8-K

Primis Financial Corp. (FRST)

8-K 2021-10-28 For: 2021-10-28
View Original
Added on April 06, 2026

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): October 28, 2021

Primis Financial Corp.

(Exact Name of Registrant as Specified in Charter)

Virginia 001-33037 20-1417448
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)

6830 Old Dominion Drive, McLean, Virginia 22101

(Address of Principal Executive Offices) (Zip Code)

(703) 893-7400

(Registrant's telephone number, including area code)

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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchanged on which registered
COMMON STOCK FRST NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 October 28, 2021, Primis Financial Corp. (“Primis” or the “Company”) issued a press release announcing its financial results for the three months ended September 30, 2021.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

The Company has prepared presentation materials (the “Investor Presentation”) that management intends to use from time to time hereafter in presentations about the Company’s operations and performance. The Company may use the Investor Presentation, possibly with modifications, in presentations to current and potential investors, analysts, lenders, business partners, acquisition candidates, customers, employees and others with an interest in the Company and its business.

A copy of the Investor Presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by reference. The Investor Presentation is also available on the Company's website at www.primisbank.com. Materials on the Company’s website are not part of or incorporated by reference into this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 8.01. Other Events.

On October 28, 2021, Primis issued a press release announcing the declaration of a dividend payable on November 26, 2021 to shareholders of record as of November 12, 2021. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
99.1 Press Release dated October 28, 2021
99.2 Primis Financial Corp. Third Quarter 2021 Investor Presentation
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Primis Financial Corp.
Date: October 28, 2021 By: /s/ Matthew A. Switzer
Matthew A. Switzer
Chief Financial Officer

Exhibit 99.1

Primis Financial Corp. Reports Diluted Earnings per Share from Continuing Operations of $0.25 for the Third Quarter of 2021

Declares Quarterly Cash Dividend of $0.10 Per Share

MCLEAN, Va., Oct. 28, 2021 /PRNewswire/ -- Primis Financial Corp. (NASDAQ: FRST) ("Primis" or the "Company"), and its wholly-owned subsidiary Primis Bank (the "Bank"), today reported net income of $3.9 million for the quarter ended September 30, 2021, compared to $10.3 million for the quarter ended June 30, 2021. Earnings per share for the three months ended September 30, 2021 were $0.16 on a basic and diluted basis, compared to $0.42 basic and diluted for the three months ended June 30, 2021.

Earnings for the nine months ended September 30, 2021 were $23.6 million compared to $14.3 million for the nine months ended September 30, 2020. Earnings per share for the nine months ended September 30, 2021 were $0.97 basic and $0.96 diluted, compared to $0.59 basic and diluted for the nine months ended September 30, 2020.

As previously disclosed, on September 23, 2021, Primis Bank announced that it entered into an agreement with Southern Trust Mortgage ("STM"), whereby STM intends to purchase all of the Bank's common membership interests and a portion of the Bank's preferred interests in STM for a combination of cash and a promissory note. The transaction is expected to close in the fourth quarter of 2021. At closing, STM will continue to be a borrower of the Bank, but the Bank will no longer be a minority owner of STM. The Company will also no longer accrue earnings related to the Bank's common membership interests in STM. The Company recorded a pre-tax charge of approximately $2.9 million related to the transaction in the third quarter of 2021. The investment in STM has been classified as a discontinued operation and prior period financial information has been retrospectively adjusted for the impact of the transaction.

The Board of Directors also announced and declared a dividend of $0.10 per share payable on November 26, 2021 to shareholders of record on November 12, 2021. This is Primis' fortieth consecutive quarterly dividend.

Highlights for the three months ended September 30, 2021

  • Net income from continuing operations totaled $6.2 million, or $0.25 per basic and diluted share, compared to $8.8 million, or $0.36 per basic and diluted share in the second quarter of 2021.
  • Total assets at the end of the third quarter of 2021 were $3.45 billion, an increase of 9.5% versus the year ago period.
  • Gross loans, excluding PPP, balances grew an annualized 24% during the third quarter of 2021.
  • Total deposits increased to $2.81 billion at September 30, 2021, higher by 26.7% compared to the same period in 2020.
  • Non-interest bearing demand deposits increased to $535.7 million or 19.1% of total deposits while time deposits continued shrinking to 13.4% of total deposits at September 30, 2021.
  • Net income from continuing operations, pre-tax pre-provision earnings from continuing operations^(1)^ and pre-tax pre-provision operating earnings from continuing operations^(1)^ were $6.2 million, $8.5 million and $8.5 million, respectively, for the third quarter of 2021, versus $8.8 million, $7.2 million and $7.2 million, respectively, for the second quarter of 2021.
  • Return on average assets from continuing operations of 0.72% for the quarter ended September 30, 2021 versus 1.05% for the quarter ended June 30,
  • Operating return on average assets from continuing operations^(1)^ of 0.72% for the quarter ended September 30, 2021 versus 1.05% for the quarter ended June 30, 2021.
  • Pre-tax, pre-provision return on average assets from continuing operations^(1)^ and pre-tax, pre-provision operating return on average assets from continuing operations^(1)^ of 0.98% for the third quarter of 2021, compared to 0.86%, in the second quarter of 2021.
  • Provision for credit losses of $1.1 million for the third quarter of 2021 versus a negative provision of $4.2 million for the second quarter of 2021.
  • Allowance for credit losses to total loans (excluding PPP balances) of 1.40% at September 30, 2021 versus 1.52% at June 30, 2021 and 1.18% at September 30, 2020.
  • Cost of deposits declined to 0.45% for the third quarter of 2021 compared to 0.50% for the second quarter of 2021 and 0.80% for the third quarter of 2020.
  • Book value per share of $16.63 and tangible book value per share^(1)^ of $12.28 at September 30, 2021, representing an increase of $0.67 and $0.75, respectively, from a year ago despite a significant build in the allowance for credit losses and $0.40 in dividends paid over the last twelve months.

Dennis J. Zember, Jr., President and Chief Executive Officer commented, "Our efforts over the last year or so to build stronger commercial lending teams and niche lines of business paid off during the quarter as we posted very strong loan growth. Additionally, our pipelines encourage us about the coming quarters that we can sustain growth rates that can rapidly put our excess liquidity to work with only minimal levels of incremental operating expenses. We continue to search for niche lines of business on the deposit and loan side that can augment our long-term growth rates and are pleased to announce our entry into Life Insurance Premium Finance. During the quarter we recruited a team of sales, technology and operations leaders with substantial experience in the sector to rapidly build a division focused on this top tier asset."

Commenting on the Company's digital bank development, Mr. Zember stated, "On November 15 of this year, we are rolling out our digital bank to consumers with full checking and savings offerings. This initial offering will be directed towards 'family and friends' until late December when we will begin offering the digital bank in a much broader sense. Development on expanded consumer and full commercial deposit services are already underway and likely something that we will introduce during the first quarter."

Net Interest Income

Net interest income increased 6.5% to $23.2 million for the three months ended September 30, 2021 from $21.8 million for the three months ended June 30, 2021. The Company's reported net interest margin for the third quarter was 2.87% compared to 2.80% in the second quarter of 2021. Net PPP fee income recognized was $2.7 million for the three months ended September 30, 2021 versus $1.8 million for the prior quarter. Excluding net PPP fees, net interest income was $20.5 million for the three months ended September 30, 2021 versus $20.0 million in the second quarter of 2021, an increase of 2.8%. Net interest margin excluding the effects of PPP loans^(1)^ was 2.66% in the third quarter of 2021, down eleven basis points from 2.77% linked-quarter. Net interest margin, excluding the effects of PPP loans, continues to be negatively impacted by unusually high cash balances at the Bank. Average balances of cash and equivalents were $675.6 million in the third quarter of 2021, up from $563.9 million in the second quarter of 2021.

Yield on loans for the third quarter of 2021, excluding the effect of PPP loans, was 4.35%^(1)^ compared to 4.46%, respectively, in the second quarter of 2021. Efforts to improve the momentum on loan production and core loan growth has resulted in better results with very little impact to overall loan yields. Management believes it can continue to achieve its robust loan growth goals without substantial dilution to overall portfolio yields and without subjecting the company to increased interest rate risk.

The Company's efforts on deposit sales and growth continue to focus on growth in lower cost deposit types. Management has continued to adjust deposit rates lower throughout the current interest rate environment and believes some small additional savings can be achieved. Management believes additional savings can be achieved in the overall cost of funds but wants to stay slightly ahead of its peers and continue driving outsized increases in total deposits, believing that the momentum on loan growth and lending strategies will use the liquidity in short order.

Noninterest Income

During the three months ended September 30, 2021, Primis had non-interest income of $2.7 million, compared to $2.6 million for the three months ended June 30, 2021. This excludes the pre-tax charge of approximately $2.9 million in the third quarter of 2021 and equity gains in prior periods related to STM which are now recorded in discontinued operations. Recoveries related to acquisition-related previously charged-off loans and investment securities also increased $257 thousand from the second quarter of 2021 to $481 thousand in the third quarter of 2021.

Noninterest Expense

Noninterest expense was $16.9 million for the three months ended September 30, 2021, compared to $17.4 million for the three months ended June 30, 2021. Included in noninterest expense is unfunded commitment reserve recovery in the third quarter of 2021 of $470 thousand and reserve for unfunded commitment expense of $149 thousand in the second quarter of 2021. Excluding these items, noninterest expense for the three months ended September 30, 2021 was $17.4 million, an increase of $120 thousand from the second quarter of 2021.

As the Company progresses in to 2022, management believes that incremental increases in noninterest expense will include the costs of the new digital banking effort as well as a slower build on leadership roles that has occurred in 2021. Repositioning some existing positions, consolidating some of its branch infrastructure and several other strategies are anticipated to offset some of the known increases and hold the overall growth rate to low single digits.

Loan Portfolio and Asset Quality

Loans outstanding increased to $2.31 billion at September 30, 2021, compared to $2.29 billion at June 30, 2021 and decreased from $2.52 billion at September 30, 2020. Excluding PPP loans, loans outstanding have increased $122.1 million since June 30, 2021, a growth rate of 5.9% or approximately 24% annualized. An intense focus on building credit relationships, increased traction with new loan officers that joined early this year and increasing momentum from our Panacea Division all contributed to growth this quarter. The Company believes these factors will continue to drive loan growth at mid-teens or higher rates through the end of 2022.

The Company ended the third quarter of 2021 with $7.0 million of loans on deferral, or 0.3% of total loans excluding PPP loans, down from $26.0 million of loans on deferral at June 30, 2021. Nonperforming assets, excluding portions guaranteed by the SBA, were 0.47% of total assets at September 30, 2021, compared to 0.43% of total assets at June 30, 2021. Loans rated substandard or doubtful increased $4.1 million in the third quarter versus the linked-quarter, primarily due to the downgrade of one relationship.

The allowance for credit losses was $30.4 million at September 30, 2021, down 2.8% from $31.3 million at June 30, 2021 and up 17.9% from $25.8 million at September 30, 2020. The Company recorded a provision of $1.1 million in the third quarter, primarily as a result of robust loan growth for the quarter. As a percentage of loans (excluding PPP), the allowance declined to 1.40% at the end of the third quarter of 2021 versus 1.52% as of June 30, 2021 due to improving economic fundamentals. Annualized net charge-offs as a percentage of average loans were 34 basis points in the third quarter of 2021 versus net recoveries of ten basis points in the prior quarter. Net charge-offs in the third quarter were largely driven by the write-off of loans rated doubtful in the second quarter of 2021 for which reserves had already been established.

Deposits

Total deposits increased to $2.81 billion at September 30, 2021, compared to $2.75 billion at June 30, 2021 and $2.22 billion at September 30, 2020. The Company continues to aggressively pursue improvement in the funding mix with an emphasis on core deposits. During the quarter, CDs declined by $14.0 million while core deposits (demand, NOW, money market and savings) increased $70.0 million linked-quarter. Time deposits represented approximately 13% of total deposits at September 30, 2021, down from 14% at June 30, 2021 and 25% at September 30, 2020.

Shareholders' Equity

Book value per share as of September 30, 2021 was $16.63, an increase of $0.04 since June 30, 2021 and $0.67 since September 30, 2020. Tangible book value per share^(1)^ at the end of the third quarter of 2021 was $12.28, an increase of $0.06 since June 30, 2021 and $0.75 since September 30, 2020. Shareholder's equity was $408.6 million, or 11.8% of total assets at September 30, 2021. Tangible common equity^(1)^ at September 30, 2021 was $301.9 million, or 9.02% of tangible assets^(1)^.

Panacea FinancialDivision Update

During the third quarter, the Bank's Panacea Financial Division ("Panacea" or the "Division") saw a forty percent linked-quarter increase in consumer loan and deposit applications which led to accelerating growth, including early momentum within its recently launched Practice Solutions division. Also during the quarter, Panacea announced partnerships with three national and state medical associations. Additionally, Panacea launched its In-Training Medical/Dental School Loan Refinance product which allows physicians and dentists that are in training the opportunity to refinance their student debt at a lower interest rate, while benefiting from affordable monthly payments during training. The Division is on track to expand to veterinarians by November 30, 2021 and, when combined with the expiration of the forbearance period under the CARES Act on January 31, 2022 related to student loans, the Division is optimistic for robust consumer growth in 2022. Panacea closed its first commercial loans in September within its Practice Solutions division and is actively recruiting experienced commercial healthcare bankers and a credit team with deep industry subject matter expertise. Lastly, the Panacea Financial Foundation awarded $25,000 in scholarships to five underrepresented minority medical students during the third quarter of 2021. Importantly, on October 22, 2021, the Internal Revenue Service granted the Panacea Financial Foundation tax-exempt status as a 501(c)(3) which allows the Foundation to raise additional donations from organizations, customers, and other external parties who also share in their passion for strengthening the underrepresented ethnic and racial minority pipeline of doctors. More information can be found at www.panaceafinancial.com.

About Primis Financial Corp.

As of September 30, 2021, Primis had $3.45 billion in total assets, $2.31 billion in total loans and $2.81 billion in total deposits. Primis Bank, the Company's banking subsidiary, provides a range of financial services to individuals and small- and medium-sized businesses through forty full-service branches in Virginia and Maryland and through certain internet and mobile applications.

Contacts: Address:
Dennis J. Zember, Jr., President and CEO Primis Financial Corp.
Matthew A. Switzer, EVP and CFO 6830 Old Dominion Drive
Phone: (703) 893-7400 McLean, VA 22101
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 Friday, October 29, 2021 at 10:00 a.m. (ET). A live Webcast of the conference call is available at the following website: https://www.webcaster4.com/Webcast/Page/2742/43176. Participants may also call 1-888-346-2613 and ask for the Primis Financial Corp. call. A replay of the teleconference will be available through November 5, 2021 by calling 1-877-344-7529 and providing Replay Access Code 10161016.

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 net income from continuing operations adjusted for nonrecurring income and expenses; pre-tax pre-provision operating earnings from continuing operations; operating return on average assets from continuing operations; pre-tax pre-provision operating return on average assets from continuing operations; operating return on average equity from continuing operations; operating return on average tangible equity from continuing operations; operating efficiency ratio from continuing operations; tangible book value per share; tangible common equity; tangible common equity to tangible assets; and net interest margin excluding PPP loans 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 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 our outlook and long-term goals for future growth; our expectations regarding net interest margin; expectations on our growth strategy, expense management, capital management and future profitability; expectations on credit quality and performance; statements regarding the effects of the COVID-19 pandemic and related variants on our business and financial results and conditions; 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: the Company's ability to implement its various strategic and growth initiatives, including its recently established Panacea Financial Division and announced new digital bank; competitive pressures among financial institutions increasing significantly; changes in applicable laws, rules, or regulations, including changes to statutes, regulations or regulatory policies or practices as a result of, or in response to the COVID-19 pandemic; changes in management's plans for the future; credit risk associated with our lending activities; changes in interest rates, inflation, loan demand, real estate values, or competition; changes in accounting principles, policies, or guidelines; adverse results from current or future litigation, regulatory examinations or other legal and/or regulatory actions, including as a result of the Company's participation in and execution of government programs related to the COVID-19 pandemic; the impact of the COVID-19 pandemic on the Company's assets, business, cash flows, financial condition, liquidity, prospects and results of operations; potential increases in the provision for loan losses resulting from the COVID-19 pandemic; 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, 2020, 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. 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 areconciliation to GAAP.

Primis Financial Corp.
Financial Highlights (unaudited)
(Dollars in thousands, except per share data) For Three MonthsEnded: Variance - 3Q 2021 vs. For Nine Months Ended: Variance
Selected Performance Ratios: 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 2Q 2021 3Q 2020 3Q 2021 3Q 2020 YTD
Return on average assets from continuing operations 0.72% 1.05% 1.06% 0.91% 0.83% (34) bps (12) bps 0.94% 0.35% 59 bps
Operating return on average assets from continuing operations^(1)^ 0.72% 1.05% 1.08% 0.58% 0.83% (34) (12) 0.94% 0.55% 39
Pre-tax pre-provision operating return on average assets from continuing operations^(1)^ 0.98% 0.86% 1.29% 1.23% 1.30% 12 (31) 1.02% 1.43% (41)
Return on average equity from continuing operations 6.01% 8.81% 8.57% 7.19% 6.74% (280) (73) 7.77% 2.71% 506
Operating return on average equity from continuing operations^(1)^ 6.01% 8.81% 8.73% 4.57% 6.74% (280) (73) 7.77% 4.20% 356
Operating return on average tangible equity from continuing operations^(1)^ 8.13% 12.03% 12.00% 6.32% 9.37% (390) (124) 10.60% 5.87% 473
Cost of funds 0.57% 0.66% 0.78% 0.93% 0.83% (9) (26) 0.68% 1.05% (37)
Net interest margin 2.87% 2.80% 3.41% 3.58% 3.18% 7 (31) 3.02% 3.27% (25)
Gross loans to deposits 82.46% 83.11% 88.95% 100.32% 113.86% (1) pts (31) pts 82.46% 113.86% (31) pts
Efficiency ratio from continuing operations 65.25% 71.24% 66.20% 59.75% 60.08% (6) 517 67.46% 65.36% 210
Operating efficiency ratio from continuing operations^(1)^ 65.25% 71.24% 65.47% 59.75% 60.08% (6) 517 67.46% 58.21% 925
Per Share Data:
Earnings per share from continuing operations - Basic $             0.25 $             0.36 $            <br>0.35 $             0.29 $        <br>    0.27 (30.57) % (7.41) % $          0.96 $        <br> 0.32 200.00 %
Earnings per share from discontinued operations - Basic $          <br>(0.09) $             0.06 $             0.04 $             0.08 $             0.13 (249.58) % (169.23) $          0.01 $        <br> 0.27 (96.30)
Earnings per share - Basic $             0.16 $             0.42 $            <br>0.40 $             0.37 $    <br>        0.40 (61.93) % (60.00) $          0.97 $        <br> 0.59 64.41
Earnings per share from continuing operations - Diluted $            <br>0.25 $             0.36 $            <br>0.34 $             0.29 $            <br>0.27 (30.10) (6.71) $          0.95 $          0.32 196.88
Earnings per share from discontinued operations - Diluted $          <br>(0.09) $             0.06 $          <br>  0.04 $             0.08 $          <br>  0.12 (250.59) (178.02) $          0.01 $        <br> 0.27 (96.30)
Earnings per share - Diluted $             0.16 $             0.42 $            <br>0.38 $             0.37 $      <br>      0.39 (61.67) % (59.32) $          0.96 $        <br> 0.59 62.71
Book value per share $           16.63 $           16.59 $           16.22 $           16.03 $           15.96 0.24 4.20 $        16.63 $        15.96 4.20
Tangible book value per share^(1)^ $          <br>12.28 $           12.22 $    <br>      11.84 $           11.60 $           11.53 0.49 6.50 $        12.28 $      <br> 11.53 6.50
Cash dividend per share $             0.10 $             0.10 $             0.10 $             0.10 $            <br>0.10 - - $          0.30 $        <br> 0.30 -
Weighted average shares outstanding - Basic 24,474,104 24,450,916 24,349,884 24,272,312 24,270,455 0.09 0.84 24,425,416 24,228,543 0.81
Weighted average shares outstanding - Diluted 24,634,384 24,616,824 24,509,052 24,401,037 24,375,383 0.07 1.06 24,582,680 24,349,995 0.96
Shares outstanding at end of period 24,574,619 24,537,269 24,532,795 24,368,612 24,368,853 0.15 % 0.84 % 24,574,619 24,368,853 0.84 %
Asset Quality Ratios:
Non-performing assets as a percent of total assets, excluding SBA guarantees 0.47% 0.43% 0.41% 0.47% 0.53% 5 bps (5) bps 0.47% 0.53% (5) bps
Net charge-offs (recoveries) as a percent of average loans (annualized) 0.34% (0.10%) 0.01% 0.13% (0.02%) 44 37 0.00% 0.00% -
Allowance for credit losses to total loans 1.31% 1.37% 1.46% 1.49% 1.02% (5) 29 1.31% 1.02% 29
Allowance for credit losses to total loans  (excluding PPP loans) 1.40% 1.52% 1.70% 1.71% 1.18% (13) 21 1.40% 1.18% 22
Capital Ratios:
Tangible common equity to tangible assets^(1)^ 9.02% 9.12% 9.01% 9.49% 9.22% (10) bps (20) bps
Leverage ratio ^(2)^ 9.15% 9.38% 9.61% 9.69% 9.28% (23) (13)
Common equity tier 1 capital ratio ^(2)^ 13.85% 13.77% 13.64% 13.05% 12.58% 9 127
Tier 1 risk-based capital ratio ^(2)^ 14.31% 14.23% 14.11% 13.52% 13.03% 8 128
Total risk-based capital ratio^(2)^ 19.60% 19.52% 19.48% 19.58% 18.87% 8 73
^(1)^See Reconciliation of Non-GAAP financial measures.
^(2)^September 30, 2021 ratios are estimated and may be subject to change pending the final filing of the FR Y-9C.
Primis Financial Corp.
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(Dollars in thousands) As Of : Variance - 3Q 2021 vs.
Condensed Consolidated Balance Sheets (unaudited) 3Q2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 2Q 2021 3Q 2020
Assets
Cash and cash equivalents $       650,746 $       620,839 $      <br>480,280 $       196,185 $  <br>    149,272 4.82 % NM %
Investment securities-available for sale 206,821 201,977 170,216 153,233 157,896 2.40 30.99
Investment securities-held to maturity 26,412 28,669 33,180 40,721 49,323 (7.87) (46.45)
Loans receivable, net of deferred fees 2,314,584 2,286,355 2,391,529 2,440,496 2,523,709 1.23 (8.29)
Allowance for credit losses (30,386) (31,265) (34,893) (36,345) (25,779) (2.81) 17.87
Net loans 2,284,198 2,255,090 2,356,636 2,404,151 2,497,930 1.29 (8.56)
Stock in Federal Reserve Bank and Federal Home Loan Bank 15,521 15,521 15,521 16,927 16,927 - (8.31)
Equity method investment in mortgage affiliate - held for sale 9,750 12,649 13,912 12,652 13,238 (22.92) (26.35)
Preferred investment in mortgage affiliate - held for sale 300 300 300 300 300 - -
Preferred investment in mortgage affiliate 3,005 3,005 3,005 3,005 3,005 - -
Bank premises and equipment, net 30,686 30,099 30,076 30,306 30,679 1.95 0.02
Operating lease right-of-use assets 6,331 6,386 6,947 7,511 7,033 (0.86) (9.98)
Intangible assets 106,757 107,098 107,439 107,780 108,122 (0.32) (1.26)
Bank-owned life insurance 66,336 65,949 65,569 65,409 65,015 0.59 2.03
Other real estate owned 1,312 1,274 2,255 3,078 5,388 2.98 (75.65)
Deferred tax assets, net 13,571 14,442 14,702 14,646 14,477 (6.03) (6.26)
Accrued interest receivable 13,643 13,028 18,197 19,998 21,076 4.72 (35.27)
Other assets 17,028 18,825 12,235 12,771 14,892 (7.95) 16.36
Total assets $    3,452,417 $    3,395,151 $  <br> 3,330,470 $    3,088,673 $    3,154,573 1.70 % 9.45 %
Liabilities and stockholders' equity
Demand deposits $       535,706 $  <br>    525,244 $       511,611 $       440,674 $       467,581 1.99 % 14.57 %
NOW accounts 921,667 912,666 821,746 714,752 472,553 0.99 95.04
Money market accounts 758,259 714,759 713,968 603,318 534,899 6.09 41.76
Savings accounts 216,470 209,441 202,488 183,814 179,756 3.36 20.42
Time deposits 374,965 388,954 438,773 490,048 561,685 (3.60) (33.24)
Total deposits 2,807,067 2,751,064 2,688,586 2,432,606 2,216,474 2.04 26.65
Securities sold under agreements to repurchase - short term 13,348 12,521 16,445 16,065 16,181 6.60 (17.51)
Federal Home Loan Bank advances 100,000 100,000 100,000 100,000 100,000 - -
PPPLF Advances - - - - 283,906 - (100.00)
Subordinated notes 95,442 95,404 95,367 115,329 115,378 0.04 (17.28)
Operating lease liabilities 7,000 7,014 7,629 8,238 7,800 (0.20) (10.26)
Other liabilities 20,931 22,208 24,457 25,881 25,851 (5.75) (19.03)
Total liabilities 3,043,788 2,988,211 2,932,484 2,698,119 2,765,590 1.86 10.06
Stockholders' equity 408,629 406,940 397,986 390,554 388,983 0.42 5.05
Total liabilities and stockholders' equity $  <br> 3,452,417 $    3,395,151 $    3,330,470 $    3,088,673 $    3,154,573 1.69 % 9.44 %
Tangible common equity^(1)^ $      <br>301,872 $       299,842 $       290,547 $       282,774 $       280,861 0.68 % 7.48 %
Primis Financial Corp.
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(Dollars in thousands) For Three Months Ended: Variance - 3Q 2021 vs. For Nine Months Ended: Variance
Condensed Consolidated Statement of Operations (unaudited) 3Q2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 2Q 2021 3Q 2020 3Q 2021 3Q 2020 YTD
Interest and dividend income $         27,801 $        <br>26,631 $         30,308 $         31,919 $         28,707 4.39 % (3.16) % $      84,740 $  <br>   85,860 (1.30)
Interest expense 4,594 4,831 5,353 6,265 5,709 (4.91) (19.53) 14,778 19,874 (25.64)
Net interest income 23,207 21,800 24,955 25,654 22,998 6.45 0.91 69,962 65,986 6.03
Provision for (recovery of) credit losses 1,085 (4,215) (1,372) 3,101 2,000 (125.74) (45.75) (4,502) 16,349 (127.54)
Net interest income after provision for (recovery of) credit losses 22,122 26,015 26,327 22,553 20,998 (14.96) 5.35 74,464 49,637 50.02
Account maintenance and deposit service fees 1,843 1,784 1,817 1,700 1,633 3.31 12.86 5,444 4,820 12.95
Income from bank-owned life insurance 387 379 386 394 394 2.11 (1.78) 1,152 1,165 (1.12)
Realized losses on sales of investment securities - - - (620) - - - - - -
Recoveries on loans and securities charged-off prior to acquisition 481 224 79 3,793 288 114.73 67.01 784 2,707 (71.04)
Other (26) 229 220 129 130 (111.35) (120.00) 423 574 (26.31)
Noninterest income 2,685 2,616 2,502 5,396 2,445 2.64 9.82 7,803 9,266 (15.79)
Employee compensation and benefits 9,032 8,810 9,372 9,211 7,817 2.52 15.54 27,214 27,464 (0.91)
Occupancy and equipment expenses 2,523 2,311 2,355 2,114 2,151 9.17 17.29 7,189 6,753 6.46
Amortization of core deposit intangible 341 341 341 341 341 - - 1,023 1,023 -
Virginia franchise tax expense 732 759 675 613 615 (3.56) 19.02 2,166 1,844 17.46
Data processing expense 1,003 1,016 799 814 701 (1.28) 43.08 2,818 2,364 19.20
Telecommunication and communication expense 415 414 522 378 382 0.24 8.64 1,351 1,119 20.73
Net (gain) loss on other real estate owned - 77 (60) 905 (16) 100.00 - 17 55 (69.09)
Professional fees 1,208 1,289 1,287 1,166 1,494 (6.28) (19.14) 3,784 3,560 6.29
Other expenses 1,640 2,376 2,885 3,012 1,779 (30.98) (7.81) 6,901 5,004 37.91
Noninterest expense 16,894 17,393 18,176 18,554 15,264 (2.87) 10.68 52,463 49,186 6.66
Income from continuing operations before income taxes 7,913 11,238 10,653 9,395 8,179 (29.59) (3.25) 29,804 9,717 206.72
Income tax expense 1,697 2,434 2,301 2,358 1,647 (30.29) 3.05 6,438 1,956 229.07
Income from continuing operations 6,216 8,804 8,352 7,037 6,532 (29.39) (4.84) 23,366 7,761 201.09
Income (loss) from discontinued operations before income taxes (2,899) 1,878 1,315 2,571 3,826 (254.37) (175.77) 294 8,218 (96.42)
Income tax expense (benefit) (622) 407 284 645 770 (252.91) (180.75) 63 1,655 (96.19)
Income (loss) from discontinued operations (2,277) 1,471 1,031 1,926 3,056 (254.77) (174.52) 231 6,563 (96.48)
Net income $           3,939 $         10,275 $           9,383 $           8,963 $          <br>9,588 (61.66) % (58.92) % $      23,597 $    <br> 14,324 64.74
^(1)^See Reconciliation of Non-GAAP financial measures.
The company defines "NM" as not meaningful for increases or decreases greater than 300 percent.
Primis Financial Corp.
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(Dollars in thousands) As Of:
Loan Portfolio Composition 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 3Q 2020
Loans secured by real estate:
Commercial real estate - owner occupied $      <br>421,940 $       417,489 $      <br>421,666 $       436,338 416,446 % 1.32 %
Commercial real estate - non-owner occupied 631,423 563,114 567,945 602,191 603,891 4.56
Secured by farmland 10,721 11,861 12,351 13,136 16,640 (35.57)
Construction and land development 109,763 109,719 104,661 103,401 120,108 (8.61)
Residential 1-4 family 531,556 516,475 515,518 559,299 581,949 (8.66)
Multi-family residential 153,310 130,221 136,914 107,130 107,529 42.58
Home equity lines of credit 75,775 80,262 85,160 91,857 97,870 (22.58)
Total real estate loans 1,934,488 1,829,141 1,844,215 1,913,352 1,944,433 (0.51)
Commercial loans 203,243 194,610 188,050 189,622 217,511 (6.56)
Paycheck Protection Program loans 140,465 234,315 335,210 314,982 338,473 (58.50)
Consumer loans 36,388 28,289 24,054 22,540 23,292 56.23
Loans receivable, net of deferred fees $  <br> 2,314,584 $    2,286,355 $    2,391,529 $    2,440,496 2,523,709 % (8.29) %
Loans by Risk Grade:
Pass, not graded $                  - $                  - $            <br>     - $       533,287 574,954 % (100.00) %
Pass Grade 1 - Highest Quality 789 1,054 955 778 891 (11.45)
Pass Grade 2 - Good Quality 153,834 247,664 348,836 332,251 375,861 (59.07)
Pass Grade 3 - Satisfactory Quality 1,248,233 1,142,784 1,110,453 627,270 878,031 42.16
Pass Grade 4 - Pass 841,451 823,866 853,234 872,604 660,630 27.37
Pass Grade 5 - Special Mention 25,008 29,844 33,661 29,809 14,132 76.96
Grade 6 - Substandard 45,269 39,613 44,390 44,497 19,210 135.65
Grade 7 - Doubtful - 1,530 - - - -
Grade 8 - Loss - - - - - -
Total loans $    2,314,584 $  <br> 2,286,355 $    2,391,529 $    2,440,496 2,523,709 % (8.29) %
(Dollars in thousands) As Of or For Three Months Ended:
Asset Quality Information 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020
Allowance for Credit Losses:
Balance at beginning of period $      <br> (31,265) $        (34,893) $  <br>     (36,345) $        (25,779) (23,627)
Adoption of CECL - - - (8,292) -
(Provision for) / recovery of allowance for credit losses (1,085) 4,215 1,372 (3,101) (2,000)
Net charge-offs 1,964 (587) 80 827 (152)
Ending balance $        (30,386) $        (31,265) $        (34,893) $        (36,345) (25,779)
Reserve for Unfunded Commitments:
Balance at beginning of period $         (1,599) $         (1,450) $          <br> (740) $              (55) (55)
Adoption of CECL - - - (305) -
(Expense for) / recovery of unfunded loan commitment reserve 470 (149) (710) (380) -
Total Reserve for Unfunded Commitments $    <br>    (1,129) $         (1,599) $         (1,450) $            (740) (55)
As Of:
Non-Performing Assets: 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 3Q 2020
Nonaccrual loans $         18,352 $    <br>    14,604 $         14,251 $         14,462 15,270 % 20.18 %
Accruing loans delinquent 90 days or more - - - - - -
Total non-performing loans 18,352 14,604 14,251 14,462 15,270 20.18
Other real estate owned 1,312 1,274 2,255 3,078 5,388 (75.65)
Total non-performing assets $        <br>19,664 $         15,878 $         16,506 $         17,540 20,658 (4.81)
SBA guaranteed portion of non-performing loans $           3,361 $           1,380 $           2,960 $           3,076 4,076 (17.54)
Troubled debt restructuring $           3,710 $           2,766 $           2,804 $              987 1,629 127.7
Loans deferred under COVID-19 modifications $          <br>6,985 $         25,977 $    <br>  112,834 $       122,010 436,591 % (98.40) %

All values are in US Dollars.

Primis Financial Corp.
(Dollars in thousands) For Three Months Ended: Variance - 2Q 2021 vs. For Nine Months Ended: Variance
Average Balance Sheet 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 2Q 2021 3Q 2020 3Q 2021 3Q 2020 YTD
Assets
Loans, net of deferred fees $    2,291,945 $    2,327,162 $    2,436,713 $    2,497,259 $    2,501,614 (1.51) % (8.38) % $  2,351,410 $  2,368,541 (0.72) %
Investment securities 229,906 215,713 193,364 204,968 213,039 6.58 7.92 213,128 222,285 (4.12)
Other earning assets 689,084 577,939 339,480 147,014 163,159 19.23 NM 536,781 103,283 NM
Total earning assets 3,210,935 3,120,814 2,969,557 2,849,241 2,877,812 2.89 11.58 3,101,319 2,694,109 15.11
Investment in STM - Held for sale 12,621 12,728 12,629 12,168 9,453 12,659 6,601
Other assets 230,116 226,836 228,108 240,063 246,831 1.45 (6.77) 228,361 246,703 (7.43)
Total assets $    3,453,672 $  <br> 3,360,378 $    3,210,294 $    3,101,472 $    3,134,096 2.78 % 10.20 % $  3,342,339 $<br> 2,947,413 13.40 %
Liabilities and stockholders' equity
Demand deposits $       547,500 $      <br>516,877 $       477,812 $    <br>  459,830 $       452,500 5.92 % 20.99 % $    514,318 $    401,616 28.06 %
Interest-bearing liabilities:
NOW and other demand accounts 920,203 867,499 773,768 688,125 451,583 6.08 103.77 854,360 412,083 107.33
Money market accounts 744,280 719,925 653,443 569,223 504,887 3.38 47.42 706,215 487,791 44.78
Savings accounts 213,859 206,507 192,252 182,434 176,305 3.56 21.30 204,286 162,575 25.66
Time deposits 380,233 409,247 465,945 525,607 590,263 (7.09) (35.58) 418,161 685,253 (38.98)
Total Deposits 2,806,075 2,720,055 2,563,219 2,425,219 2,175,538 3.16 28.98 2,697,340 2,149,318 25.50
Borrowings 215,670 217,890 226,398 260,493 547,182 (1.02) (60.59) 219,947 390,856 (43.73)
Total Funding 3,021,745 2,937,945 2,789,617 2,685,712 2,722,720 2.85 10.98 2,917,287 2,540,174 14.85
Other Liabilities 21,718 21,628 25,539 26,588 25,869 0.42 (16.05) 22,947 24,055 (4.61)
Stockholders' equity 410,209 400,805 395,138 389,172 385,507 2.35 6.41 402,105 383,184 4.94
Total liabilities and stockholders' equity $  <br> 3,453,672 $    3,360,378 $  <br> 3,210,294 $    3,101,472 $  <br> 3,134,096 2.78 % 10.20 % $  3,342,339 $  2,947,413 13.40 %
Memo:  Average PPP loans $       191,504 $       294,019 $       333,145 $       332,080 $       335,653 (34.87) % (42.95) % $    272,371 $    176,717 54.13 %
Net Interest Income
Loans $         26,181 $        <br>25,182 $         28,957 $    <br>    30,596 $         27,266 3.97 % (3.98) % $      80,320 $    <br> 81,051 (0.90) %
Investment securities 1,083 1,073 1,042 993 1,129 0.93 (4.07) 3,198 3,737 (14.42)
Other earning assets 537 376 309 330 312 42.82 72.12 1,222 1,072 13.99
Total Earning Assets 27,801 26,631 30,308 31,919 28,707 4.39 (3.16) 84,740 85,860 (1.30)
Non-interest bearing DDA - - - - - - - - - -
NOW and other interest-bearing demand accounts 1,062 1,022 1,093 1,167 807 3.91 31.60 3,178 2,338 35.93
Money market accounts 1,056 1,153 1,085 984 800 (8.41) 32.00 3,294 3,204 2.81
Savings accounts 165 157 142 137 130 5.10 26.92 464 353 31.44
Time deposits 877 1,057 1,496 2,038 2,620 (17.03) (66.53) 3,429 10,111 (66.09)
Total Deposit Costs 3,160 3,389 3,816 4,326 4,357 (6.76) (27.47) 10,365 16,006 (35.24)
Other Borrowings 1,434 1,442 1,537 1,939 1,352 (0.55) 6.07 4,413 3,868 14.09
Total Funding Costs 4,594 4,831 5,353 6,265 5,709 (4.91) (19.53) 14,778 19,874 (25.64)
Net Interest Income $         23,207 $         21,800 $        <br>24,955 $         25,654 $  <br>      22,998 6.45 % 0.91 % $      69,962 $    <br> 65,986 6.03 %
Memo:  SBA PPP loan interest and fee income $          <br>3,146 $           2,559 $  <br>        5,778 $           5,725 $           2,233 22.94 % 40.89 % $      11,483 $      <br> 2,745 NM %
Memo:  SBA PPP loan funding costs $              169 $              257 $              288 $              498 $        <br>     174 (34.24) % (2.87) % $           713 $        <br>  258 176.36 %
Net Interest Margin
Loans 4.53% 4.34% 4.82% 4.87% 4.34% 19 bps 19 bps 4.57% 4.57% - bps
Investments 1.87% 2.00% 2.19% 1.93% 2.11% (13) (24) 2.01% 2.25% (24)
Other Earning Assets 0.31% 0.26% 0.37% 0.89% 0.76% 5 (45) 0.30% 1.39% (109)
Total Earning Assets 3.44% 3.42% 4.14% 4.46% 3.97% 2 (53) 3.65% 4.26% (61)
-
NOW 0.46% 0.47% 0.57% 0.67% 0.71% (1) (25) 0.50% 0.76% (26)
MMDA 0.56% 0.64% 0.67% 0.69% 0.63% (8) (7) 0.62% 0.88% (26)
Savings 0.31% 0.30% 0.30% 0.30% 0.29% 1 2 0.30% 0.29% 1
CDs 0.92% 1.04% 1.30% 1.54% 1.77% (12) (85) 1.10% 1.97% (87)
Cost of Interest Bearing Deposits 0.56% 0.62% 0.74% 0.88% 1.01% (6) (45) 0.63% 1.22% (59)
Cost of Deposits 0.45% 0.50% 0.60% 0.71% 0.80% (5) (35) 0.51% 0.99% (48)
-
Other Funding 2.64% 2.65% 2.75% 2.96% 0.98% (1) 166 2.68% 1.32% 136
Total Cost of Funds 0.57% 0.66% 0.78% 0.93% 0.83% (9) (26) 0.68% 1.05% (37)
Net Interest Margin 2.87% 2.80% 3.41% 3.58% 3.18% 7 (31) 3.02% 3.27% (25)
Net Interest Spread 2.83% 2.76% 3.36% 3.53% 3.14% 7 (31) 2.98% 3.21% (23)
Memo:  Excluding SBA PPP loans
Loans 4.35% 4.46% 4.47% 4.57% 4.60% (11) bps (25) bps 4.43% 4.77% (34) bps
Total Earning Assets 3.24% 3.42% 3.77% 4.14% 4.14% (18) (90) 3.46% 4.40% (94)
Net Interest Margin* 2.66% 2.77% 2.99% 3.23% 3.28% (11) (62) 2.80% 3.36% (56)
*Net interest margin excluding the effect of SBA PPP loans assumes a funding cost of 35bps on average PPP balances in all applicable periods
The company defines "NM" as not meaningful for increases or decreases greater than 300 percent.
Primis Financial Corp.
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(Dollars in thousands, except per share data) For Three MonthsEnded: For Nine Months Ended:
Reconciliation of Non-GAAP items: 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 3Q 2021 3Q 2020
Net income from continuing operations $              6,216 $  <br>           8,804 $              8,352 $              7,037 $              6,532 $    23,366 $      7,761
Non-GAAP adjustments to Net<br>Income from continuing operations:
Management Restructure / Recruiting - - 200 843 - - 4,899
Branch Closures - - - - - - 479
(Gain or recovery) / loss on securities - - - (2,964) - - -
Brand Initiative / Renaming - - - 1,000 - - -
Extraordinary PPP income and expense - - - (2,177) - - -
Other loss and related legal expenses - - - - - - -
Income tax effect - - (43) 729 - - (1,076)
Net Income from continuing operations adjusted for nonrecurring income and expenses $    <br>         6,216 $              8,804 $              8,509 $              4,468 $              6,532 $    23,366 $    12,063
Net income from continuing operations $            <br> 6,216 $              8,804 $    <br>         8,352 $              7,037 $              6,532 $    23,366 $      7,761
Income tax expense 1,697 2,434 2,301 2,358 1,647 6,438 1,956
Provision for credit losses (incl. unfunded commitment expense) 615 (4,066) (661) 3,481 2,000 (4,502) 16,349
Pre-tax pre-provision earnings from continuing operations $              8,528 $  <br>           7,172 $              9,992 $            12,876 $            10,179 $    25,302 $    26,066
Effect of adjustment for nonrecurring income and expenses - - 200 (3,298) - - 5,378
Pre-tax pre-provision operating earnings from continuing operations $              8,528 $              7,172 $            10,192 $              9,578 $            10,179 $    25,302 $    31,444
Return on average assets from continuing operations 0.72% 1.05% 1.06% 0.91% 0.83% 0.94% 0.35%
Effect of adjustment for nonrecurring income and expenses 0.00% 0.00% 0.02% (0.33%) 0.00% 0.00% 0.20%
Operating return on average assets from continuing operations 0.72% 1.05% 1.08% 0.58% 0.83% 0.94% 0.55%
Return on average assets from continuing operations 0.72% 1.05% 1.06% 0.91% 0.83% 0.94% 0.35%
Effect of tax expense 0.20% 0.29% 0.29% 0.30% 0.21% 0.26% 0.09%
Effect of provision for credit losses 0.07% (0.49%) (0.08%) 0.45% 0.25% (0.18%) 0.74%
Pre-tax pre-provision return on average assets from continuing<br>operations 0.98% 0.86% 1.27% 1.66% 1.30% 1.02% 1.18%
Effect of adjustment for nonrecurring income and expenses 0.00% 0.00% 0.03% (0.42%) 0.00% 0.00% 0.24%
Pre-tax pre-provision operating return on average assets from continuing<br>operations 0.98% 0.86% 1.29% 1.23% 1.30% 1.02% 1.43%
Return on average equity from continuing operations 6.01% 8.81% 8.57% 7.19% 6.74% 7.77% 2.71%
Effect of adjustment for nonrecurring income and expenses 0.00% 0.00% 0.16% (2.63%) 0.00% 0.00% 1.50%
Operating return on average equity from continuing operations 6.01% 8.81% 8.73% 4.57% 6.74% 7.77% 4.20%
Effect of goodwill and other intangible assets 2.12% 3.22% 3.26% 1.75% 2.63% 2.83% 1.66%
Operating return on average tangible equity from continuing<br>operations 8.13% 12.03% 12.00% 6.32% 9.37% 10.60% 5.87%
Efficiency ratio from continuing operations 65.25% 71.24% 66.20% 59.75% 60.08% 67.46% 65.36%
Effect of adjustment for nonrecurring income and expenses 0.00% 0.00% (0.73%) 0.00% 0.00% 0.00% (7.15%)
Operating efficiency ratio from continuing operations 65.25% 71.24% 65.47% 59.75% 60.08% 67.46% 58.21%
Book value per share $              16.63 $              16.59 $            <br> 16.22 $              16.03 $    <br>         15.96 $      16.63 $      15.96
Effect of goodwill and other intangible assets (4.35) (4.37) (4.38) (4.43) (4.43) (4.34) (4.44)
Tangible book value per share $              12.28 $    <br>         12.22 $              11.84 $              11.60 $              11.53 $      12.28 $      11.53
Stockholders' equity $        <br> 408,629 $          406,940 $          397,986 $          390,554 $          388,983 $  408,629 $  388,983
Less goodwill and other intangible assets (106,757) (107,098) (107,439) (107,780) (108,122) (106,757) (108,122)
Tangible common equity $          301,872 $        <br> 299,842 $          290,547 $          282,774 $          280,861 $  301,872 $  280,861
Equity to assets 11.83% 11.99% 11.95% 12.64% 12.33% 11.83% 12.33%
Effect of goodwill and other intangible assets (2.81%) (2.87%) (2.94%) (3.16%) (3.11%) (2.81%) (3.11%)
Tangible common equity to tangible assets 9.02% 9.12% 9.01% 9.49% 9.22% 9.02% 9.22%
Net interest margin 2.87% 2.80% 3.41% 3.58% 3.18% 3.02% 3.27%
Effect of adjustment for PPP associated balances* (0.21%) (0.03%) (0.42%) (0.35%) 0.10% (0.22%) 0.09%
Net interest margin excluding PPP 2.66% 2.77% 2.99% 3.23% 3.28% 2.80% 3.36%
*Net interest margin excluding the effect of PPP loans assumes a funding cost of 35bps on average PPP balances in all applicable periods

Slide 1

Third Quarter 2021 NASDAQ: FRST Exhibit 99.2

Slide 2

This presentation 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 our outlook and long-term goals for future growth; our expectations regarding net interest margin; expectations on our growth strategy, expense management, capital management and future profitability; expectations on credit quality and performance; statements regarding the potential effects of the COVID-19 pandemic on our business and financial results and conditions; 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: the Company’s ability to implement its various strategic and growth initiatives, including its announced new digital bank; competitive pressures among financial institutions increasing significantly; changes in economic or political conditions, either nationally or locally, particularly in areas in which the Company conducts operations; interest rate risk; changes in applicable laws, rules, or regulations, including changes to statutes, regulations or regulatory policies or practices as a result of, or in response to the COVID-19 pandemic; changes in management’s plans for the future; credit risk associated with our lending activities; changes in interest rates, inflation, loan demand, real estate values, or competition; changes in accounting principles, policies, or guidelines; adverse results from current or future litigation, regulatory examinations or other legal and/or regulatory actions, including as a result of the Company’s participation in and execution of government programs related to the COVID-19 pandemic; the impact of the COVID-19 pandemic on the Company’s assets, business, cash flows, financial condition, liquidity, prospects and results of operations; potential increases in the provision for loan losses resulting from the COVID-19 pandemic; 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, 2020, 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. Readers are cautioned not to place undue reliance on these forward-looking statements. 2 Forward-Looking Statements

Slide 3

Statements included in this presentation 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 pre-tax pre-provision operating earnings from continuing operations; pre-tax pre-provision operating return on average assets from continuing operations; tangible common equity; tangible common equity to tangible assets; tangible book value per share; and net interest margin excluding PPP loans are not measures recognized under GAAP and therefore are considered non-GAAP financial measures. A reconciliation of these non-GAAP financial measures to the most comparable GAAP measures is provided 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’s 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. 3 Non-GAAP Measures

Slide 4

Company Snapshot 4 Corp. Headquarters: McLean, VA Bank Headquarters: Glen Allen, VA Branches: 40 Ticker (NASDAQ): FRST Balance Sheet Assets: $3.5 billion Loans: $2.3 billion Deposits: $2.8 billion TCE/TA(1): 9.02% TBV/Share(1): $12.28

Profitability ROAA: 0.72% ROAE: 6.01% ROATCE(1): 8.13% Net Interest Margin: 2.87% Efficiency Ratio(2): 65.25%

Valuation Market Capitalization: $354.6 million Price / Book Value per Share 0.87x Price / Tangible Book Value: 1.18x Price / 2021 Estimated EPS(3): 11.37x Price / 2022 Estimated EPS(3): 13.55x Dividend Yield(4): 2.77% Pricing as of October 27, 2021. Financial data as of or for the three months ended September 30, 2021. (1) See reconciliation of Non-GAAP financial measures on slide 21. (2) Results from continuing operations (3) Mean analyst estimates per S&P Global. (4) Assumes $0.40 annualized dividend.

Slide 5

(1) Results for continuing operations. See reconciliation of Non-GAAP financial measures on slide 21. Net income from continuing operations of $6.2 million or $0.25 per basic and diluted share

Gross loans, excluding PPP balances, grew approx. 24% annualized

Total deposits increased to $2.81 billion with non-interest bearing demand deposits at 19.1% of deposits and time deposits declining to 13.4% of total deposits

Pre-tax, pre-provision return on average assets(1) of 0.98% compared to 0.86% in the second quarter

Net interest margin, excluding the effects of PPP, of 2.66% versus 2.77% in the second quarter Impacted by average cash and equivalent balance increase of $112 million in the quarter to $676 million

Announced the launch of the Primis Life Premium Finance Division Third Quarter Highlights 5

Slide 6

Talented management team and board committed to building long-term shareholder value

Footprint in attractive banking markets augmented by niche lines of business that will produce out-sized growth in higher quality assets over time

Aggressive and early use of technology positioning the bank for superior performance as the industry evolves

Significant operating leverage as loan demand recovers and liquidity is put to work

Investment Thesis 6

Slide 7

Management Team 7 Name Years at Primis Years in Industry Title

Slide 8

Deposit data as of June 30, 2021. Dollars in millions. Source: S&P Global.

Meaningful Opportunities in Attractive Markets 8 Projected Population Growth 2021-2026 Total Population 2021 States

MSAs Virginia Washington D.C. Richmond

Slide 9

Strategic Update 9 Maximize core funding

Embrace technology for competitive advantage

Partner with FinTech entrepreneurs to drive above-average growth Core deposits now over 85% of total deposits with almost 20% non-interest bearing

On-track for Q4 launch of digital offering built on modern technology

Announced launch of new tech-enabled Life Premium Finance Division Panacea Financial Division momentum accelerating Other opportunities in the pipeline Our focus is on building long-term shareholder value by pursuing the following: Strategic Priorities Progress Made

Slide 10

Dollars in millions. (1) See reconciliation of Non-GAAP financial measures on slide 21. Balance Sheet Trends 10

Slide 11

Deposit Trends Dollars in millions. (1) Core deposits exclude time deposits. CAGR ’17-2Q21: 122% ’19-2Q21: 141% Deposit Composition Core Deposit Growth (1) 11 Deposit composition continues to improve while deposit costs decline

Focus is still on building customer relationships and continuing to grow core deposits

Slide 12

Loan Composition and Trends Dollars in millions. Loan Trends and Yields Loan Composition (Ex. PPP) 12 Robust loan growth of 5.9%, or 24% annualized, linked-quarter excluding PPP balances

Investments in loan officers and Panacea division are beginning to mature and should continue to drive strong growth rates through 2022

Slide 13

Asset Quality 13 Classified loans and NPAs exclude guaranteed portion of SBA loans. NPAs / Loans (Ex. PPP) + OREO NCOs / Average Loans Criticized & Classified Loans / Total Loans (Ex. PPP) Deferred loans declined in Q3 to $7 million tied to one relationship that is on interest-only payments Scheduled to resume full principal and interest in Q4

Criticized assets continue to remain at moderate levels

Net charge-offs in Q3 largely driven by write-off of loans listed as Doubtful in Q2 and previously reserved for

Slide 14

Allowance for Credit Losses 14 Classified loans exclude guaranteed portion of SBA loans. ACL / Gross Loans (Ex. PPP) ACL / Classified Loans Provision of $1.1 million in Q3 due to higher non-PPP loan growth

ACL coverage of gross loans declined to 1.40% due to improving economic fundamentals

Slide 15

Average Cash Balances Net Interest Margin 15 Dollars in millions. (1) See reconciliation of Non-GAAP financial measures on slide 21

Margin continues to be impacted by excess liquidity as average cash and equivalent balances increased $112 million in Q3 to $676 million

Additional cash balances in Q3 contributed 9bps of downward pressure on the margin. Net Interest Margin Trends

Slide 16

Efficiency Ratio Non-Interest Expense and Efficiency Ratio 16 Dollars in thousands. (1) Results from continuing operations. (2) See reconciliation of Non-GAAP financial measures on slide 21.

(1) Noninterest expense expected to grow at a mid-single digit rate in 2022 as we continue to invest in growth initiatives (e.g. Digital Bank, Panacea, Premium Finance) offset by efficiency improvement efforts Non-Interest Expense (Ex. Reserve for Unfunded Commitments Expense)

Slide 17

Profitability 17 Dollars in millions. (1) Results from continuing operations. (2) See reconciliation of Non-GAAP financial measures on slide 21.

Return on Average Assets Pre-Tax Pre-Provision Earnings (1) Operating leverage expected to drive improving profitability in 2022 as liquidity is deployed in earning assets

Slide 18

Tangible Book Value Per Share Diluted Earnings Per Share from Continuing Operations Per Share Results 18 (1) See reconciliation of Non-GAAP financial measures on slide 21. (1)

Slide 19

Summary 19 Talented management team and board committed to building long-term shareholder value

Footprint in attractive banking markets augmented by niche lines of business that will produce out-sized growth in higher quality assets over time

Aggressive and early use of technology positioning the bank for superior performance as the industry evolves

Significant operating leverage as loan demand recovers and liquidity is put to work

Slide 20

Appendix 20

Slide 21

*Net interest margin excluding the effect of SBA PPP loans assumes a funding cost of 35bps on average PPP balances in all applicable periods Non-GAAP Reconciliation 21 *Net interest margin excluding the effect of PPP loans assumes a funding cost of 35 bps on average PPP balances in all applicable periods.