FVCBankcorp, Inc. 8-K

What Happened FVCBankcorp, Inc. announced on Feb. 11, 2026 (filed Feb. 12, 2026) that it entered into a Senior Unsecured Note Purchase Agreement and sold $25.0 million aggregate principal amount of Fixed Rate Senior Unsecured Notes due March 1, 2029. The notes pay a fixed 6.75% annual interest, payable semi‑annually, beginning September 1, 2026. The offering was a private placement to qualified institutional buyers and accredited investors under Section 4(a)(2) and Rule 506(b) of Regulation D.

Key Details

• Principal amount: $25.0 million of Fixed Rate Senior Unsecured Notes due March 1, 2029.
• Interest: 6.75% per year, paid semi‑annually on March 1 and September 1, starting Sept. 1, 2026.
• Optional redemption: Company may redeem (in whole or part) on/after March 1, 2028 with 30–60 days’ notice at 100% of principal plus accrued interest; limited special redemptions possible with shorter notice in specified tax or investment‑company risk scenarios.
• Rank and security: Unsecured; ranks pari passu with other senior unsecured debt and is effectively subordinate to any secured debt; not convertible into equity.
• Use of proceeds: For general corporate purposes, including supporting capital ratios at the bank subsidiary, FVCbank.
• Related disclosures: The company provided an investor presentation and issued a press release about the offering (attached as exhibits to the 8‑K).

Why It Matters This filing reports a new $25M debt issuance that increases FVCBankcorp’s outstanding senior unsecured obligations and provides additional capital for corporate needs and to support the bank subsidiary’s capital ratios. The 6.75% coupon and 2029 maturity are concrete terms investors can use to assess interest expense and near‑term funding profile. Because the notes are unsecured and rank equally with other senior unsecured debt, holders (and potential lenders) should note their relative priority behind any secured creditors.