Eagle Financial Sets Nov 19 Vote on $253M All-Stock Merger with John Marshall Bancorp
EFSI sits 46% above its 52-week low of $31.44.
Summary
Eagle Financial's definitive proxy sets a November 19 shareholder vote on its $253M all-stock merger with John Marshall Bancorp, with EFSI holders receiving 2.00 JMSB shares per share and closing targeted for Q1 2027.
Key Events · M&A and Partnerships · EFSI
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Definitive Proxy Filed for $253M Merger
EFSI shareholders will vote November 19, 2026 on the all-stock merger with John Marshall Bancorp, exchanging each EFSI share for 2.00 JMSB shares.
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High Two-Thirds Vote Threshold Required
EFSI approval needs two-thirds of outstanding shares; voting agreements cover only ~5.97%, so ~64.55% of remaining shares must vote yes. JMSB needs a majority of votes cast, with ~10.70% locked up.
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Pro Forma Combined Bank at $4.29B Assets
The combined company would hold ~$4.29B in assets, ~$3.47B in net loans and ~$3.60B in deposits, with EFSI holders owning ~43.4% and JMSB holders ~56.6%.
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Closing Targeted for Q1 2027
Regulatory applications were filed September 28, 2026 with the Federal Reserve and Virginia BFI; the merger cannot close before January 1, 2027 and has an outside termination date of September 30, 2027.
Analysis · EFSI · Finance
This definitive proxy locks in the shareholder vote for the previously announced all-stock merger with John Marshall Bancorp. Under the terms, EFSI holders will receive 2.00 JMSB shares per EFSI share, worth about $46.02 based on JMSB's October 13 close — roughly in line with EFSI's $45.72 close that day. The deal needs two-thirds of EFSI's outstanding shares, a high bar that voting agreements covering only ~5.97% of shares do little to clear; about 64.55% of the remaining shares must vote yes. JMSB holders must approve the share issuance, with ~10.70% already locked up. The proxy also quantifies the $10.1M termination fee and shows the combined bank would have ~$4.29B in assets. The vote is set for November 19, 2026, with closing targeted for Q1 2027 pending regulatory approvals already filed September 28.
How filings like this one have moved
In the 30 days to Oct 31, 2026, 40% of the 987 measured filings Wiseek scored 8 moved their stock by 5% or more by the next session's close. The median move was -0.59%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, EFSI was trading at $45.75 on NASDAQ in the Finance sector, with a market capitalization of approximately $247.6M. The 52-week trading range was $31.44 to $48.17. This filing was assessed with neutral market sentiment and an importance score of 8 out of 10.