JMSB Files S-4 for $253M Eagle Financial Merger — Pro Forma Shows $4.3B Combined Bank
JMSB sits 24% above its 52-week low of $18.5.
Summary
JMSB's S-4 filing details the mechanics of its $253 million all-stock merger with Eagle Financial Services, including pro forma financials showing a $4.3 billion combined bank, a $10.1 million termination fee, and expected Q1 2027 closing.
Key Events · M&A and Partnerships · JMSB
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S-4 Registration Filed for Merger
JMSB filed its Form S-4 registration statement on October 2, 2026, providing the joint proxy statement/prospectus for the previously announced $253 million all-stock acquisition of Eagle Financial Services (EFSI).
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Pro Forma Combined Financials
The filing shows pro forma combined assets of $4.285 billion, net income of $25.656 million for the six months ended June 30, 2026, and $18.144 million for the twelve months ended December 31, 2025.
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Purchase Accounting Details
Estimated goodwill of $61.1 million, core deposit intangible of $34.1 million, customer relationship intangible of $5.2 million, and one-time merger costs of $24.0 million.
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Governance Structure
Combined board will have 12 directors (6 from each company). Brandon Lorey (EFSI CEO) becomes CEO, Christopher Bergstrom (JMSB CEO) becomes Executive Chair, and Cary Nelson becomes Lead Independent Director.
Analysis · JMSB · Finance
John Marshall Bancorp filed its S-4 registration statement for the previously announced all-stock acquisition of Eagle Financial Services. The filing provides the first detailed look at the combined entity's financials: $4.285 billion in pro forma assets, $61.1 million in goodwill, and $24 million in one-time merger costs. The 2.00 exchange ratio gives EFSI shareholders approximately 43.4% ownership of the combined company. Shareholder votes are expected in Q1 2027, with regulatory applications already submitted to the Federal Reserve and Virginia BFI on September 28, 2026. The deal creates a $4.4 billion Virginia-based community bank with a 12-member board split evenly between the two companies.
How filings like this one have moved
In the 30 days to Oct 2, 2026, 36.5% of the 1055 measured filings Wiseek scored 8 moved their stock by 5% or more by the next session's close. The median move was -0.56%. 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, JMSB was trading at $23.01 on NASDAQ in the Finance sector, with a market capitalization of approximately $324.7M. The 52-week trading range was $18.50 to $24.26. This filing was assessed with neutral market sentiment and an importance score of 8 out of 10.