10-K: National Bankshares Reports Strong 2025 Earnings Growth

Sentiment:

Annual Report


National Bankshares, Inc. reported a significant increase in net income for 2025, driven by net interest margin expansion and lower credit loss provisions, despite a decrease in total deposits.

Better than expectedNet income more than doubled from $7,623 thousand in 2024 to $15,826 thousand in 2025.Return on average assets increased from 0.44% to 0.87%.Return on average equity increased from 5.17% to 9.29%.Net interest margin expanded from 2.19% to 2.66%.Efficiency ratio improved from 68.90% to 60.70%.Nonaccrual loans significantly decreased from $2,222 thousand to $188 thousand.Stockholders' equity increased by 18.22%.

Summary

  • Net income increased to $15,826 thousand in 2025 from $7,623 thousand in 2024.
  • Return on average assets improved to 0.87% in 2025 from 0.44% in 2024.
  • Return on average equity rose to 9.29% in 2025 from 5.17% in 2024.
  • Net interest margin expanded to 2.66% in 2025 from 2.19% in 2024.
  • Efficiency ratio improved to 60.70% in 2025 from 68.90% in 2024.
  • Total assets increased by 0.71% to $1,824,506 thousand as of December 31, 2025.
  • Stockholders' equity increased by 18.22% to $184,908 thousand as of December 31, 2025.
  • Loans, net of deferred fees and costs, and the ACLL, increased by 1.20% to $989,418 thousand.
  • Securities available for sale increased by 8.72% to $654,377 thousand.
  • Total deposits decreased by 1.08% to $1,626,933 thousand, with strategic lowering of time deposit pricing.
  • Nonaccrual loans significantly improved to $188 thousand in 2025 from $2,222 thousand in 2024.
  • The company completed a core system conversion in Q2 2025, positioning for future growth.
  • Acquired Frontier Community Bank (FCB) on June 1, 2024, expanding market footprint and growth potential.

Sentiment

Score: 8

Explanation: StockSavvy.ai views this as a very positive report, highlighting strong financial performance, improved efficiency, and robust capital levels, despite some deposit outflows and inherent industry risks.

Positives

  • Net income more than doubled year-over-year, reaching $15,826 thousand in 2025 from $7,623 thousand in 2024.
  • Significant improvement in profitability metrics: Return on average assets increased to 0.87% (from 0.44%) and Return on average equity to 9.29% (from 5.17%).
  • Net interest margin expanded to 2.66% in 2025 from 2.19% in 2024, driven by upward repricing of loans and lower deposit costs due to Federal Reserve rate cuts.
  • Efficiency ratio improved to 60.70% in 2025 from 68.90% in 2024, indicating better operational efficiency.
  • Nonaccrual loans decreased substantially to $188 thousand in 2025 from $2,222 thousand in 2024, reflecting improved asset quality.
  • Stockholders' equity increased by 18.22% to $184,908 thousand, partly due to improvement in unrealized losses on securities.
  • Successful completion of a core system conversion in Q2 2025, positioning the company for future growth.
  • NBB's capital ratios exceeded minimum requirements, including the capital conservation buffer, and it was categorized as "well capitalized" by the OCC.
  • Unrealized losses on available-for-sale securities improved by 34.03% ($26,746 thousand) due to lower interest rates.

Negatives

  • Total deposits decreased by 1.08% ($17,819 thousand) from December 31, 2024, to December 31, 2025, primarily due to strategic lowering of time deposit pricing.
  • Loans past due 90 days or more and still accruing increased slightly to $881 thousand in 2025 from $548 thousand in 2024.
  • Uninsured deposits represent approximately 41.7% of total deposits as of December 31, 2025, which could pose liquidity risk in a crisis.
  • Local unemployment rate in some market areas exceeded national unemployment during Q3 2025, and collection activity increased, indicating potential localized credit risk.
  • The company is liability sensitive, meaning rapidly rising interest rates could temporarily negatively affect profitability.
  • Core system conversion expense was $2,076 thousand in 2025, a significant increase from $173 thousand in 2024.

Risks

  • Focus on lending to small to mid-sized community-based businesses may increase credit risk due to heightened vulnerability to economic conditions.
  • The allowance for credit losses (ACLL) may not be adequate to cover actual losses, and future provisions could materially affect operating results.
  • A decline in the condition of the local real estate market could negatively affect the business, as 83.7% of all loans are secured by real property.
  • A moderate concentration of credit exposure in commercial real estate (46.8% of total loans) carries higher default risk, as these loans are typically larger and depend on business cash flows or rental income.
  • Nonperforming assets take significant time to resolve, adversely affecting net income and increasing credit administration costs.
  • Reliance on independent appraisals to determine the value of real estate collateral may not reflect realizable values upon foreclosure, leading to potential losses.
  • Increased competition from other commercial banks, credit unions, securities and brokerage companies, mortgage companies, insurance companies, retailers, automobile companies, and other nonbank financial service providers could lead to loss of customers and reduced business.
  • Consumers may increasingly decide not to use the Bank to process their financial transactions, leading to disintermediation and loss of fee income and customer deposits.
  • The company's business is subject to interest rate risk, and variations in interest rates and inadequate management of interest rate risk may negatively affect financial performance, especially given its liability-sensitive position.
  • Liquidity could be impaired by an inability to access the capital markets or an unforeseen outflow of cash, particularly among uninsured deposits (41.7% of total deposits).
  • Unrealized losses in the company's securities portfolio could affect liquidity if securities must be sold at a loss, or negatively impact market and/or customer perceptions.
  • Information systems may experience an interruption or security breach, leading to failures or disruptions, damage to reputation, loss of customer business, additional regulatory scrutiny, or financial liability.
  • Cybersecurity attacks may disarm and/or bypass system safeguards used by the company and its vendors, allowing unauthorized access and misappropriation of financial data and assets.
  • Insurance may not fully cover losses from cybersecurity attacks, potentially leading to uncovered financial liabilities and legal expenses.
  • The company is subject to a variety of operational risks, including reputational, legal, and compliance risk, and the risk of fraud or theft by employees, directors, or outsiders.
  • The company is dependent on key personnel, and the loss of one or more of those key personnel may materially and adversely affect operations and prospects.
  • Reliance on other companies to provide key components of the business infrastructure (e.g., data processing, online banking) creates inherent risk from vendor failures or poor performance.
  • The company's ability to operate profitably may be dependent on its ability to integrate or introduce various technologies into its operations.
  • The company operates in a highly regulated industry, and changes in laws and regulations, or failure to comply with them, may adversely affect the company.
  • Regulatory capital standards may have an adverse effect on the company's profitability, lending, and ability to pay dividends.
  • Changes in accounting standards could impact reported earnings, potentially requiring retroactive application and restatement of financial statements.
  • Failure to maintain effective systems of internal and disclosure controls could have a material adverse effect on the company's results of operation and financial condition.
  • The company's ability to pay dividends depends upon the results of operations of its subsidiaries and is subject to various regulatory restrictions.
  • The company is subject to laws regarding the privacy, information security, and protection of personal information, and any violation could damage its reputation and adversely affect its business.
  • Climate change may result in operational changes and expenditures that could negatively impact the company's business, including adverse effects on collateral values and regional economic activity.
  • The company is subject to claims and litigation pertaining to fiduciary responsibility, which could result in significant financial liability and/or adversely affect market perception.
  • Changes in funding for local universities (Virginia Tech, Radford University), which are major employers, could materially affect the company's business.
  • If the economy suffers a recession, credit risk will increase, leading to greater loan losses.
  • The company's common stock has less liquidity than stocks for larger companies, potentially affecting stockholders' ability to sell shares and the company's ability to raise capital.
  • Natural disasters, acts of war or terrorism, geopolitical instability, public health issues, and other adverse external events could detrimentally affect financial condition and results of operations.
  • The development and use of Artificial Intelligence (AI) presents risks and challenges, including legal/regulatory uncertainty, incorrect/biased outputs, data privacy issues, intellectual property infringement, and difficulty in understanding complex models.

Future Outlook

The company anticipates continued income from the differential between interest earned on assets and interest paid on liabilities. While the interest rate environment continues to restrain loan demand, current interest rates are at a level that will allow improved yield on loans as adjustable loans reach repricing dates. The company expects to maintain adequate liquidity and manage credit risk, though future economic challenges, competitive pressures, and regulatory changes could impact performance. The company does not anticipate the need to realize material losses from the sale of securities for liquidity purposes and believes it is unlikely to be required to sell securities before recovery of their amortized cost bases.

Management Comments

  • The Bank believes its prudent lending policies align its underwriting and portfolio management with its risk tolerance and income strategies.
  • Management believes that the ACLL is adequate to cover current estimated losses.
  • The Company believes its cybersecurity risk management program reasonably addresses the risk from cybersecurity attacks. However, it is not possible to fully eliminate exposure.
  • Management believes the level of ACLL is reasonable for the credit risk in the loan portfolio as of December 31, 2025.
  • Management believes, as of December 31, 2025 and 2024, that NBB met all capital adequacy requirements to which it was subject.
  • Management does not plan any future involvement in high risk derivative products.
  • Management considers the concentration of credit risk to be minimal.

Industry Context

StockSavvy.ai notes that National Bankshares' strong financial performance in 2025, particularly the expanded net interest margin and improved efficiency ratio, reflects a successful adaptation to the evolving interest rate environment and effective integration of its 2024 acquisition. The banking industry continues to navigate challenges such as intense competition from traditional and fintech players, evolving cybersecurity threats, and increasing regulatory scrutiny, especially concerning consumer protection and AI usage. The company's strategic focus on community banking in Virginia, with a diverse economic base including universities, manufacturing, and healthcare, provides a degree of resilience against broader economic downturns, as highlighted in its risk factors. However, the significant portion of uninsured deposits and the liability-sensitive balance sheet position are common industry concerns that require careful management in a volatile market.

Comparison to Industry Standards

  • NBB's return on average assets of 0.87% and return on average equity of 9.29% for 2025 are generally considered solid for a community bank, especially compared to the average ROAA for U.S. banks which often hovers around 1.0% and ROAE around 10-12% in favorable conditions.
  • The efficiency ratio of 60.70% in 2025 is a strong improvement from 68.90% in 2024, indicating better cost management. For community banks, an efficiency ratio below 60% is often considered excellent, while ratios between 60-70% are generally good.
  • The low net charge-off ratio of 0.03% for both 2025 and 2024 is significantly better than the industry average, which can fluctuate but is typically higher, demonstrating strong credit quality management.
  • NBB's capital ratios (CET1 16.16%, Tier 1 16.16%, Total Capital 17.02%, Leverage 10.42%) are well above the "well capitalized" thresholds (6.5%, 8.0%, 10.0%, 5.0% respectively), indicating a very strong capital position compared to global benchmarks like Basel III requirements.
  • The decrease in nonaccrual loans from $2,222 thousand to $188 thousand is a substantial improvement in asset quality, outperforming many peers who might see more stable or slightly increasing nonaccruals in a dynamic economic environment.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chief Executive OfficerF. Brad DenardoLara E. RamseyJuly 2025F. Brad Denardo's retirement.
PresidentNALara E. RamseyJanuary 1, 2025Promotion from EVP/COO.
Corporate SecretaryLara E. RamseyNAJune 2025Change in role, previously held by Lara E. Ramsey.
EVP/Chief Operating OfficerLara E. RamseyDavid K. SkeensFebruary 1, 2026Lara E. Ramsey's promotion; David K. Skeens' promotion from EVP/Chief Risk Officer.
EVP/Chief Risk OfficerNADavid K. SkeensJanuary 8, 2025Promotion from SVP/Senior Operations, Risk and Technology Officer.
EVP/CFO and TreasurerNALora M. JonesJanuary 8, 2025Promotion from SVP/CFO and Treasurer.
Chairman, President and CEO (NBFS)NALara E. RamseyJuly 2025New appointment.
Treasurer (NBFS)NALora M. JonesJuly 1, 2025New appointment.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy AdoptionAdopted a clawback policy compliant with Nasdaq listing rules, mandating recovery of excess incentive compensation following accounting restatements.2023Enhances corporate accountability and aligns executive incentives with accurate financial reporting.
Policy AdoptionAdopted an insider trading policy governing securities transactions by directors, officers, and employees.NAAims to prevent insider trading and ensure compliance with federal securities laws.
Executive Order ImpactPresident Trump signed Executive Order 14331, 'Guaranteeing Fair Banking Access for All Americans,' directing regulators to address politicized or unlawful debanking activities.August 2025Could influence regulatory oversight and enforcement regarding consumer access to financial services based on social or political factors.
Regulatory GuidanceCFPB issued a final rule regarding personal financial data rights to promote open banking, requiring data providers to make certain information available to consumers and authorized third parties.April 1, 2029 (for institutions of this size)Increases data sharing obligations and compliance costs, subject to ongoing legal challenges.
Regulatory GuidanceFederal banking agencies issued a final rule requiring automated valuation models for property valuation to follow quality control standards, including non-discrimination laws.July 2024Increases compliance requirements for property valuation processes, particularly concerning AI technologies.

Legal Proceedings

  • Not currently involved in any material pending legal proceedings.
  • No legal proceedings against the Company related to cybersecurity.
  • The CFPB reduced its staff by over 80% during 2025, which is the subject of litigation, and staffing cuts are currently stayed pending federal circuit court rehearing.
  • The 2023 CRA modernization rule became subject to an ongoing injunction following its finalization on March 29, 2024.
  • On the same day the final rule regarding personal financial data rights was released (October 2024), certain industry participants filed a complaint against the CFPB challenging the final rule. This legal challenge has since been paused.

Related Party Transactions

  • Total funded credit extended to related parties (executive officers and directors) amounted to $16,243 thousand as of December 31, 2025.
  • The company held $15,889 thousand in deposits for related parties as of December 31, 2025.
  • Contracted with a director's firm to prepare architectural plans for its new Roanoke office, paying the firm $60 thousand in 2025.
  • Entered into a one-year consulting agreement with F. Brad Denardo (former CEO) upon his retirement on June 30, 2025, paying him $30 thousand in 2025.

Stakeholder Impact

  • Shareholders: Positive impact from increased net income, EPS, and stockholders' equity. The share repurchase authorization could provide support for the stock price. Dividend payments remained stable at $1.51 per share.
  • Employees: Impacted by management changes, particularly the CEO transition. The company maintains 401(k) and ESOP plans, and a non-qualified Salary Continuation Plan for key officers. Cybersecurity training programs are ongoing.
  • Customers: Benefit from expanded branch footprint (new Roanoke branch, upgraded Lynchburg location) and a full range of retail and commercial banking services. Affected by changes in deposit pricing and potential impacts from evolving consumer protection regulations.
  • Regulators: The company is subject to extensive oversight and compliance requirements from federal and state banking agencies (Federal Reserve, OCC, FDIC, CFPB, SEC). Compliance with new cybersecurity and AI regulations will be ongoing.
  • Local Communities: The company's market area includes several major state-supported universities and a diverse economic base, which influences its business.

Next Steps

  • The company will continue to manage its loan portfolio and deposit base to optimize net interest income and liquidity.
  • Ongoing monitoring of asset quality indicators and credit risk.
  • Regular review and update of cybersecurity risk management and strategy.
  • Continued compliance with evolving regulatory requirements, including new accounting standards (ASU 2025-08, ASU 2024-03) and consumer protection laws.
  • The Board of Directors will continue to oversee enterprise risk management, including cybersecurity.
  • The company's share repurchase program is authorized until May 31, 2026.
  • The company will file its Proxy Statement for the 2026 Annual Meeting of Stockholders within 120 days after December 31, 2025.
  • The company's required minimum pension contribution for 2026 has not yet been determined.

Key Dates

DateDescription
1891The Bank of Blacksburg was originally chartered.
1922State charter converted to national charter, becoming The National Bank of Blacksburg.
1986National Bankshares, Inc. (NBI) organized under Virginia laws.
1996Bank of Tazewell County became a wholly-owned subsidiary of NBI.
1999Gramm-Leach-Bliley Act (GLBA) permitted significant combinations among financial services sectors.
2001National Bankshares Financial Services, Inc. (NBFS) formed.
2004NBB purchased Community National Bank of Pulaski, Virginia.
May 2006Bank of Tazewell County merged with and into NBB.
2010Dodd-Frank Wall Street Reform and Consumer Protection Act enacted.
March 2015Federal regulators issued two related statements regarding cybersecurity.
November 18, 2021Federal bank regulatory agencies issued a final rule imposing new cybersecurity incident notification requirements.
April 1, 2022Effective date for new cybersecurity incident notification requirements.
May 9, 2023Annual Meeting of Shareholders for which the 2023 Stock Incentive Plan Proxy Statement was filed.
June 7, 2023S-8 filed with the SEC for the 2023 Stock Incentive Plan.
July 2023SEC issued a final rule to enhance and standardize cybersecurity disclosures for public companies.
October 24, 2023Federal bank regulatory agencies issued a final rule to modernize CRA regulations (later enjoined).
January 23, 2024Definitive merger agreement signed for the acquisition of Frontier Community Bank (FCB).
March 19, 2024National Bankshares, Inc. Clawback Policy filed as Exhibit 97.1 to Form 10-K.
March 29, 2024Finalization of the 2023 CRA modernization rule, which subsequently became subject to an injunction.
June 1, 2024Acquisition of Frontier Community Bank (FCB) completed; FCB merged into NBB.
July 2024Federal banking agencies issued a final rule requiring quality control standards for automated property valuation models.
September 2024Federal Reserve began interest rate cuts, easing deposit pricing pressure.
November 2024FASB issued ASU 2024-03, Income Statement Expense Disaggregation Disclosures.
December 2024Federal Reserve continued interest rate cuts.
December 2024FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (adopted retrospectively).
January 1, 2025Lara E. Ramsey became President of NBI and NBB.
January 8, 2025Lora M. Jones became EVP/CFO and Treasurer of NBI and EVP/CFO and Cashier of NBB.
January 8, 2025David K. Skeens became EVP/Chief Risk Officer of NBI and NBB.
February 2025Company awarded 4,545 restricted stock units (RSUs) to employees.
March 31, 2025Consulting Agreement between F. Brad Denardo and National Bankshares, Inc. dated.
May 2025NBI's Board of Directors approved the repurchase of up to 250,000 shares of common stock.
June 1, 2025Share repurchase authorization period began.
June 2025Lara E. Ramsey's term as Corporate Secretary ended.
June 30, 2025F. Brad Denardo retired as CEO of the Company and the Bank.
July 1, 2025F. Brad Denardo began a one-year consulting agreement for transition and advisory services.
July 1, 2025Lora M. Jones became Treasurer of National Bankshares Financial Services, Inc.
July 2025Lara E. Ramsey became CEO of NBI, NBB, and Chairman, President, and CEO of NBFS.
July 16, 2025Federal bank regulatory agencies issued a joint proposal to rescind the 2023 CRA modernization rule.
August 2025President Trump signed Executive Order 14331, Guaranteeing Fair Banking Access for All Americans.
December 31, 2025Fiscal year end for this annual report.
February 1, 2026David K. Skeens became EVP/COO of NBI and NBB.
March 27, 2026Filing date of the 10-K report.
May 31, 2026End date for share repurchase authorization period.
December 15, 2026Effective date for ASU 2025-08 for annual reporting periods.
December 15, 2026Effective date for ASU 2024-03 for annual reporting periods.
December 15, 2027Effective date for ASU 2024-03 for interim reporting periods.
April 1, 2029Compliance deadline for CFPB's final rule regarding personal financial data rights for institutions with $1.5B-$3B in assets.

Recommendation

buy

The company demonstrated strong financial performance in 2025 with a significant increase in net income, expanded net interest margin, and improved efficiency. Asset quality metrics, particularly nonaccrual loans, showed substantial improvement, and capital ratios remain robust, exceeding regulatory 'well capitalized' thresholds. While deposit outflows and a liability-sensitive position present minor concerns, the overall operational improvements, successful acquisition integration, and strategic positioning for future growth make this an attractive investment. The stock repurchase authorization further signals management's confidence.

Keywords

National Bankshares, NKSH, Banking, Financial Services, Community Bank, Virginia, SEC Filing, 10-K, Financial Performance, Net Income, Net Interest Margin, Asset Quality, Deposits, Loans, Capital Ratios, Cybersecurity, Risk Management, Acquisition, FCB, Regulatory Compliance, Stockholders Equity, Loan Portfolio, Interest Rate Risk, Liquidity, CECL, Allowance for Credit Losses, Corporate Governance, Artificial Intelligence

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