025 |
Dec 31, 2024 |
Change |
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Nonperforming loans to total loans |
0.22% | 0.26% | (0.04) | 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 |
427.66% | 378.52% | 49.13 | 390.33% | 429.50% | (39.17) |
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