Chain Bridge Bancorp (CBNA) risk factors, FY2025 10-K

Chain Bridge Bancorp's FY2025 10-K, filed Mar 20, 2026, lists 64 risk factors in 4 groups. Against the prior year's 61: 7 new, 4 dropped, 14 substantially reworded.

Risk factors listed
644 groups
New this year
7vs 61 last year
Dropped
4since the prior 10-K
Substantially reworded
14of those kept
Section length
29k wordsItem 1A

What the changes say

  • Chain Bridge Bancorp updated figures, showing deposit growth to $1.6 billion and gross loans declining to $274.8 million.
  • The bank added risks regarding stablecoins, reciprocal deposit networks, and public company reporting requirements under SOX.
  • A new $15.0 million revolving credit facility was established at the holding company level in February 2026.

What changed since the prior 10-K

New

  • New

    years after the initial fixed-rate period ends, and so a substantial part of our loan portfolio remains sensitive to interest rate changes for extended periods

    Longer fixed-rate loan periods create unrealized losses when interest rates rise, reducing the economic value of our equity.

  • New

    grow our deposits to meet liquidity objectives, we may be subject to paying higher funding costs or unable to satisfy our funding needs

    Political organization deposits constitute at least a majority of total deposits and are seasonal, aligning with federal election cycles.

  • New

    Any inability to access, extend, or refinance this line of credit could limit our financial flexibility, restrict our ability to provide additional capital to the Bank, or adversely affect our liquidity and financial condition

    Raising capital via common stock would dilute EPS and book value, while debt or preferred stock adds financial obligations.

  • New

    The use or support of stablecoins may expose us to legal, regulatory, operational, and competitive risks

    Supporting stablecoins could expose us to legal and regulatory risks under the GENIUS Act and OCC rules.

  • New

    Our participation in new reciprocal deposit networks, such as NBID, may introduce operational and regulatory risks

    Joining ModernFi's NBID reciprocal deposit network introduces operational, counterparty, and supervisory risks.

  • New

    Compliance with public company reporting and regulatory requirements is costly and resource-intensive and has placed, and will continue to place, additional demands on our personnel and systems

    Compliance with SEC, Exchange Act, Sarbanes-Oxley Act, and NYSE rules increases costs and demands on personnel.

  • New

    operations and investor relations staff and on our accounting, financial and information systems, and increases our legal and accounting compliance costs as well as our compensation expense as we have hired and expect to continue to hire additional legal, accounting, tax, finance and investor relations staff

    Section 404 internal control assessments will strain resources and increase operating costs and auditor fees.

Dropped

  • Dropped

    financial condition, results of operations, cash flows, and the trading price, volatility, or liquidity of our Class A Common Stock, though the occurrence, timing, or impact of such effects cannot be predicted with certainty

    PSLRA forward-looking statements cautionary language.

  • Dropped

    high concentration of deposits from Republican-affiliated organizations may also attract increased regulatory scrutiny, potentially leading to additional compliance burdens or restrictions on our activities

  • Dropped

    Fulfilling our public company financial reporting and other regulatory obligations and being a public company will be expensive and time consuming and may strain our resources

  • DroppedLegal, Regulatory and Compliance Risks

    the value of our other real estate owned, could have a material adverse effect on our business, financial condition and results of operations

Reworded

  • 91% rewritten

    Loss of deposits could increase our funding costs or require us to sell assets or borrow

    Updated total deposits figure from $1.2 billion as of December 31, 2024 to $1.6 billion as of December 31, 2025.

  • 83% rewritten

    Increases in interest rates could result in a decrease in the market value of our loans

    Updated variable rate loans percentage from 70.8% to 69.7% of the loan portfolio as of December 31, 2025.

  • 81% rewritten

    We may need to raise additional capital in the future, and such capital may not be available when needed or at all

    Added disclosure that a new $15.0 million unsecured revolving credit facility was entered into in February 2026.

  • 69% rewrittenLegal, Regulatory and Compliance Risks

    We engage in lending secured by real estate and may be forced to foreclose on the collateral and own the underlying real estate, subjecting us to potential costs, risks and consumer protection laws

    Removed reference to write-downs in the value of other real estate owned from the end of the risk description.

  • 64% rewrittenOperational Risks

    The development and use of artificial intelligence present risks and challenges that may adversely impact our business

    Clarified third-party AI tool usage to include enterprise platforms and custom GPT configurations under internal controls.

  • 52% rewritten

    The geographic concentration of our business in the Washington, D.C. metropolitan area makes our business highly susceptible to local economic conditions and reductions or changes in government spending

    Updated gross loan portfolio figures as of December 31, 2025, showing a decline in total gross loans to $274.8 million.

  • 49% rewritten

    Our deposit base is highly concentrated among entities affiliated with the U.S. Republican Party

    Retained core text regarding high concentration of deposits from entities affiliated with the U.S. Republican Party.

  • 42% rewritten

    Increases in interest rates have in the past resulted in, and could in the future result in, unrealized losses on our investment securities portfolio

    Updated investment securities assets percentage from 47% to approximately 49% of total assets as of December 31, 2025.

  • 37% rewrittenRisks Related to Our Common Stock

    The market price of shares of our common stock may be volatile or may decline regardless of our operating performance, which could cause the value of your investment to decline

  • 32% rewritten

    There is no assurance that the Bank will be able to compete successfully with others for its business

  • 31% rewrittenOperational Risks

    We also face risks related to cyberattacks and other security breaches involving external, third-party vendors and counterparties

  • 30% rewritten

    There can be no assurance that we will be able to maintain or increase our current levels of transaction accounts, noninterest-bearing demand deposits, and levels of profitability or growth

    Was: There can be no assurance that we will be able to maintain or increase our current levels of transaction accounts, non-interest-bearing demand deposits, and levels of profitability or growth

  • 28% rewritten

    Our deposits are concentrated in uninsured deposits

  • 24% rewritten

    Our deposit base is concentrated among a small number of clients

All 64 risk factors

Headings as the filing states them, in filing order.

Other

  1. 01Changes in interest rates may adversely affect our earnings and financial condition
  2. 02Increases in interest rates have in the past resulted in, and could in the future result in, unrealized losses on our investment securities portfolio42% rewritten
  3. 03If the average interest rate we pay on our deposits increases, our cost of funds would rise
  4. 04Increases in interest rates could result in a decrease in the market value of our loans83% rewritten
  5. 05years after the initial fixed-rate period ends, and so a substantial part of our loan portfolio remains sensitive to interest rate changes for extended periodsNew
  6. 06Liquidity risks could adversely affect our business, financial condition and results of operations
  7. 07Loss of deposits could increase our funding costs or require us to sell assets or borrow91% rewritten
  8. 08grow our deposits to meet liquidity objectives, we may be subject to paying higher funding costs or unable to satisfy our funding needsNew
  9. 09Our deposits are concentrated in political organizations, which can vary significantly in volume due to seasonality or changes in political activity or campaign finance laws
  10. 10Our deposit base is concentrated among a small number of clients24% rewritten
  11. 11Our deposit base is highly concentrated among entities affiliated with the U.S. Republican Party49% rewritten
  12. 12Our deposits are concentrated in uninsured deposits28% rewritten
  13. 13Chain Bridge Bancorp, Inc.’s liquidity is dependent on dividends from the Bank
  14. 14We may need to raise additional capital in the future, and such capital may not be available when needed or at all81% rewritten
  15. 15Any inability to access, extend, or refinance this line of credit could limit our financial flexibility, restrict our ability to provide additional capital to the Bank, or adversely affect our liquidity and financial conditionNew
  16. 16Our results of operations and financial condition would be adversely affected if the Bank’s allowance for credit losses is insufficient to absorb actual losses or needs to be increased
  17. 17Losses related to a single large loan could have a significant impact on the Bank’s financial condition and results of operations
  18. 18The Bank relies upon independent appraisals to determine the value of the real estate that secures a significant portion of its loans, and the values indicated by such appraisals may not be realizable if the Bank is compelled to foreclose upon such loans
  19. 19Our business may be adversely affected by conditions in the financial markets and economic conditions generally
  20. 20The geographic concentration of our business in the Washington, D.C. metropolitan area makes our business highly susceptible to local economic conditions and reductions or changes in government spending52% rewritten
  21. 21Our investment securities portfolio exposes us to risks beyond our market area
  22. 22Our significant investment in securities held to maturity exposes us to risks that may adversely affect our business, financial condition or results of operations
  23. 23There can be no assurance that we will be able to maintain or increase our current levels of transaction accounts, noninterest-bearing demand deposits, and levels of profitability or growth30% rewritten
  24. 24The use or support of stablecoins may expose us to legal, regulatory, operational, and competitive risksNew
  25. 25We place a significant portion of our clients’ deposits with other banks through the ICS® network, which exposes us to risks that may adversely affect our business, financial condition or results of operations
  26. 26Our participation in new reciprocal deposit networks, such as NBID, may introduce operational and regulatory risksNew
  27. 27Our Trust & Wealth Department exposes us to certain risks and there can be no assurance the department will contribute meaningfully to our revenues or become profitable on a standalone basis
  28. 28We may be adversely affected by changes in the actual or perceived soundness or condition of other financial institutions
  29. 29There is no assurance that the Bank will be able to compete successfully with others for its business32% rewritten
  30. 30We could fail to attract, retain or motivate skilled and qualified personnel, including our senior management, other key employees or directors, which could adversely affect our business
  31. 31Certain clients, including our political organization clients, may be subject to, and are particularly sensitive to, negative publicity, which may subject us to enhanced reputational risk
  32. 32Compliance with public company reporting and regulatory requirements is costly and resource-intensive and has placed, and will continue to place, additional demands on our personnel and systemsNew
  33. 33operations and investor relations staff and on our accounting, financial and information systems, and increases our legal and accounting compliance costs as well as our compensation expense as we have hired and expect to continue to hire additional legal, accounting, tax, finance and investor relations staffNew

Operational Risks

  1. 34We are subject to operational risk, which could adversely affect our business and reputation and create material legal and financial exposure
  2. 35Operational risks associated with funds transfer activities could materially and adversely affect our business, financial condition, and results of operations
  3. 36The occurrence of fraudulent activity, breaches or failures of our information security controls or cybersecurity-related incidents could have a material adverse effect on our business, financial condition, results of operations, and reputation
  4. 37We also face risks related to cyberattacks and other security breaches involving external, third-party vendors and counterparties31% rewritten
  5. 38Our operations rely on certain external vendors, and our use of these vendors is subject to increasing regulatory requirements and attention
  6. 39The development and use of artificial intelligence present risks and challenges that may adversely impact our business64% rewritten
  7. 40We depend on the accuracy and completeness of information about clients and counterparties
  8. 41Our reliance on estimates and risk management activities may not always prevent or mitigate risks effectively, leading to potential differences between actual results and our forecasts

Legal, Regulatory and Compliance Risks

  1. 42Government regulation significantly affects our business and may result in increased compliance costs, operational restrictions, and reduced stockholder returns
  2. 43Litigation and regulatory actions, including possible enforcement actions, could subject us to significant fines, penalties, judgments, restrictions on our business activities or reputational harm
  3. 44The Bank’s primary regulator has broad powers to place limitations on the conduct of a bank’s business, or to close an institution
  4. 45The Bank is subject to extensive and evolving requirements under anti-money laundering and sanctions laws
  5. 46The Bank is subject to numerous “fair and responsible banking” laws and regulations designed to protect consumers, which increase our compliance costs and subject us to potential legal liability or reputational damage
  6. 47We engage in lending secured by real estate and may be forced to foreclose on the collateral and own the underlying real estate, subjecting us to potential costs, risks and consumer protection laws69% rewritten
  7. 48Any violation of laws regarding, or incidents involving, the privacy, information security and protection of personal, confidential or proprietary information could damage our reputation and otherwise adversely affect our business
  8. 49Increases in FDIC insurance premiums could adversely affect our earnings and results of operations
  9. 50The Federal Reserve may require the Company to commit capital resources to support the Bank at a time when our resources are limited, which may require us to borrow funds or raise capital on unfavorable terms
  10. 51Changes in our accounting policies or in accounting standards could materially affect how we report our financial results and condition

Risks Related to Our Dual-Class Common Stock Structure

  1. 52The dual-class structure of our common stock has the effect of limiting your ability to influence corporate matters and may adversely affect the market for our Class A common stock
  2. 53Members of the Fitzgerald Family and other holders of Class B common stock could aggregate their holdings and sell a controlling interest in us to a third party in a private transaction
  3. 54Conflicts of interest and other disputes may arise between the members of the Fitzgerald Family and us that may be resolved in a manner unfavorable to us and our other stockholders

Risks Related to Our Common Stock

  1. 55The market price of shares of our common stock may be volatile or may decline regardless of our operating performance, which could cause the value of your investment to decline37% rewritten
  2. 56An acquisition of another banking institution could increase operational and regulatory risks, and adversely affect our financial condition and stock price and, if paid for with our Class A Common Stock, could dilute existing stockholders
  3. 57We may issue shares of preferred stock in the future, which adversely affect holders of our common stock and depress the price of our common stock
  4. 58We do not intend to pay dividends on our common stock for the foreseeable future, and our future ability to pay dividends is subject to restrictions
  5. 59An investment in our common stock is not an insured deposit
  6. 60If the Bank fails or is put into receivership or conservatorship by the FDIC and its primary regulator, investors will likely lose their entire investment in the Company
  7. 61We qualify as an “emerging growth company” and “smaller reporting company,” and the reduced public company reporting requirements applicable to emerging growth companies and smaller reporting companies may make our common stock less attractive to investors
  8. 62If securities or industry analysts do not publish research or reports about our business, or if they downgrade their recommendations regarding our Class A common stock, our stock price and trading volume could decline
  9. 63Certain banking laws, certain provisions of our organizational documents and Delaware law may discourage or delay acquisition attempts for us that you might consider favorable
  10. 64Our Charter and Bylaws designate the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders

Other Chain Bridge Bancorp 10-Ks

  • FY2024 10-K risk factors
    61 risks

    The company relies heavily on political organization deposits, particularly affiliated with the U.S. Republican Party, creating high seasonality and concentration risks. Operations are concentrated in the Washington, D.C. area, with significant exposure to interest rate fluctuations and uninsured deposits.

    Filed Mar 21, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.