Primis Financial Corp. amends board structure and adopts incentive plan

Published 07/07/2025, 22:42
Primis Financial Corp. amends board structure and adopts incentive plan

Primis Financial Corp. (NASDAQ:FRST), a $275 million regional bank that has delivered a ~13% return over the past year, announced Monday that it amended its Articles of Incorporation and Bylaws, effective July 2, to eliminate the classified structure of its Board of Directors. Beginning with the 2026 annual meeting of stockholders, the board will no longer be divided into separate classes, according to a statement included in a Securities and Exchange Commission filing. The company, which InvestingPro data shows has maintained dividend payments for 14 consecutive years with a current yield of 3.54%, continues to strengthen its corporate governance practices.

The company also adopted a new Omnibus Incentive Plan, which became effective following approval by stockholders at the annual meeting held on June 26. Details of the plan were previously described in the company’s proxy statement filed with the SEC on May 16.

Copies of the amended Articles of Incorporation and Bylaws were filed as exhibits to the SEC report. The changes were signed by Chief Financial Officer Matthew A. Switzer.

This information is based on a press release statement included in a recent SEC filing.

In other recent news, Primis Financial Corp reported mixed results for the first quarter of 2025. The company’s earnings per share (EPS) fell short of expectations, coming in at $0.14 compared to the forecast of $0.26, a 46% miss. However, revenue slightly exceeded expectations, totaling $34.14 million against a forecast of $33.49 million. The company also announced plans to sell part of its stake in Panacea Financial Holdings, a move expected to generate approximately $22 million in proceeds. This transaction follows the deconsolidation of Panacea at the end of March 2025. Primis anticipates a pre-tax gain between $6.5 million and $7.0 million from the sale. CEO Dennis J. Zember, Jr. indicated that the proceeds could be used to support share repurchase programs or growth initiatives. The sale is still subject to finalization, as the term sheet is non-binding. Meanwhile, Primis is focusing on cost-cutting measures and aims to improve its return on assets and expand mortgage volumes.

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