VABK

EX-99.1

2 vabk-ex99_1.htm

EX-99.1

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

INVESTOR RELATIONS CONTACT:

Cathy W. Liles (434) 817-8267

VIRGINIA NATIONAL BANKSHARES CORPORATION

ANNOUNCES 2026 SECOND QUARTER EARNINGS

AND QUARTERLY DIVIDEND

Charlottesville, VA – July 23, 2026 - Virginia National Bankshares Corporation (NASDAQ: VABK) (the “Company”) today reported quarterly net income of $9.0 million, or $1.65 per diluted share, for the quarter ended June 30, 2026, compared to $4.2 million, or $0.78 per diluted share, recognized for the quarter ended June 30, 2025.

The increase in net income for the quarter ended June 30, 2026 as compared to the same period in the prior year was primarily due to the cost of funds reduction of 13 basis points, reduced non-interest expense and a gain from the sale of a limited investment partnership interest in Bearing Insurance Group, LLC ("Bearing").

Dividend Declaration

On July 22, 2026, the Company's Board of Directors declared a quarterly cash dividend of $0.36 per share of common stock payable on August 28, 2026, to the holders of record at the close of business on August 14, 2026. The quarterly cash dividend implies an annualized dividend yield to shareholders of approximately 3.20% based on the closing price of the Company’s common stock on July 22, 2026.

President and Chief Executive Officer's comments: "Our second quarter results reflected strong core performance and also benefited from the Bearing transaction, which illustrate consistent performance in a dynamic environment," stated Glenn W. Rust, President and Chief Executive Officer. "We are disciplined in our approach, and we continue to focus on optimizing the balance sheet to maximize profitability. Asset quality, liquidity and capital remain strong enabling us to finance creditworthy projects which enhance our communities."

Key Performance Indicators

Second quarter 2026 compared to second quarter 2025

• Return on average assets1 improved to 2.24% from 1.05%.

• Return on average equity1 improved to 18.81% from 10.05%.

• Net interest margin (FTE)1,2 improved to 3.65% from 3.40%.

• Loan-to-deposit ratio decreased slightly to 87.6% from 89.4%.

• Efficiency ratio (FTE)2 improved to 41.6% from 61.2%.

June 30, 2026 Balance Sheet Highlights

• Gross loans outstanding as of June 30, 2026 and December 31, 2025 totaled $1.2 billion; this represents a decrease of $7.7 million, or 0.6% compared to June 30, 2025.

• Securities balances were $241.0 million at June 30, 2026, and $254.2 million at December 31, 2025. The balance declined $22.1 million from June 30, 2025 to June 30, 2026, with the additional liquidity allowing the Company to take advantage of investment opportunities that complement its growth and earnings strategies.

• Deposits at June 30, 2026 were $1.4 billion, a $22.5 million decrease from December 31, 2025, but a $20.1 million increase from June 30, 2025. The changes noted reflect normal customer behavior in the current rate environment as customers continue to optimize their cash holdings.

Page 1 of 10

• Outstanding borrowings from the FHLB were $20.0 million as of June 30, 2026 and December 31, 2025, and $61.0 million as of June 30, 2025. As of June 30, 2026, the Company had unused borrowing facilities in place of approximately $237.0 million and held no brokered deposits.

• Book value per share increased to $35.89 as of June 30, 2026, compared to $31.67 as of June 30, 2025, and tangible book value per share (a non-GAAP financial measure)2 was $34.05 as of June 30, 2026 compared to $29.63 as of June 30, 2025. The increases reflect the consistent earnings performance that the Company posts, and in particular, the gain from the Bearing transaction in the second quarter of 2026.

Loans and Asset Quality

• Credit performance remains strong with nonperforming assets as a percentage of total assets of 0.35% as of June 30, 2026, 0.56% as of December 31, 2025 and 0.48% as of June 30, 2025.

• Nonperforming assets amounted to $5.8 million as of June 30, 2026, compared to $9.2 million as of December 31, 2025, and $7.8 million as of June 30, 2025. The primary changes over the periods were in the 90 or more days past due and still accruing loans, which are government-guaranteed loans and are serviced by a third party. Timing of the distribution of payments from the servicer can create fluctuations at period ends.

• The period-end Allowance for Credit Losses on Loans (“ACL”) as a percentage of total loans was 0.66% as of June 30, 2026, 0.67% as of December 31, 2025 and 0.67% as of June 30, 2025. The portfolio of government-guaranteed loans continues to be a significant driver impacting the recovery of credit losses on loans year-over-year. Balances in such loans are 100% guaranteed and do not require an ACL.

• For the three months ended June 30, 2026, the Company recorded a provision for credit losses of $231 thousand on loans, and a $94 thousand reserve for unfunded commitments, both due to

SEC.gov | Request Rate Threshold Exceeded

U.S. Securities and Exchange Commission

You’ve Exceeded the SEC’s Traffic Limit

Your request rate has exceeded the SEC’s maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes.

Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains available to all users, we reserve the right to block IP addresses that submit excessive requests.

The block will be lifted automatically by waiting 10 minutes. Continuing to exceed the SEC’s maximum allowable request rate during the time-out period will extend the duration of the time-out period. To ensure fair access for all users, please reduce the rate of your requests and visit SEC.gov again after the 10 minute time-out period has passed.

For best practices on efficiently downloading information from SEC.gov, including the latest EDGAR filings, visit sec.gov/developer. You can also sign up for email updates on the SEC open data program, including best practices that make it more efficient to download data, and SEC.gov enhancements that may impact scripted downloading processes. For more information, contact opendata@sec.gov.

For more information, please see the SEC’s Web Site Privacy and Security Policy. Thank you for your interest in the U.S. Securities and Exchange Commission.

Reference ID: 0.c706d217.1784463997.eb2f46e1

More Information

Internet Security Policy

By using this site, you are agreeing to security monitoring and auditing. For security purposes, and to ensure that the public service remains available to users, this government computer system employs programs to monitor network traffic to identify unauthorized attempts to upload or change information or to otherwise cause damage, including attempts to deny service to users.

Unauthorized attempts to upload information and/or change information on any portion of this site are strictly prohibited and are subject to prosecution under the Computer Fraud and Abuse Act of 1986 and the National Information Infrastructure Protection Act of 1996 (see Title 18 U.S.C. §§ 1001 and 1030).

To ensure our website performs well for all users, the SEC monitors the frequency of requests for SEC.gov content to ensure automated searches do not impact the ability of others to access SEC.gov content. We reserve the right to block IP addresses that submit excessive requests. Current guidelines limit users to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests.

If a user or application submits more than 10 requests per second, further requests from the IP address(es) may be limited for a brief period. Once the rate of requests has dropped below the threshold for 10 minutes, the user may resume accessing content on SEC.gov. This SEC practice is designed to limit excessive automated searches on SEC.gov and is not intended or expected to impact individuals browsing the SEC.gov website.

Note that this policy may change as the SEC manages SEC.gov to ensure that the website performs efficiently and remains available to all users.

Note: We do not offer technical support for developing or debugging scripted downloading processes.

8-K

false000157233400015723342026-01-272026-01-27

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): January 27, 2026

VIRGINIA NATIONAL BANKSHARES CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Virginia

001-40305

46-2331578

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

404 People Place

Charlottesville, Virginia

22911

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (434) 817-8621

(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:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

VABK

The Nasdaq Stock Market LLC

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 January 29, 2026, Virginia National Bankshares Corporation (the “Company”) issued a press statement announcing the consolidated earnings for the quarter and year ended December 31, 2025.

A copy of the press statement is furnished as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

The information in this Form 8-K, and the exhibit hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. Item 8.01. Other Events. On January 27, 2026, the Company's Board of Directors declared a cash dividend on the Company's outstanding shares of common stock. The dividend of $0.36 per share will be paid on February 27, 2026 to stockholders of record as of the close of business on February 13, 2026. Item 9.01 Financial Statements and Exhibits. (d) Exhibits.

Exhibit No. Description of Exhibit

99.1

Press statement issued by Virginia National Bankshares Corporation on January 29, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

VIRGINIA NATIONAL BANKSHARES CORPORATION

Date:

January 29, 2026

By:

/s/ Cathy W. Liles

Cathy W. Liles Executive Vice President and Chief Financial Officer