8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Uwharrie Capital Corp

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐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)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐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:

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 November 21, 2025, Uwharrie Capital Corp (the “Registrant”) released a quarterly report to its shareholders that included a letter to the shareholders from President and CEO Roger L. Dick and unaudited financial information for the period ended September 30, 2025.

A copy of this report is attached hereto as Exhibit 99.1 and incorporated by reference herein.

This Current Report on Form 8-K (including information included or incorporated by reference herein) may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of the Registrant’s goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook” or similar expressions. These statements are based upon the current belief and expectations of the Registrant’s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond the Registrant’s control).

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

SIGNATURES

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 thereunto duly authorized.

EX-99.1

Exhibit 99.1

November 21, 2025

Dear Shareholder:

As we close the third quarter of 2025, Uwharrie Capital Corp continues to move forward—not only in financial strength, but also in the deeper mission that has always defined us.

As of September 30, 2025, our assets reached $1.22 billion, an increase of $35 million, or 3%, compared to the same period in 2024. Our loan portfolio grew by $31 million to $682 million, supported by core deposit growth of $26 million year-over-year. Net income for the nine months ended September 30, 2025, rose to $8.3 million, up from $7.6 million in 2024. These results reflect the steady effort of our associates, the trust of our customers, and the confidence of our shareholders.

While the numbers tell a story of continued progress, what matters most is the purpose behind them. They represent people—families buying homes, local entrepreneurs growing their enterprises, and communities building resilience. Every loan, every deposit, every relationship contributes to a larger effort to strengthen financial well-being and opportunity close to home. Our focus remains on creating long-term value—not only for shareholders, but also for families, local businesses, and the communities that rely on strong community banking.

In recognition of the Company’s continued progress, the Board of Directors has declared a 3% stock dividend. Shareholders of record as of November 10, 2025, will receive the dividend on December 1, 2025. This action reflects both our financial performance and the shared purpose that guides our work. The dividend will be distributed electronically through book-entry, and, consistent with prior years, shareholders may retain the shares to potentially defer income recognition or sell them if liquidity is preferred.

As the holidays draw near, we are reminded of the deeper meaning behind our work—the connections we share and the good we can do together. This season, our Christmas initiatives will once again support local nonprofits and families in need, honoring you, our shareholders and customers, by extending generosity and hope throughout our communities.

As we turn the page on another year, my gratitude runs deep for the dedication of our team, the loyalty of our customers, and the steadfast support of our shareholders. Your belief in community banking that puts people first continues to light our way. Together, we are building something enduring—rooted in service, strengthened by trust, and guided by purpose.

Sincerely,

UWHARRIE CAPITAL CORP

/s/ Roger L. Dick

President and Chief Executive Officer

This Report may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of the Company's goals and expectations with respect to earnings, income per share, revenue, expenses and the growth rate in such items, as well as other measures of economic performance, including statements relating to estimates of credit quality trends, and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook,” or similar expressions. These statements are based upon the current belief and expectations of the Company‘s management and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company’s control).

All values are in US Dollars.