SCHEDULE: Castle Creek Capital Sells Primis Financial Stake

Castle Creek Capital Partners VII, LP has reduced its beneficial ownership of Primis Financial Corp. common stock to below 5% after selling shares between April 13 and April 17, 2026.

Summary

• Castle Creek Capital Partners VII, LP (Fund VII) sold an aggregate of 254,175 shares of Primis Financial Corp. common stock between April 13, 2026, and April 17, 2026.
• These sales generated proceeds of $3,545,670.55, net of commissions and fees, through open-market transactions.
• Following these sales, Fund VII now owns 1,076,499 shares of common stock, representing approximately 4.4% of the outstanding shares.
• This percentage is based on 24,699,185 shares outstanding as of February 27, 2026, as reported in the company's Form 10-K filed on March 16, 2026.
• The reporting persons have ceased to be the beneficial owner of more than five percent of the common stock as of April 17, 2026.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this filing as slightly negative due to a significant shareholder reducing their stake below a key reporting threshold, which can be interpreted as a lack of confidence or a change in investment strategy.

Negatives

• Castle Creek Capital Partners VII, LP has reduced its ownership stake in Primis Financial Corp. to below the 5% threshold, indicating a potential shift in investment strategy or confidence.

Future Outlook

The filing does not contain specific forward-looking statements or guidance from Primis Financial Corp. It primarily details the reduction in beneficial ownership by Castle Creek Capital Partners VII, LP.

Industry Context

StockSavvy.ai notes that significant share sales by a substantial shareholder, especially one that previously held over 5%, can sometimes signal a change in sentiment or strategic direction for a financial institution. This filing indicates a reduction in a significant investment position.

Stakeholder Impact

• Shareholders: The reduction in ownership by a significant investor may lead to short-term market uncertainty or a perception of reduced institutional support, potentially impacting share price.
• Creditors: No direct impact is indicated, as the filing concerns equity ownership and not debt.
• Employees: No direct impact is indicated.
• Customers: No direct impact is indicated.

Next Steps

• Castle Creek Capital Partners VII, LP will continue to monitor its investment in Primis Financial Corp. and may engage in further transactions.
• Primis Financial Corp. will continue its operations as a financial institution.

Key Dates

Recommendation

The filing primarily reports a reduction in beneficial ownership by a significant shareholder, moving their stake below the 5% threshold. While this can be a negative signal, it does not provide sufficient information about Primis Financial Corp.'s underlying business performance or future prospects to warrant a strong buy or sell recommendation. A 'hold' position allows for further observation of the company's performance and any subsequent actions by Castle Creek Capital or other investors.

Keywords

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