
Loan Portfolio Composition - As of December 31, 2023, the Bank's loan portfolio included approximately 19.4% owner-occupied commercial real estate loans and 37.2% managed investment commercial real estate loans[51]. - Construction and development loans constituted about 9.7% of the Bank's loan portfolio as of December 31, 2023[55]. - Commercial term loans and lines of credit together represented approximately 2.4% of the Bank's loan portfolio as of December 31, 2023[60]. - Bank-originated 1-4 family residential mortgage loans accounted for 7.5% of the loan portfolio as of December 31, 2023[61]. - Purchased adjustable-rate mortgages made up approximately 16.4% of the loan portfolio as of December 31, 2023[62]. - Commercial real estate loans constituted 56.6% of the loan portfolio, with commercial and industrial loans at 2.4% and construction and land loans at 9.7% as of December 31, 2023[164]. - Approximately $1.11 billion, or 59.7%, of the loans in the loan portfolio were first originated during the past three years, indicating a lack of seasoning[173]. - The company's 10 largest borrowing relationships accounted for approximately 9.1% of total loans, with the largest single relationship accounting for about 1.4%[172]. - The company may face higher credit risk due to its focus on lending to small to medium-sized businesses, which are generally more vulnerable to economic downturns[159]. - The company had no non-performing assets as of December 31, 2023, which consist of non-accrual loans and loans 90 days or more past due[158]. - Deterioration in economic conditions could lead to higher levels of nonperforming assets and charge-offs, adversely affecting financial results[156]. - The company’s credit risk is heightened by the concentration of loans in the Washington, D.C. metropolitan area, particularly in real estate-related loans[160]. Risk Management and Compliance - The company adheres to a disciplined and conservative underwriting approach, focusing on maintaining strong asset quality and managing credit risk through well-defined criteria[81]. - The company’s risk management processes are overseen by its board of directors, with senior management responsible for day-to-day risk assessments and reporting[79][80]. - The company has established risk appetite metrics to balance risks necessary for achieving strategic goals while ensuring they remain within defined limits[81]. - The company is subject to supervision and regulation by the Federal Reserve and the Virginia BFI, ensuring compliance with banking laws and regulations[95][96]. - The Bank's compliance with anti-money laundering laws includes implementing policies and controls to detect and report suspicious activities[126]. - The Bank actively checks for transactions involving individuals or organizations on OFAC lists to ensure compliance with U.S. regulations[129]. - The Bank is subject to numerous federal and state consumer protection laws, which mandate compliance to avoid penalties and regulatory approval issues for mergers or acquisitions[130]. - The Consumer Financial Protection Bureau (CFPB) oversees compliance with federal consumer protection laws for institutions with over $10 billion in assets, while the Bank, with total consolidated assets of less than $10 billion, is primarily overseen by the Federal Reserve[131]. - The company is exposed to risks from the financial soundness of other institutions, which could lead to liquidity problems and operational losses[212]. - Regulatory compliance is costly and complex, with potential changes in laws that could adversely affect the company's operations and financial condition[225]. Capital and Financial Condition - The Bank's capital ratios as of December 31, 2023, exceeded the fully phased-in requirements, with a common equity Tier 1 ratio of 7.0%, Tier 1 capital ratio of 8.5%, and total risk-based capital ratio of 10.5%[109]. - The company is not subject to consolidated regulatory capital requirements due to its total consolidated assets being less than $3 billion[103]. - The company may be required to maintain higher levels of capital due to its commercial real estate concentration, which could limit growth and adversely affect financial condition and results of operations[234]. - The company is subject to stringent capital requirements, which could adversely affect operations[229]. - The company must obtain prior approval from the Federal Reserve for cash dividends declared by the Bank that exceed net income for the year plus retained net profits of the two preceding years[104]. - The company is prohibited from making capital distributions if it would become "undercapitalized" after such distributions[105]. - The Bank implemented the CECL model on January 1, 2023, which estimates credit losses over the lifetime of financial assets, with the impact on regulatory capital ratios being not significant[114]. - The company may not be able to raise additional capital on acceptable terms, which could adversely affect business and financial condition[231]. Employee and Operational Information - As of December 31, 2023, the company had 133 full-time employees and 2 part-time employees, with no employees covered by collective bargaining agreements[88]. - The company provides a competitive compensation and benefits program, including annual bonuses, a 401(k) plan with employer matching, and healthcare benefits[89]. - The company maintains internal controls and insurance to mitigate operational risks, but failures in these systems could adversely affect its financial condition[204]. - The company is subject to operational risks, including employee fraud and data processing failures, which could lead to financial losses and regulatory sanctions[203]. - The company relies on third-party information for loan origination poses risks; misrepresentation of data could lead to significant financial losses[205]. - The company faces risks from external vendors that provide essential services; disruptions or failures from these vendors could negatively impact operations[208]. Market and Economic Conditions - The Federal Reserve raised the federal funds target rate to 5.25% to 5.50% by December 31, 2023, marking four increases throughout the year[198]. - The company's operations are influenced by Federal Reserve monetary policies, which significantly affect loan growth, investments, and deposit distributions[147]. - Future legislation may impact the regulatory structure for the Company and the Bank, potentially increasing costs and limiting business opportunities[148]. - The company may face challenges in attracting deposits due to higher interest rates making alternative investments more attractive[200]. - Interest rate shifts could compress net interest margins, adversely affecting net interest income and overall financial performance[195]. - The company has experienced significant unrealized losses in its securities portfolio due to rising market interest rates, impacting book capital[189]. - Liquidity risk is heightened by reliance on a small number of large deposit customers, which could lead to increased funding costs if deposits fluctuate[179]. - Uninsured deposits represented 33.0% of total deposits as of December 31, 2023, increasing liquidity risk during financial distress[187]. Community Engagement and Social Responsibility - The Company is committed to the Community Reinvestment Act, providing no-fee checking accounts and small business loans to support local communities[75]. - The Bank received a "satisfactory" rating in its most recent Community Reinvestment Act examination, which assesses the bank's record in meeting credit needs[124]. - The final rule issued on October 24, 2023, will modernize CRA regulations, with material aspects taking effect January 1, 2026, potentially making it more challenging for the Bank to achieve a satisfactory rating[125]. Cybersecurity and Technology Risks - The company has not experienced significant cybersecurity incidents to date, but risks remain high due to evolving threats and increased technology use[140]. - Cybersecurity threats, including e-fraud and data breaches, present significant risks that could result in reputational damage and financial liabilities[219]. - The federal bank regulatory agencies have established guidelines for cybersecurity standards, expecting financial institutions to maintain robust risk management processes and business continuity plans[137]. - The company must continuously adapt to rapid technological changes in the financial services industry to maintain competitiveness and profitability[191]. - The Nasdaq Stock Market enacted a listing rule in 2023 requiring listed companies to adopt clawback policies for excess incentive compensation, which the Company has complied with[145]. Regulatory Changes and Impact - Changes in accounting standards may materially impact the company's financial statements and reporting practices[237]. - The SEC adopted rules requiring public companies to provide climate-related disclosures, which are expected to increase costs[240]. - The company may face increased compliance costs and operational changes due to climate change-related legislative and regulatory initiatives[238]. - The company relies on third-party vendors for critical functions, and increasing regulatory scrutiny could lead to administrative penalties or fines if oversight is deemed inadequate[232].