8-K current report · filed Aug 17, 2026

BLUE RIDGE BANKSHARES, INC. (BRBS) 8-K Current Report: August 17, 2026

Item 1.01Item 7.01Item EX-99.1BRBS overview

Short answer

BLUE RIDGE BANKSHARES, INC. (BRBS) filed an 8-K current report with the SEC on August 17, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.2). HomeTrust to acquire Blue Ridge through a two-step merger, with bank subsidiaries merging immediately afterward.

BLUE RIDGE BANKSHARES, INC. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • HomeTrust to acquire Blue Ridge through a two-step merger, with bank subsidiaries merging immediately afterward
  • Blue Ridge holders receive 0.086 HomeTrust shares per share, making consideration primarily stock-based
  • Closing targeted for Q1 2027, contingent on both shareholder votes and regulatory approvals
  • $18.0 million termination fee applies under specified circumstances, creating execution protection and deal-break risk
  • Warrants may be cashlessly exercised before closing; in-the-money options receive cash, while out-of-the-money options receive nothing

Item EX-99.1 · Exhibit EX-99.2

  • HomeTrust to acquire Blue Ridge in an all-stock transaction valued at approximately $448.1 million, or $4.28 per share
  • Blue Ridge holders receive 0.086 HomeTrust shares per share, with ownership split approximately 35% Blue Ridge and 65% HomeTrust
  • Combined bank expected to exceed $7 billion in assets and 60 locations, expanding HomeTrust into Virginia commercial markets
  • EPS accretion projected at approximately 30% from 2028 after full cost savings, versus 8.3% tangible-book dilution at closing
  • Expected early Q1 2027 closing remains subject to regulatory and shareholder approvals, creating execution and approval risk

Other items in this filing:

  • Item 7.01: Regulation FD Disclosure

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