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false 0001693577 0001693577 2025-07-07 2025-07-07 0001693577 mnsb:CommonStockCustomMember 2025-07-07 2025-07-07 0001693577 mnsb:DepositarySharesCustomMember 2025-07-07 2025-07-07
 
 
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): July 7, 2025
 
 
image1.jpg
 
MainStreet Bancshares, Inc.
(Exact name of Registrant as Specified in Its Charter)
 
 
 
Virginia
001-38817
81-2871064
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
     
10089 Fairfax Boulevard, Fairfax, VA
 
22030
(Address of Principal Executive Offices)
 
(Zip Code)
 
(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):
 
☐         Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐         Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐         Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐         Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading
Symbol(s)
 
Name of each exchange on which registered
Common Stock
 
MNSB
 
The Nasdaq Stock Market LLC
Depositary Shares (each representing a 1/40th
interest in a share of 7.50% Series A Fixed-Rate
Non-Cumulative Perpetual Preferred Stock)
 
MNSBP
 
The Nasdaq Stock Market LLC
 
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 7.01 Regulation FD Disclosure
 
On July 7, 2025, MainStreet Bancshares, Inc., the holding company for MainStreet Bank, announced that the Company has promoted Alex Vari to the role of Executive Vice President and Chief Financial Officer of MainStreet Bank. A copy of the related press release is furnished herewithin as Exhibit 99.1 and is incorporated herein by reference. 
 
Item 9.01 Financial Statements and Exhibits
 
(d) Exhibits.
 
Exhibit Number   Description
99.1   Press Release of the Company, dated July 7, 2025.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
The information furnished under Items 7.01 and 9.01 of this Current Report on Form 8-K, including the exhibits, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and it shall not be deemed incorporated by reference in any filing under the Exchange Act, or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing to this Form 8-K.
 






 
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.
 
 
 
MAINSTREET BANCSHARES, INC
 
 
 
 
Date: July 7, 2025
 
By:
/s/ Thomas J. Chmelik
 
 
 
Name: Thomas J. Chmelik
 
 
 
Title: Chief Financial Officer
 
 
EX-99.1 2 ex_836620.htm PRESS RELEASE OF THE COMPANY, DATED JULY 7, 2025 ex_836620.htm

Exhibit 99.1

 

 

PRESS RELEASE

 

Contact: Billy Freesmeier

July 7, 2025 8:00 AM ET

 

Chief of Staff

   

(703) 481-4579

     

MainStreet Bank Promotes Alex Vari to Chief Financial Officer

Internal Promotion Signifies the Bank’s Strength and Depth of Leadership

 

FAIRFAX, Va., July 7, 2025 -- MainStreet Bancshares, Inc. (Nasdaq: MNSB & MNSBP), the Holding Company for MainStreet Bank, announced the promotion of Alex Vari to Executive Vice President and Chief Financial Officer of MainStreet Bank.

 

“Alex has consistently demonstrated an exceptional understanding and application of accounting principles and regulations, ensuring that our financial and Securities and Exchange (SEC) reporting are accurate and compliant,” said Tom Chmelik, Chief Financial Officer of MainStreet Bancshares, Inc. “Most recently, Alex also led the process for developing and implementing the Company’s Sarbanes-Oxley internal control framework,” as we transitioned away our status as an emerging growth company.

 

“I’m excited to step into my new role,” said Vari. “My time working closely with Tom has given me a deep appreciation for the financial foundation and talented team we have here. I look forward to building upon the legacy of integrity and precision, focusing on strategic growth and value creation for our shareholders and team members.”

 

“Tom Chmelik is one of the best CFO’s I have had the pleasure of working with and he will continue as CFO of the Holding Company,” said Jeff W. Dick, Chairman and CEO of MainStreet Bancshares, Inc. and MainStreet Bank. “Tom has done a terrific job mentoring Alex since the day he transitioned from public accounting into his role at MainStreet Bank, and I know that they will continue to work together as Alex transitions further into a leadership role alongside Tom’s unwavering commitment to excellence.”

 

Vari earned a Bachelor of Accountancy from the University of North Dakota and is a Certified Public Accountant. He is also a graduate of the Virginia Bankers Association School of Bank Management.

 

About MainStreet Bank: MainStreet operates six branches in Herndon, Fairfax, McLean, Leesburg, Clarendon, and Washington, D.C. MainStreet Bank has 55,000 free ATMs and a fully integrated online and mobile banking solution. The Bank is not restricted by a conventional branching system, as it can offer business customers the ability to Put Our Bank in Your Office®. With robust and easy-to-use online business banking technology, MainStreet has "put our bank" in thousands of businesses in the metropolitan area.

 

MainStreet Bank has a robust line of business and professional lending products, including government contracting lines of credit, commercial lines and term loans, residential and commercial construction, and commercial real estate. MainStreet also works with the SBA to offer 7A and 504 lending solutions. From sophisticated cash management to enhanced mobile banking and instant-issue Debit Cards, MainStreet Bank is always looking for ways to improve our customer's experience.

 

MainStreet Bank was the first community bank in the Washington, D.C., metropolitan area to offer a full online business banking solution. MainStreet Bank was also the first bank headquartered in the Commonwealth of Virginia to offer CDARS – a solution that provides multi-million-dollar FDIC insurance. Further information on the Bank can be obtained by visiting its website at mstreetbank.com.

 

This release contains forward-looking statements, including our expectations with respect to future events that are subject to various risks and uncertainties. The statements contained in this release that are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Words such as "may," "will," "could," "should," "expect," "plan," "project," "intend," "anticipate," "believe," "estimate," "predict," "potential," "pursuant," "target," "continue," and similar expressions are intended to identify such forward-looking statements. Factors that could cause actual results to differ materially from management's projections, forecasts, estimates and expectations include: fluctuation in market rates of interest and loan and deposit pricing, adverse changes in the overall national economy as well as adverse economic conditions in our specific market areas, future impacts of pandemic outbreaks, maintenance and development of well-established and valued client relationships and referral source relationships, and acquisition or loss of key production personnel. We caution readers that the list of factors above is not exclusive. The forward-looking statements are made as of the date of this release, and we may not undertake steps to update the forward-looking statements to reflect the impact of any circumstances or events that arise after the date the forward-looking statements are made. In addition, our past results of operations are not necessarily indicative of future performance.