JMSB 424B3: Acquisition

John Marshall Bancorp, Inc.

Filed with the SEC on · accession 0001104659-26-116454

JMSB filed a 424B3 (prospectus (offering)) with the SEC on Oct 16, 2026. John Marshall Bancorp, Inc. (JMSB) entered into a merger agreement with Eagle Financial Services, Inc. (EFSI) whereby EFSI will merge into JMSB in a stock-for-stock transaction. The stock moved +0.5% by the first close after the filing.

Summary of the filing

John Marshall Bancorp, Inc. (JMSB) entered into a merger agreement with Eagle Financial Services, Inc. (EFSI) whereby EFSI will merge into JMSB in a stock-for-stock transaction. EFSI shareholders will receive 2.00 shares of JMSB common stock for each EFSI share, and JMSB expects to issue approximately 10,823,230 shares.

Key details

Exchange ratio: 2.00 JMSB shares per EFSI shareshares 2
Approximate number of JMSB shares to be issuedshares 10.8M
Implied value of merger consideration per EFSI share (as of Oct 13, 2026)$46
AcquirerJohn Marshall Bancorp, Inc.
TargetEagle Financial Services, Inc.
Subsidiary of acquirerJohn Marshall Bank
Subsidiary of targetBank of Clarke
Merger subsidiary of acquirerGeorge Sub, Inc.

How JMSB stock reacted

Close before

$22.79

Oct 15, 2026

First close after

+0.48%

$22.90

5 trading days

+3.16%

$23.51

Since filing

+1.32%

$23.09

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Frequently asked questions

What did JMSB file with the SEC on Oct 16, 2026?

JMSB filed a 424B3 (Acquisition). John Marshall Bancorp, Inc. (JMSB) entered into a merger agreement with Eagle Financial Services, Inc. (EFSI) whereby EFSI will merge into JMSB in a stock-for-stock transaction. EFSI shareholders will receive 2.00 shares of JMSB common stock for each EFSI share, and JMSB expects to issue approximately 10,823,230 shares.

What does a acquisition mean for JMSB stock?

A contract important enough that investors need to know about it — a big customer contract, a loan, a merger agreement or a partnership.

How do I read a 424B3?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B3 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did JMSB stock react to this filing?

JMSB closed at $22.79 before the filing and $22.90 on Oct 16, 2026 (+0.48%). Five trading days later: $23.51 (+3.16%).

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