8-K: Primis Financial Corp. Announces Stock Repurchase Program and Regains Nasdaq Compliance

Primis Financial Corp. has authorized a stock repurchase program for up to 740,600 shares and has regained compliance with Nasdaq listing rules.

Summary

• Primis Financial Corp.'s board of directors has approved a stock repurchase program allowing the company to buy back up to 740,600 shares of its common stock.
• The repurchase program will run from December 19, 2024, to December 19, 2025, and may be executed through open market purchases or private transactions.
• The company's decision to repurchase shares will depend on factors such as stock price, market conditions, and regulatory requirements.
• Primis Financial Corp. has also received confirmation from the Nasdaq Hearings Panel that it has regained compliance with Listing Rule 5250(c)(1) as of December 11, 2024.
• The company will be subject to a Mandatory Panel Monitor for one year from the date of the compliance decision.

Sentiment

Score: 7

Explanation: The announcement of a stock repurchase program and regaining Nasdaq compliance are positive developments, but the program's discretionary nature and the mandatory panel monitor temper the overall sentiment.

Positives

• The stock repurchase program could signal management's confidence in the company's future prospects and potentially increase shareholder value.
• Regaining compliance with Nasdaq listing rules removes a significant risk for the company and its investors.
• The company has $4.0 billion in total assets, $2.9 billion in total loans and $3.3 billion in total deposits as of September 30, 2024.

Negatives

• The stock repurchase program does not obligate the company to purchase any specific number of shares.
• The repurchase program can be suspended, modified, or terminated at any time without prior notice.
• The company will be subject to a Mandatory Panel Monitor for one year.

Risks

• The timing and number of shares repurchased will depend on various factors, including market conditions and regulatory requirements.
• The company's stock price could be negatively impacted if the repurchase program is terminated or if the company does not repurchase a significant number of shares.
• The company is subject to a Mandatory Panel Monitor for one year, which could add additional scrutiny.

Future Outlook

The company's future stock repurchases will depend on various factors, including the company's stock price, market conditions, and regulatory requirements. The company may begin or terminate repurchases at any time prior to the program's expiration.

Management Comments

• The company announced that the board of directors approved a stock repurchase program for up to 740,600 shares.
• The company also announced that it received a decision from the Nasdaq Hearings Panel granting the company's request for continued listing.

Industry Context

The announcement of a stock repurchase program is a common practice for companies that believe their stock is undervalued, and it can be seen as a positive signal to investors. Regaining compliance with Nasdaq listing rules is crucial for maintaining investor confidence and access to capital markets.

Comparison to Industry Standards

• Stock repurchase programs are a common capital allocation strategy among publicly traded companies, particularly in the financial sector.
• Many banks and financial institutions use share buybacks to return capital to shareholders and manage their capital structure.
• The size of the repurchase program, 740,600 shares, is relatively small compared to larger financial institutions, but it is a significant move for a company of Primis' size.
• Regaining compliance with Nasdaq listing rules is a necessary step for any company to maintain its listing status and avoid potential delisting, which is a common issue for companies that fail to meet minimum listing requirements.

Stakeholder Impact

• Shareholders may benefit from the stock repurchase program through increased share value.
• The company's employees may benefit from the increased stability and confidence in the company.
• Customers and suppliers may see the company as a more stable and reliable partner.

Next Steps

• The company will begin the stock repurchase program on December 19, 2024.
• The company will be subject to a Mandatory Panel Monitor for one year.

Key Dates

Keywords

stock repurchase program, Nasdaq compliance, share buyback, listing rules, Primis Financial Corp, FRST