MainStreet Bancshares (MNSB) launches new $10M stock repurchase plan
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
MainStreet Bancshares, Inc. announced a new stock repurchase program authorizing the company to buy back up to $10.0 million of its outstanding common stock. This new program replaces the prior authorization announced in October 2025 and gives management flexibility to repurchase shares over time.
Repurchases may occur on the open market, through privately negotiated deals, or other methods compliant with law, at prices and times chosen by management. The program may be extended, modified, suspended, or discontinued, and there is no assurance that any shares will actually be repurchased.
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Insights
New $10M buyback adds capital-return flexibility but usage is optional.
MainStreet Bancshares authorized a stock repurchase program of up to $10.0 million of common shares. The board simultaneously ended the prior program and replaced it with this new authorization, signaling continued willingness to return capital when conditions are favorable.
The actual effect depends on how many shares management chooses to repurchase, which will vary with share price, market conditions, and regulatory and legal constraints. The company also retains the right to extend, modify, suspend, or end the program without notice, so subsequent disclosures will show how actively it is used.
8-K Event Classification
Item 8.01 — Other Events
1 item
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Key Figures
Stock repurchase authorization: $10.0 million
Preferred dividend rate: 7.50%
Depositary share ratio: 1/40 interest per share
3 metrics
Stock repurchase authorization
$10.0 million
Maximum amount of common stock buybacks under new program
Preferred dividend rate
7.50%
Rate on Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock
Depositary share ratio
1/40 interest per share
Each depositary share represents 1/40 of a Series A preferred share
Key Terms
stock repurchase program, privately negotiated transactions, Non-Cumulative Perpetual Preferred Stock, Emerging growth company
4 terms
stock repurchase program financial
"announced a new stock repurchase program to repurchase up to $10.0 million"
A stock repurchase program is when a company buys back its own shares from the market. This can make each remaining share more valuable and shows that the company believes its stock is a good investment. It’s like a business treating its shares like a limited resource, hoping to boost confidence and share prices.
privately negotiated transactions financial
"Stock repurchases will be made on the open market, in privately negotiated transactions"
Privately negotiated transactions are deals made directly between parties without involving a public marketplace or open auction. They are like private sales between two individuals rather than items sold at a busy marketplace open to everyone. For investors, these transactions can offer more tailored terms and privacy, but they may also carry different risks and less transparency compared to public exchanges.
Non-Cumulative Perpetual Preferred Stock financial
"7.50% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock"
Non-cumulative perpetual preferred stock is a type of investment that pays a fixed dividend forever, without a set end date. If the company skips some dividends in a year, you don’t get that money later, and it’s gone forever. It matters because investors get regular income but may miss out if the company faces financial trouble.
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 24, 2026
(Exact name of Registrant as Specified in Its Charter)
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(IRS Employer
Identification No.)
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(Address of Principal Executive Offices)
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(Zip Code)
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(703 ) 481-4567
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
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The
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interest in a share of 7.50% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock) |
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The
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On April 24, 2026, the Board of Directors of MainStreet Bancshares, Inc. announced a new stock repurchase program (the "New Stock Repurchase Program") to repurchase up to $10.0 million in shares of the Company’s outstanding common stock. This New Stock Repurchase Program will replace and supersede the Company's existing stock repurchase program which was originally announced on October 21, 2025. The timing, number and purchase price of stock repurchased under the New Stock Repurchase Program will be determined by management at its discretion and will depend on a number of factors, including the market price of the shares, general market and economic conditions, applicable legal requirements and other conditions, and there is no assurance that the Company will purchase any stock under the program. Stock repurchases under the New Stock Repurchase Program will be made from time to time, on the open market, in privately negotiated transactions or in such other manner as will comply with applicable law and regulations, at the discretion of Company management. The New Stock Repurchase Program may be extended, modified, suspended, or discontinued at any time.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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MAINSTREET BANCSHARES, INC
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Date: April 24, 2026
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By:
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/s/ Richard A. Vari
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Name: Richard A. Vari
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Title: Chief Financial Officer
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