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John Marshall Bancorp(JMSB) - 2024 Q4 - Annual Report

Loan Portfolio Composition - Approximately 17.6% of the loan portfolio is related to owner-occupied commercial real estate loans, while 40.5% is related to managed investment commercial real estate[48]. - Construction and development loans made up approximately 8.8% of the loan portfolio as of December 31, 2024[51]. - Combined, commercial term loans and lines of credit represent approximately 2.6% of the loan portfolio as of December 31, 2024[55]. - Bank originated 1-4 residential mortgage loans represented 3.5% of the loan portfolio as of December 31, 2024[56]. - Approximately 16.0% of the loan portfolio related to purchased adjustable-rate mortgages as of December 31, 2024[57]. Credit Risk Management - The company adheres to a disciplined and conservative underwriting approach to manage credit risk, focusing on maintaining a healthy risk profile[76]. - Risk management processes include quarterly assessments and annual evaluations of various risk exposures, overseen by the board of directors[72]. - The company’s risk management processes are overseen by its senior management, who report to the board of directors[74]. - The company’s Asset and Liability Committee oversees the management of interest rate and liquidity risk[77]. - The company has established risk appetite metrics to reflect the levels and types of risk it is willing to accept[74]. Regulatory Compliance - The company is classified as an "emerging growth company" and may remain so for up to five years or until total annual gross revenues exceed $1.07 billion[81]. - The company is not subject to consolidated regulatory capital requirements due to having total consolidated assets of less than $3 billion[98]. - The company must obtain prior approval from the Federal Reserve if cash dividends declared by the Bank exceed net income for that year plus retained net profits of the two preceding years[99]. - The company is subject to various statutory and regulatory restrictions on its ability to pay dividends[99]. - The Bank is subject to AML laws, requiring it to have policies and procedures to detect and report money laundering and terrorist financing[117]. Capital Ratios and Financial Health - The Bank's common equity Tier 1 capital ratio is 7.0%, exceeding the minimum requirement of 4.5% plus a 2.5% capital conservation buffer[103]. - The minimum Tier 1 capital ratio for well-capitalized status is now 8.0%, an increase from previous requirements[104]. - The Bank's capital ratios were in excess of the requirements as of December 31, 2024 and 2023[106]. Employee and Compensation Information - The company had 130 full-time employees and 3 part-time employees as of December 31, 2024[84]. - The company has a competitive compensation and benefits program, including annual bonuses and a 401(k) plan with employer matching contributions[85]. Community Engagement - The Company is committed to serving low and moderate-income areas through various community outreach programs and no-fee banking services[68]. - The Bank received a "satisfactory" rating under the Community Reinvestment Act in its most recent examination[115]. - The final rule to modernize CRA regulations will take effect on January 1, 2026, with revised data reporting requirements starting January 1, 2027[116]. Cybersecurity and Risk Management - The Company has not experienced significant data loss or material financial losses related to cybersecurity attacks to date, but risks remain high due to evolving threats[132]. - The federal bank regulatory agencies expect financial institutions to establish sufficient business continuity planning processes to ensure rapid recovery after a cyberattack[129]. - The SEC's final rule mandates public companies to disclose material cybersecurity incidents and their risk management strategies[131]. Future Outlook and Legislative Impact - The Federal Reserve's monetary policies significantly affect the operating results of commercial banks, including the Company, and are expected to continue doing so in the future[139]. - Future legislation may impact the regulatory structure under which the Company operates, potentially increasing costs and limiting business opportunities[140]. Reporting and Governance - The Company is subject to periodic reporting requirements under the Exchange Act, with filings available on its website[141]. - The Nasdaq Stock Market enacted a rule requiring listed companies to adopt clawback policies for excess incentive compensation[135]. - The Company has adopted a clawback policy compliant with the Nasdaq rule[137]. - The federal bank regulatory agencies have issued guidance on incentive compensation policies to prevent excessive risk-taking by financial institutions[133].