CHARLOTTESVILLE, Va., Feb. 5, 2026 /PRNewswire/ -- Virginia National Bankshares Corporation (NASDAQ: VABK) (the "Company") announced today the appointment of Robert Lee Burrows, Jr. as a director of the Company, effective February 25, 2026. He has also been appointed as a director of the Company's wholly-owned subsidiary bank, Virginia National Bank. Mr. Burrows' experience in the financial services industry spans over four decades. In 2008, he founded Banks Street Partners, an Atlanta based financial serv ...

Exhibit 99.1 FOR IMMEDIATE RELEASE INVESTOR RELATIONS CONTACT: Cathy W. Liles (434) 817-8267 VIRGINIA NATIONAL BANKSHARES CORPORATION ANNOUNCES 2025 FULL YEAR RESULTS AND QUARTERLY DIVIDEND Charlottesville, VA – January 29, 2026 - Virginia National Bankshares Corporation (NASDAQ: VABK) (the "Company") today reported quarterly net income of $6.0 million, or $1.10 per diluted share, for the quarter ended December 31, 2025, compared to the $4.6 million, or $0.85 per diluted share, recognized for the quarter en ...

Core Points - Virginia National Bankshares Corporation announced the retirement of CFO Tara Y. Harrison and the hiring of Cathy W. Liles as her successor, effective November 21, 2025 [1][2] - The transition is expected to be smooth due to the professionalism and prior collaboration between Ms. Harrison and Ms. Liles [2] - Ms. Harrison will continue to serve as a Senior Advisor during the transition period [1][2] Company Overview - Virginia National Bankshares Corporation is headquartered in Charlottesville, Virginia, and operates Virginia National Bank, which has multiple banking offices across various counties [4] - The bank offers a full range of banking and financial services, including fiduciary services through VNB Trust and Estate Services [4] - The company's common stock is traded on the Nasdaq Capital Market under the symbol "VABK" [4] Leadership Insights - CEO Glenn W. Rust acknowledged the challenges faced during Ms. Harrison's tenure, including a merger and various industry crises, while noting the bank's growth from $800 million to $1.6 billion in assets [2] - Ms. Liles expressed excitement about her new role and commitment to community banking, aiming to build on the company's strong foundation [3]

Financial Performance - Net interest income for the three months ended September 30, 2025, was $13,072,000, an increase of 8.7% compared to $12,024,000 for the same period in 2024[13] - Net income for the nine months ended September 30, 2025, was $13,303,000, representing a 7.2% increase from $12,405,000 for the same period in 2024[13] - For the three months ended September 30, 2025, net income was $4,576 thousand, compared to $4,600 thousand for the same period in 2024, representing a decrease of 0.5%[15] - For the nine months ended September 30, 2025, net income increased to $13,303 thousand, up 7.2% from $12,405 thousand in 2024[15] - Total comprehensive income for the three months ended September 30, 2025, was $8,286 thousand, compared to $13,285 thousand in 2024, reflecting a decrease of 37.5%[15] - Total comprehensive income for the nine months ended September 30, 2025, was $21,981 thousand, an increase of 21.5% from $18,146 thousand in 2024[15] Assets and Liabilities - Total assets as of September 30, 2025, were $1,606,432,000, a decrease of 1.3% from $1,616,826,000 on December 31, 2024[11] - Total deposits as of September 30, 2025, were $1,384,888,000, down from $1,423,546,000 as of December 31, 2024, reflecting a decrease of 2.7%[11] - The company's common shares outstanding as of September 30, 2025, were 5,391,979, compared to 5,370,912 as of December 31, 2024[11] - The balance of accumulated other comprehensive loss decreased to $(33,184) thousand as of September 30, 2025, from $(34,303) thousand in 2024[16] - The company experienced a net increase in cash and cash equivalents of $5,992 thousand for the nine months ended September 30, 2025, compared to a decrease of $(9,225) thousand in 2024[18] Income and Expenses - The total noninterest expense for the three months ended September 30, 2025, was $8,404,000, an increase of 5.8% from $7,943,000 for the same period in 2024[13] - Noninterest income for the nine months ended September 30, 2025, was $4,421,000, a decrease of 16.9% from $5,321,000 for the same period in 2024[13] - The company's net interest income after provision for credit losses for the nine months ended September 30, 2025, was $37,987,000, up from $34,615,000 for the same period in 2024[13] - Noninterest expenses totaled $25,908,000, with salaries and employee benefits being the largest component at $11,708,000[101] Credit Losses and Provisions - The provision for credit losses for the three months ended September 30, 2025, was $332,000, compared to a recovery of $114,000 for the same period in 2024[13] - The allowance for credit losses (ACL) was $8,510 thousand as of September 30, 2025, slightly higher than $8,455 thousand on December 31, 2024[40] - The provision for loan losses for the nine months ended September 30, 2025, was a recovery of $105,000 compared to a provision of $511,000 for the same period in 2024[57] - Charge-offs for the nine months ended September 30, 2025, totaled $146,000, while recoveries amounted to $56,000[57] Securities and Investments - The company reported unrealized gains on available-for-sale securities of $10,986 thousand for the nine months ended September 30, 2025, compared to $7,267 thousand in 2024[18] - As of September 30, 2025, total securities available for sale amounted to $252.952 million, with unrealized losses of $42.033 million[28] - The fair value of mortgage-backed securities was $126.270 million as of September 30, 2025, with an amortized cost of $145.747 million[28] - The company believes that the impairments in its securities portfolio are temporary and no credit loss has been realized in its consolidated statements of income[32] Loan Portfolio - As of September 30, 2025, total loans amounted to $1,235,000 thousand, a slight decrease from $1,235,969 thousand on December 31, 2024, representing a decline of 0.1%[40] - The net loans as of September 30, 2025, were $1,226,490 thousand, compared to $1,227,514 thousand as of December 31, 2024, indicating a decrease of 0.1%[40] - The aging of the loan portfolio shows that as of September 30, 2025, total nonaccrual loans were $2,568 thousand, with $2,568 thousand in 1-4 family residential mortgages[42][44] - The company categorizes loans into various risk ratings, including "Pass," "Watch," "Special Mention," "Substandard," and "Doubtful," to assess credit quality[58][59][61][62] Stock and Compensation - Basic net income per share for the three months ended September 30, 2025, was $0.85, compared to $0.86 for the same period in 2024[73] - The 2022 Stock Incentive Plan was amended to increase the shares available for issuance by 150,000 shares at the Annual Meeting of Shareholders on July 24, 2025[74] - The total outstanding stock options as of September 30, 2025, is 225,454, with a weighted average exercise price of $33.10[79] - The company issued 21,068 restricted shares during the nine months ended September 30, 2025, with $637,000 expensed for restricted stock grants[82]

Core Insights - Virginia National Bankshares Corporation reported a quarterly net income of $4.6 million, or $0.84 per diluted share, for Q3 2025, which is a slight decrease from $4.6 million, or $0.85 per diluted share, in Q3 2024 [1][22] - Year-to-date net income for the first nine months of 2025 increased to $13.3 million, or $2.45 per diluted share, compared to $12.4 million, or $2.30 per diluted share, for the same period in 2024 [1][22] - The increase in net income year-to-date was primarily due to decreased interest expense, with a 30 basis points decline in the cost of funds year-over-year [2][8] Financial Performance - Key performance indicators improved, including return on average assets at 1.12% (up from 1.05%) and return on average equity at 10.48% (up from 10.05%) [7][23] - Net interest margin (FTE) improved to 3.43% from 3.40% [7][23] - The efficiency ratio (FTE) improved to 57.9% from 61.2% year-over-year [11][23] Loan and Deposit Trends - Gross loans outstanding totaled $1.2 billion, an increase of $19.5 million, or 1.6%, compared to September 30, 2024 [7][23] - Deposit balances increased by $5.0 million, or 0.4%, from September 30, 2024, but decreased by $38.7 million since December 31, 2024 [7][23] - The loan-to-deposit ratio remained stable at 89% [7][23] Dividend Declaration - The Board of Directors declared a quarterly cash dividend of $0.36 per share, payable on November 28, 2025, representing an annual yield of approximately 3.63% based on the closing price on October 22, 2025 [2][14] Asset Quality - Nonperforming assets as a percentage of total assets were 0.42% as of September 30, 2025, compared to 0.33% a year earlier [7][23] - The allowance for credit losses on loans was 0.69% of total loans as of September 30, 2025, showing nominal changes year-over-year [7][23] Noninterest Income and Expense - Noninterest income decreased by $101 thousand, or 7.0%, primarily due to lower wealth management fees and debit card usage [10][23] - Noninterest expense increased by $461 thousand, or 5.8%, driven by higher franchise taxes, FDIC insurance expenses, and investments in technology [10][23]

Financial Performance - Net income for the six months ended June 30, 2025, reached $8,727 thousand, representing a 11.8% increase from $7,805 thousand in the same period of 2024[13] - Net income for the three months ended June 30, 2025, was $4,238,000, compared to $4,159,000 for the same period in 2024, representing a 1.9% increase[15] - Total comprehensive income for the six months ended June 30, 2025, was $13,695,000, up from $4,861,000 in 2024, indicating a significant increase[15] - Basic net income per share for the three months ended June 30, 2025, was $0.79, compared to $0.77 in 2024, representing a 2.6% increase[73] - Diluted net income per share for the six months ended June 30, 2025, was $1.61, up from $1.45 in 2024, showing an increase of 11.0%[73] Assets and Liabilities - Total assets increased to $1,634,922 thousand as of June 30, 2025, compared to $1,616,826 thousand at December 31, 2024, reflecting a growth of 1.9%[11] - The company’s total liabilities stood at $1,464,150 thousand as of June 30, 2025, compared to $1,456,524 thousand at December 31, 2024, reflecting a slight increase of 0.5%[11] - The total balance of shareholders' equity as of June 30, 2025, was $170,772,000, an increase from $154,164,000 as of June 30, 2024[16] Income and Expenses - Net interest income for the three months ended June 30, 2025, was $12,796 thousand, up 14.4% from $11,181 thousand for the same period in 2024[13] - Noninterest income for the six months ended June 30, 2025, was $3,071 thousand, compared to $3,869 thousand for the same period in 2024, indicating a decrease of 20.6%[13] - The total noninterest expense for the Bank segment for the three months ended June 30, 2025, was $8,681, compared to $8,122 for the same period in 2024[98][100] Loans and Credit Quality - Loans, net of deferred fees and costs, amounted to $1,241,712 thousand as of June 30, 2025, a slight increase from $1,235,969 thousand at December 31, 2024[11] - The provision for credit losses for the three months ended June 30, 2025, was $3 thousand, compared to a recovery of $338 thousand in the same period of 2024[13] - The company reported a recovery of credit losses of $(157,000) for the six months ended June 30, 2025, compared to $(360,000) in 2024, showing improved credit quality[18] - The total loans categorized as 90 days or more past due were $5,178 thousand as of June 30, 2025[40] - The total charge-offs for the six months ended June 30, 2025, were $181 thousand, with recoveries amounting to $88 thousand[56] Cash Flow and Investments - Cash flows from operating activities for the six months ended June 30, 2025, provided $8,830,000, compared to a use of $3,250,000 in 2024, reflecting improved operational efficiency[18] - Net cash provided by investing activities for the six months ended June 30, 2025, was $10,026,000, compared to $69,042,000 in 2024, indicating a decrease in investment activity[18] - The company did not sell any available-for-sale securities during the six months ended June 30, 2025, while it sold $39.6 million in securities in the same period of 2024, incurring a pre-tax loss of $4,000[33] Securities and Fair Value - As of June 30, 2025, total securities available for sale amounted to $301.6 million, with a fair value of $254.9 million, reflecting an unrealized loss of $46.7 million[27] - The fair value of U.S. Government agencies securities was $30.7 million as of June 30, 2025, with unrealized losses of $4.1 million[28] - The fair value of restricted securities was $8,120,000 as of June 30, 2025, consistent with the carrying value[92] Shareholder Returns - The company declared cash dividends of $0.33 per share in 2024 and increased it to $0.36 per share in 2025, reflecting a commitment to returning value to shareholders[16] - The Board of Directors approved a share repurchase plan of up to 5% of outstanding common stock during Q2 2023, with 20,350 shares repurchased at an average price of $27.42 through June 30, 2025[103][104] Lease Liabilities - Lease liability increased to $6,888,000 as of June 30, 2025, compared to $5,389,000 in 2024, reflecting a 27.8% increase[71] - Total lease expense for the three months ended June 30, 2025, was $435,000, slightly up from $430,000 in 2024, indicating a 1.2% increase[71]

[Earnings Announcement & Corporate Actions](index=1&type=section&id=Earnings%20Announcement%20%26%20Corporate%20Actions) [Second Quarter 2025 Earnings Summary](index=1&type=section&id=1.1%20Second%20Quarter%202025%20Earnings%20Summary) The company reported stable quarterly net income of $4.2 million and year-to-date net income growth to $8.7 million Net Income and Diluted EPS (Q2 & YTD) | Period | Net Income ($ millions) | Diluted EPS ($) | | :----- | :---------------------- | :-------------- | | Q2 2025 | 4.2 | 0.78 | | Q2 2024 | 4.2 | 0.77 | | YTD 2025 | 8.7 | 1.61 | | YTD 2024 | 7.8 | 1.45 | - The increase in net income year-over-year was primarily due to **increased net interest income** from higher average loan balances and **decreased interest expense**[3](index=3&type=chunk) [Dividend Declaration](index=1&type=section&id=1.2%20Dividend%20Declaration) The Board of Directors declared a quarterly cash dividend of $0.36 per share, payable on August 29, 2025 Quarterly Dividend Declaration | Metric | Value | | :----- | :---- | | Dividend per share | $0.36 | | Annual Yield | ~3.78% | [President and CEO's Comments](index=1&type=section&id=1.3%20President%20and%20CEO's%20Comments) The CEO highlighted steady earnings results for 2025, attributing success to a focus on operating efficiencies and asset quality - Year-to-date earnings of **$8.7 million are 12% ahead of 2024**[5](index=5&type=chunk) - Focus on **operating efficiencies and asset quality** enables exceptional service and positive returns for stakeholders[5](index=5&type=chunk) [Financial Performance Analysis](index=1&type=section&id=Financial%20Performance%20Analysis) [Key Performance Indicators (Summary)](index=1&type=section&id=2.1%20Key%20Performance%20Indicators%20(Summary)) The company demonstrated improved efficiency and net interest margin in Q2 2025 while maintaining a steady return on assets Key Performance Indicators (Q2 2025 vs. Q2 2024) | Indicator | June 30, 2025 | June 30, 2024 | Change | | :---------------------- | :------------ | :------------ | :----- | | Return on average assets | 1.05% | 1.05% | Steady | | Net interest margin (FTE) | 3.40% | 3.04% | +0.36% | | Loan-to-deposit ratio | 89.4% | 84.3% | +5.1% | | Efficiency ratio (FTE) | 61.2% | 62.7% | -1.5% | [Balance Sheet Highlights (Summary)](index=1&type=section&id=2.2%20Balance%20Sheet%20Highlights%20(Summary)) Gross loan balances grew 7.2% year-over-year to $1.2 billion, while securities were reduced to fund higher-yielding assets Balance Sheet Highlights (YoY Changes) | Metric | June 30, 2025 | June 30, 2024 | Change ($ millions) | Change (%) | | :---------------- | :------------ | :------------ | :------------------ | :--------- | | Gross loan balances | $1.2 billion | $1.158 billion | +$83.5 | +7.2% | | Deposit balances | - | - | +$15.2 | +1.1% | - Securities balances **declined $28.3 million** from June 30, 2024, as funds were repurposed to higher yielding loans[11](index=11&type=chunk) [Loans and Asset Quality](index=3&type=section&id=2.3%20Loans%20and%20Asset%20Quality) The company saw continued loan growth and strong credit performance, though nonperforming assets increased due to government-guaranteed loans [Loan Growth and Securities Strategy](index=3&type=section&id=2.3.1%20Loan%20Growth%20and%20Securities%20Strategy) - Gross loan balances **increased $83.5 million (7.2%)** compared to June 30, 2024, totaling $1.2 billion[8](index=8&type=chunk) - Securities balances **declined $28.3 million** from June 30, 2024, as funds were strategically repurposed to higher yielding loans[11](index=11&type=chunk) [Deposit Balances and Borrowings](index=3&type=section&id=2.3.2%20Deposit%20Balances%20and%20Borrowings) - Deposit balances **increased $15.2 million (1.1%)** from June 30, 2024, reflecting efforts to stabilize the cost of funds[8](index=8&type=chunk) - Deposit balances held in Insured Cash Sweep® (ICS) plans amounted to **$159.6 million** as of June 30, 2025[11](index=11&type=chunk) - Outstanding borrowings from the FHLB **increased by $41.0 million to $61.0 million** as of June 30, 2025, from year-end 2024[11](index=11&type=chunk) [Credit Performance and Nonperforming Assets](index=3&type=section&id=2.3.3%20Credit%20Performance%20and%20Nonperforming%20Assets) Nonperforming Assets (NPA) Trends | Metric | June 30, 2025 | Dec 31, 2024 | June 30, 2024 | | :-------------------------------- | :------------ | :----------- | :------------ | | Nonperforming assets ($ millions) | $7.8 | $3.0 | $4.0 | | NPA as a % of total assets | 0.48% | 0.19% | 0.25% | - Non-accrual loans totaled **$2.6 million** as of June 30, 2025, compared to $2.4 million a year prior[11](index=11&type=chunk) - Loans 90 days or more past due and still accruing interest amounted to **$5.2 million**, primarily comprised of **$5.1 million in 100% government-guaranteed loans**[11](index=11&type=chunk) [Allowance for Credit Losses (ACL)](index=3&type=section&id=2.3.4%20Allowance%20for%20Credit%20Losses%20(ACL)) Allowance for Credit Losses (ACL) Trends | Metric | June 30, 2025 | Dec 31, 2024 | June 30, 2024 | | :-------------------------------- | :------------ | :----------- | :------------ | | ACL as a percentage of total loans | 0.67% | 0.68% | 0.69% | - The ACL ratio remained **fairly steady** due to nominal changes in loss rates and the increase in government-guaranteed loans[11](index=11&type=chunk) - A net charge to the provision for credit losses of **$3 thousand** was recorded for Q2 2025[11](index=11&type=chunk) [Net Interest Income and Margin](index=3&type=section&id=2.4%20Net%20Interest%20Income%20and%20Margin) Net interest income increased 14.4% year-over-year to $12.8 million, driven by a higher net interest margin of 3.40% Net Interest Income and Margin (Q2 2025 vs. Q2 2024) | Metric | Q2 2025 ($ millions) | Q2 2024 ($ millions) | Change ($ millions) | Change (%) | | :---------------------- | :------------------- | :------------------- | :------------------ | :--------- | | Net interest income | $12.8 | $11.2 | +$1.6 | +14.4% | | Net interest margin (FTE) | 3.40% | 3.04% | +0.36% | - | | Yield on loans | 5.60% | 5.71% | -0.11% | - | | Overall cost of funds | 177 bps | 210 bps | -33 bps | - | - The decrease in interest expense on interest-bearing deposits was **51 bps**, from 274 bps to 223 bps[11](index=11&type=chunk) - The cost of borrowings **decreased 39 bps** from 5.13% to 4.74%[11](index=11&type=chunk) [Noninterest Income](index=5&type=section&id=2.5%20Noninterest%20Income) Noninterest income for Q2 2025 decreased by 22.5% compared to Q2 2024, primarily due to lower fee income Noninterest Income (Q2 2025 vs. Q2 2024) | Metric | Q2 2025 ($ thousands) | Q2 2024 ($ thousands) | Change ($ thousands) | Change (%) | | :--------------- | :-------------------- | :-------------------- | :------------------- | :--------- | | Noninterest income | $1,311 | $1,691 | -$380 | -22.5% | - The decrease was primarily a result of **lower wealth management fees**, and lower fee income from deposit accounts and debit card usage[12](index=12&type=chunk) [Noninterest Expense](index=5&type=section&id=2.6%20Noninterest%20Expense) Noninterest expense increased by 6.9% in Q2 2025 compared to Q2 2024, driven by higher taxes and operational costs Noninterest Expense (Q2 2025 vs. Q2 2024) | Metric | Q2 2025 ($ thousands) | Q2 2024 ($ thousands) | Change ($ thousands) | Change (%) | | :--------------- | :-------------------- | :-------------------- | :------------------- | :--------- | | Noninterest expense | $8,681 | $8,122 | +$559 | +6.9% | - **Increased franchise taxes** and the cost of data processing and professional and legal fees for special projects drove increases[13](index=13&type=chunk) [Efficiency Ratio](index=5&type=section&id=2.7%20Efficiency%20Ratio) The company's efficiency ratio (FTE) improved to 61.2% for Q2 2025, primarily due to increased net interest income Efficiency Ratio (FTE) Trends | Period | Efficiency Ratio (FTE) | | :----- | :--------------------- | | Q2 2025 | 61.2% | | Q2 2024 | 62.7% | | YTD 2025 | 61.8% | | YTD 2024 | 64.8% | - The improvement was primarily due to **increased net interest income (FTE)**[14](index=14&type=chunk) [Income Taxes](index=5&type=section&id=2.8%20Income%20Taxes) The effective tax rate for Q2 2025 was 21.9%, influenced by tax credits and tax-exempt income sources Effective Tax Rates | Period | Effective Tax Rate | | :----- | :----------------- | | Q2 2025 | 21.9% | | Q2 2024 | 18.3% | - Differences from the U.S. statutory rate are due to **low-income housing tax credits** and tax-exempt income[15](index=15&type=chunk) [Book Value](index=5&type=section&id=2.9%20Book%20Value) Book value per share increased to $31.67 as of June 30, 2025, driven by retained net income Book Value Per Share Trends | Metric | June 30, 2025 | June 30, 2024 | | :-------------------------- | :------------ | :------------ | | Book value per share | $31.67 | $28.70 | | Tangible book value per share | $29.63 | $26.43 | - Values increased as **net retained income increased** and the impact of intangible assets declined[16](index=16&type=chunk) [Dividends Paid (Detailed)](index=5&type=section&id=2.10%20Dividends%20Paid%20(Detailed)) Cash dividends of $1.9 million were paid during Q2 2025, with 54% of net income retained by the company Q2 2025 Dividends Paid | Metric | Value | | :-------------------- | :---- | | Cash dividends paid | $1.9 million | | Per share | $0.36 | | Net income retained | 54% | [Company Information & Disclosures](index=6&type=section&id=Company%20Information%20%26%20Disclosures) [About Virginia National Bankshares Corporation](index=6&type=section&id=3.1%20About%20Virginia%20National%20Bankshares%20Corporation) The company is the bank holding company for Virginia National Bank, offering a full range of financial services across Virginia - Headquartered in Charlottesville, Virginia, operating Virginia National Bank[21](index=21&type=chunk) - Offers a full range of banking and financial services, including fiduciary services, through multiple offices[21](index=21&type=chunk) - Common stock trades on the **Nasdaq Capital Market under "VABK"**[21](index=21&type=chunk) [Non-GAAP Financial Measures](index=6&type=section&id=3.2%20Non-GAAP%20Financial%20Measures) Management utilizes certain non-GAAP financial measures to provide supplemental information for understanding core business results - Management uses **non-GAAP measures** to supplement GAAP for evaluating performance[23](index=23&type=chunk) - Non-GAAP disclosures provide useful supplemental information for understanding **core business operating results**[23](index=23&type=chunk) - Non-GAAP measures should not be viewed as a substitute for GAAP, and **reconciliations are included**[23](index=23&type=chunk) [Forward-Looking Statements](index=6&type=section&id=3.3%20Forward-Looking%20Statements) This release contains forward-looking statements subject to various risks and uncertainties that could affect actual results - Statements may contain forward-looking information subject to **various risks and uncertainties**[25](index=25&type=chunk) - Factors affecting actual results include **inflation, interest rates, market fluctuations, and economic conditions**[25](index=25&type=chunk) - The Company **does not undertake to update** any forward-looking statements[25](index=25&type=chunk) [Consolidated Financial Statements](index=7&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Balance Sheets](index=7&type=section&id=4.1%20Consolidated%20Balance%20Sheets) The balance sheets detail the company's assets, liabilities, and equity, with total assets reaching $1.63 billion at June 30, 2025 Consolidated Balance Sheets (Selected Data) | Metric ($ thousands) | June 30, 2025 | Dec 31, 2024 | June 30, 2024 | | :-------------------------- | :------------ | :----------- | :------------ | | Total assets | $1,632,695 | $1,616,826 | $1,573,820 | | Total deposits | $1,389,065 | $1,423,546 | $1,373,841 | | Total liabilities | $1,461,923 | $1,456,524 | $1,419,656 | | Total shareholders' equity | $170,772 | $160,302 | $154,164 | [Consolidated Statements of Income](index=8&type=section&id=4.2%20Consolidated%20Statements%20of%20Income) The income statements present financial performance for Q2 and YTD 2025, showing net income of $4.2 million and $8.7 million respectively Consolidated Statements of Income (Selected Data) | Metric ($ thousands) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :-------------------------- | :------ | :------ | :------- | :------- | | Total interest and dividend income | $19,136 | $18,663 | $38,142 | $37,223 | | Total interest expense | $6,340 | $7,482 | $13,052 | $15,106 | | Net interest income | $12,796 | $11,181 | $25,090 | $22,117 | | Total noninterest income | $1,311 | $1,691 | $3,071 | $3,869 | | Total noninterest expense | $8,681 | $8,122 | $17,505 | $16,941 | | Net income | $4,238 | $4,159 | $8,727 | $7,805 | [Financial Highlights](index=9&type=section&id=4.3%20Financial%20Highlights) This section provides a comprehensive overview of key financial metrics and ratios across multiple quarterly periods Financial Highlights (Selected Data) | Metric | June 30, 2025 | March 31, 2025 | Dec 31, 2024 | Sep 30, 2024 | June 30, 2024 | | :-------------------------------- | :------------ | :------------- | :----------- | :----------- | :------------ | | Net income ($ thousands) | $4,238 | $4,489 | $4,561 | $4,600 | $4,159 | | Diluted EPS | $0.78 | $0.83 | $0.85 | $0.85 | $0.77 | | Return on average assets | 1.05% | 1.12% | 1.12% | 1.15% | 1.05% | | Net interest margin (FTE) | 3.40% | 3.28% | 3.21% | 3.24% | 3.04% | | Efficiency ratio (FTE) | 61.2% | 62.4% | 60.2% | 58.6% | 62.7% | | Loan-to-deposit ratio | 89.4% | 86.6% | 86.8% | 88.1% | 84.3% | | Total nonperforming assets ($ thousands) | $7,792 | $5,038 | $3,021 | $5,327 | $3,961 | | NPA as a % of total assets | 0.48% | 0.31% | 0.19% | 0.33% | 0.25% | [Interest Rate and Yield Analysis](index=10&type=section&id=Interest%20Rate%20and%20Yield%20Analysis) [Average Balances, Income, Expenses, Yields and Rates (Three Months)](index=10&type=section&id=5.1%20Average%20Balances%2C%20Income%2C%20Expenses%2C%20Yields%20and%20Rates%20(Three%20Months)) This table details average balances and yields for Q2 2025 and 2024, highlighting a net interest margin (FTE) of 3.40% for Q2 2025 Average Balances, Income, Expenses, Yields and Rates (Q2) | Metric | June 30, 2025 | June 30, 2024 | | :-------------------------------- | :------------ | :------------ | | Total Earning Assets (Avg Balance) | $1,521,345 | $1,491,821 | | Total Interest-Bearing Liabilities (Avg Balance) | $1,073,611 | $1,063,413 | | Net Interest Income (FTE) ($ thousands) | $12,881 | $11,268 | | Interest Rate Spread | 2.70% | 2.23% | | Cost of Funds | 1.77% | 2.10% | | Net Interest Margin (FTE) | 3.40% | 3.04% | [Average Balances, Income, Expenses, Yields and Rates (Six Months)](index=11&type=section&id=5.2%20Average%20Balances%2C%20Income%2C%20Expenses%2C%20Yields%20and%20Rates%20(Six%20Months)) This table presents average balances and yields for the six months ended June 30, showing a YTD net interest margin (FTE) of 3.34% Average Balances, Income, Expenses, Yields and Rates (YTD) | Metric | June 30, 2025 | June 30, 2024 | | :-------------------------------- | :------------ | :------------ | | Total Earning Assets (Avg Balance) | $1,525,514 | $1,502,882 | | Total Interest-Bearing Liabilities (Avg Balance) | $1,082,927 | $1,072,704 | | Net Interest Income (FTE) ($ thousands) | $25,262 | $22,291 | | Interest Rate Spread | 2.63% | 2.17% | | Cost of Funds | 1.82% | 2.11% | | Net Interest Margin (FTE) | 3.34% | 2.98% | [Reconciliation of Non-GAAP Financial Measures](index=12&type=section&id=Reconciliation%20of%20Non-GAAP%20Financial%20Measures) [Reconciliation of Certain Quarterly Non-GAAP Financial Measures](index=12&type=section&id=6.1%20Reconciliation%20of%20Certain%20Quarterly%20Non-GAAP%20Financial%20Measures) This section provides detailed reconciliations of key non-GAAP financial measures to their most comparable GAAP measures Reconciliation of Non-GAAP Financial Measures (Selected Data) | Metric | Q2 2025 | Q1 2025 | Q4 2024 | Q3 2024 | Q2 2024 | | :-------------------------- | :------ | :------ | :------ | :------ | :------ | | Net interest income (GAAP) ($ thousands) | $12,796 | $12,295 | $12,235 | $12,024 | $11,181 | | Net interest income (FTE) ($ thousands) | $12,881 | $12,381 | $12,321 | $12,111 | $11,268 | | Efficiency ratio (GAAP) | 61.5% | 62.8% | 60.6% | 58.9% | 63.1% | | Efficiency ratio (FTE) | 61.2% | 62.4% | 60.2% | 58.6% | 62.7% | | Net interest margin (GAAP) | 3.37% | 3.26% | 3.19% | 3.22% | 3.01% | | Net interest margin (FTE) | 3.40% | 3.28% | 3.21% | 3.24% | 3.04% | | Book value per share | $31.67 | $30.93 | $29.85 | $30.89 | $28.70 | | Tangible book value per share | $29.63 | $28.84 | $27.70 | $28.68 | $26.43 | - FTE calculations use a **Federal income tax rate of 21%**[42](index=42&type=chunk) - Intangible assets include **goodwill and core deposit intangible assets**, net of accumulated amortization[43](index=43&type=chunk)

Core Insights - Virginia National Bankshares Corporation reported a quarterly net income of $4.2 million, or $0.78 per diluted share, for Q2 2025, compared to $4.2 million, or $0.77 per diluted share, for Q2 2024. Year-to-date net income for the first half of 2025 was $8.7 million, or $1.61 per diluted share, up from $7.8 million, or $1.45 per diluted share, in the same period of 2024 [1][2][10]. Financial Performance - The increase in net income year-over-year was primarily due to higher net interest income, driven by increased interest income from higher average loan balances and decreased interest expense from lower costs of funds associated with deposits and borrowings [2][10]. - Noninterest income decreased by $380 thousand, or 22.5%, compared to Q2 2024, mainly due to lower wealth management fees and reduced fee income from deposit accounts and debit card usage [10]. - Noninterest expense increased by $559 thousand, or 6.9%, compared to Q2 2024, attributed to higher franchise taxes and costs related to data processing and professional services [11]. Key Ratios and Metrics - Return on average assets remained steady at 1.05% [25]. - Net interest margin improved to 3.40% from 3.04% year-over-year [25]. - The efficiency ratio improved to 61.2% from 62.7% in the same period last year, reflecting increased net interest income [12][25]. Asset Quality - Nonperforming assets as a percentage of total assets were 0.48% as of June 30, 2025, compared to 0.25% as of June 30, 2024 [6][25]. - The allowance for credit losses on loans was 0.67% as of June 30, 2025, showing stability compared to previous periods [12][25]. Dividends - The Board of Directors declared a quarterly cash dividend of $0.36 per share, representing an annual yield of approximately 3.78% based on the closing price on July 23, 2025 [3][16]. Balance Sheet Highlights - Total assets increased to $1.63 billion as of June 30, 2025, from $1.57 billion a year earlier [21]. - Gross loans outstanding totaled $1.2 billion, an increase of $83.5 million, or 7.2%, compared to June 30, 2024 [7][21]. - Deposit balances increased by $15.2 million, or 1.1%, from June 30, 2024 [7][21].

Financial Performance - Net income for the first quarter of 2025 was $4,489 thousand, a 23.2% increase from $3,646 thousand in the first quarter of 2024[13]. - Total comprehensive income for the three months ended March 31, 2025, was $8,010 thousand, significantly higher than $1,138 thousand for the same period in 2024[15]. - Basic net income per share for the three months ended March 31, 2025, was $0.83, up from $0.68 in the same quarter of 2024, reflecting a growth of 22.1%[13]. - Diluted net income per share for the three months ended March 31, 2025, was also $0.83, reflecting an increase from $0.68 in 2024[73]. - The Company reported a total of $1.1 million in gross write-offs across all loan categories for the year ended December 31, 2024[64]. Income and Expenses - Net interest income for the three months ended March 31, 2025, was $12,294 thousand, an increase of 12.4% compared to $10,936 thousand for the same period in 2024[13]. - Total noninterest income decreased to $1,760 thousand for the three months ended March 31, 2025, down from $2,178 thousand in the same period of 2024, a decline of 19.2%[13]. - Total noninterest expense remained stable at $8,824 thousand, slightly up from $8,819 thousand, indicating a marginal increase of 0.06%[13]. - Total noninterest expense for the Bank segment was $8,468, with salaries and employee benefits accounting for $3,697[96]. Assets and Liabilities - Total assets increased to $1,634,025 thousand as of March 31, 2025, up from $1,616,826 thousand at December 31, 2024, representing a growth of 1.3%[11]. - Total deposits increased to $1,434,213 thousand as of March 31, 2025, compared to $1,423,546 thousand at the end of 2024, marking a growth of 0.5%[11]. - Total shareholders' equity increased to $166,781,000 as of March 31, 2025, up from $160,302,000 as of December 31, 2024, reflecting a growth of 4.2%[16]. - The carrying value of cash and cash equivalents increased from $17,103 thousand as of December 31, 2024, to $29,573 thousand as of March 31, 2025, representing a growth of approximately 72.8%[91]. Loans and Credit Losses - The allowance for credit losses was $8,328 thousand as of March 31, 2025, slightly down from $8,455 thousand at December 31, 2024[11]. - The provision for credit losses for the three months ended March 31, 2025, was a recovery of $105 thousand, compared to a provision of $11 thousand for the same period in 2024[57]. - The total recorded investment in loans by credit quality indicators as of March 31, 2025, was $610,835,000, with $252,821,000 classified as "Pass" loans[63]. - The company reported a total of $2,764 thousand in nonaccrual loans as of March 31, 2025, compared to $2,267 thousand as of December 31, 2024, representing an increase of 22%[44]. Securities and Fair Value - Total securities available for sale amounted to $262,923,000 as of March 31, 2025, with an unrealized loss of $48,556,000[29]. - The fair value of available-for-sale securities as of March 31, 2025, was $262,923, slightly down from $263,537 at December 31, 2024[91]. - The fair value of U.S. Government treasuries was $1,499,000 as of March 31, 2025, compared to $1,493,000 as of December 31, 2024[88]. - The company follows ASC 820 for fair value measurements, categorizing assets into three levels based on market activity and input reliability[85]. Stock and Compensation - The company recognized $34 thousand in compensation expense for stock options during the three months ended March 31, 2025, compared to $24 thousand in 2024[78]. - As of March 31, 2025, there were 223,384 stock options outstanding with a weighted average exercise price of $33.08[78]. - The total number of nonvested restricted stock grants as of March 31, 2025, was 73,485 shares, with an average fair value of $33.16 per share[82]. - The Company has $2.1 million in unrecognized compensation expense for restricted stock grants remaining to be recognized through 2029[81]. Strategic Decisions - The Company sold the membership interests in Masonry Capital Management, LLC effective April 1, 2024, and will receive an annual revenue-share for six years[94]. - A share repurchase plan was approved to buy back up to 5% of outstanding common stock, with no shares repurchased during the three months ended March 31, 2025[99]. - The Company expects to receive an annual revenue-share amount from Masonry Capital for six years following the sale of its membership interests, indicating a strategic shift in revenue generation[94].

Financial Performance - Quarterly net income for Q1 2025 was $4.5 million, or $0.83 per diluted share, a 23% increase from $3.6 million, or $0.68 per diluted share, in Q1 2024[2][5] - Net income for the three months ended March 31, 2025, was $4,489 thousand, a 23.2% increase compared to $3,646 thousand for the same period in 2024[29] Net Interest Income - Net interest income for Q1 2025 increased by $1.4 million, or 12.4%, to $12.3 million compared to Q1 2024, driven by higher interest income and lower interest expense[11][12] - Net interest income rose to $12,295 thousand for the three months ended March 31, 2025, compared to $10,936 thousand for the same period in 2024, reflecting an increase of 12.4%[29] - For the three months ended March 31, 2025, net interest income (FTE) was $12,381,000, compared to $11,023,000 for the same period in 2024, reflecting a year-over-year increase of 12.3%[35] Loan and Deposit Growth - Gross loan balances increased by $114.3 million, or 10.1%, year-over-year, totaling $1.2 billion as of March 31, 2025[8] - The loan-to-deposit ratio improved to 86.6% from 78.8% year-over-year, indicating stronger loan growth relative to deposits[7] - Total deposits increased to $1,434,213 thousand as of March 31, 2025, from $1,423,546 thousand at December 31, 2024, marking a growth of 0.5%[27] - Total loans for the three months ended March 31, 2025, amounted to $1,233,520,000, an increase from $1,117,570,000 in the same period of the previous year, representing a growth of 10.4%[35] Asset Management - Total assets increased to $1,634,025 thousand as of March 31, 2025, up from $1,616,826 thousand at December 31, 2024, representing a growth of 1.3%[27] - Total assets as of March 31, 2025, were $1,629,359,000, slightly up from $1,615,373,000 as of March 31, 2024[35] Efficiency and Returns - Return on average assets increased to 1.12% from 0.91%, and return on average equity rose to 11.05% from 9.57% year-over-year[7] - The efficiency ratio improved to 62.4% from 66.8% year-over-year, reflecting better operational efficiency[7] - The efficiency ratio (FTE) for the three months ended March 31, 2025, was 62.4%, an improvement from 66.8% in the same period of the previous year[38] Nonperforming Assets - Nonperforming assets as a percentage of total assets increased to 0.31% as of March 31, 2025, compared to 0.19% as of December 31, 2024[11] - Nonperforming assets (NPA) increased to $5,038 thousand as of March 31, 2025, compared to $3,021 thousand at December 31, 2024, representing a rise of 66.8%[31] Dividends and Shareholder Value - The quarterly cash dividend was declared at $0.36 per share, representing a 9.1% increase from the previous dividend of $0.33 per share[4] - Book value per share increased to $30.93 as of March 31, 2025, up from $28.31 a year earlier[15] - The tangible book value per share (non-GAAP) was $28.84 as of March 31, 2025, up from $25.99 as of March 31, 2024, indicating a growth of 10.9%[38]