SCHEDULE: Castle Creek Capital Reduces Primis Financial Stake

Sentiment:

Schedule 13D Amendment


Castle Creek Capital Partners VII, LP has sold a significant portion of its holdings in Primis Financial Corp., reducing its ownership to 5.4% after a series of open-market transactions.

Summary

  • Castle Creek Capital Partners VII, LP (Fund VII) has sold an aggregate of 556,690 shares of Primis Financial Corp. common stock between February 5, 2026, and April 10, 2026.
  • These sales generated proceeds of $7,721,743.97, net of commissions and fees.
  • Following these transactions, Fund VII now owns 1,330,674 shares of common stock, representing approximately 5.4% of the company's outstanding shares.
  • The calculation of the percentage ownership is based on 24,699,185 shares outstanding as of February 27, 2026, as reported in Primis Financial Corp.'s Form 10-K filed on March 16, 2026.
  • Fund VII shares voting and dispositive power for these shares with CCC VII, which disclaims beneficial ownership except for its pecuniary interest.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this filing as having a negative sentiment due to the significant reduction in a major shareholder's stake, which could indicate a lack of confidence or a strategic exit.

Negatives

  • Castle Creek Capital Partners VII, LP has significantly reduced its stake in Primis Financial Corp., selling over half a million shares.
  • The sales occurred over a period of two months, indicating a consistent divestment strategy.

Future Outlook

No specific future outlook or guidance is provided in this filing, which primarily details past transactions and current ownership status.

Industry Context

StockSavvy.ai notes that significant stake reductions by institutional investors like Castle Creek Capital Partners VII, LP can signal a shift in their investment thesis or a realization of gains, potentially impacting market sentiment for Primis Financial Corp.

Stakeholder Impact

  • Shareholders may view the significant sale by a large stakeholder as a negative signal, potentially impacting share price.
  • The reduction in ownership by Castle Creek Capital Partners VII, LP could alter the balance of influence or voting power among major shareholders.

Key Dates

DateDescription
2017-06-27Original Schedule 13D filing date.
2020-11-11Amendment No. 1 filing date.
2020-11-19Amendment No. 2 filing date.
2020-12-18Amendment No. 3 filing date.
2021-02-23Amendment No. 4 filing date.
2026-02-05First reported sale of Common Stock by Fund VII.
2026-02-09Sale of Common Stock by Fund VII.
2026-02-10Sale of Common Stock by Fund VII.
2026-02-11Sale of Common Stock by Fund VII.
2026-02-12Sale of Common Stock by Fund VII.
2026-02-13Sale of Common Stock by Fund VII.
2026-02-18Sale of Common Stock by Fund VII.
2026-02-27Date as of which outstanding shares of Common Stock were reported.
2026-03-16Primis Financial Corp.'s annual report on Form 10-K filed with the SEC.
2026-03-30Sale of Common Stock by Fund VII.
2026-03-31Sale of Common Stock by Fund VII.
2026-04-01Sale of Common Stock by Fund VII.
2026-04-09Last reported sale of Common Stock by Fund VII.
2026-04-10Last reported sale of Common Stock by Fund VII.
2026-04-13Date of signatures on the filing.
2026-04-09Date of Event Which Requires Filing of This Statement.

Recommendation

hold

The filing indicates a significant reduction in ownership by a major shareholder, which is a notable event. However, without further context on the reasons for the sale or the company's performance, a 'hold' recommendation is prudent, suggesting investors monitor the situation for further developments or clarity on the seller's motivations and the company's future prospects.

Keywords

Primis Financial Corp., Castle Creek Capital Partners VII, LP, Schedule 13D, Common Stock, Shareholder, Ownership, SEC Filing, Securities

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