False000139227200013922722024-10-292024-10-29


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): October 29, 2024
Chain Bridge Bancorp, Inc.
(Exact name of registrant as specified in its charter)
Commission File Number: 001-42302
Delaware
20-4957796
(State or other jurisdiction of
 incorporation)
(IRS Employer
Identification No.)
1445-A Laughlin Avenue, McLean, VA
22101
(Address of principal executive offices)(Zip Code)
(703)-748-2005
(Registrant’s telephone number, including area code)
______________________
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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
Exchange
on which
registered
Class A common stock, par value $0.01 per share
CBNA
NYSE
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company x
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. x


Item 2.02 Results of Operations and Financial Condition.
On October 29, 2024, Chain Bridge Bancorp, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter and nine months ended September 30, 2024 (the “Earnings Release”). A copy of the Earnings Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”).

The information contained in Item 2.02, including Exhibit 99.1 furnished herewith, 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 under that section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.



Item 9.01 Financial Statements and Exhibits.

Exhibit NumberDescription of Exhibit
Press release dated October 29, 2024
104Cover Page Interactive Data File (embedded within the Inline XBRL document)






SIGNATURE
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.

CHAIN BRIDGE BANCORP, INC.
(Registrant)
Date: October 29, 2024
By:
/s/ John J. Brough


Name:
Title:
John J. Brough
Chief Executive Officer and Director

Exhibit 99.1
Chain Bridge Bancorp, Inc. Reports Third Quarter 2024 and Year-to-Date Financial Results
McLean, Virginia — October 29, 2024
Chain Bridge Bancorp, Inc. (NYSE: CBNA) (the “Company”), the holding company for Chain Bridge Bank, N.A. (the “Bank”), today announced financial results for the third quarter of 2024 and the nine months ended September 30, 2024.
On October 3, 2024, the Company priced its initial public offering (the “IPO”) of 1,850,000 shares of Class A common stock, par value $0.01 per share (“Class A Common Stock”) at $22.00 per share. In connection with the IPO, the Company reclassified and converted each previously outstanding share of the Company’s existing common stock, par value $1.00 per share (“Old Common Stock”), into 170 shares of Class B common stock, par value $0.01 per share (“Class B Common Stock”) (the “Reclassification”). The Class A Common Stock began trading on the New York Stock Exchange on October 4, 2024, under the ticker symbol “CBNA.” Shares of Class B Common Stock are convertible on a one-for-one basis into shares of Class A Common Stock.

On October 7, 2024, the Company completed its IPO and received net proceeds of approximately $33.6 million. On October 10, 2024, the Company used a portion of the net proceeds to fully repay the $10.0 million outstanding principal balance on its unsecured line of credit with a correspondent bank.

Our financial statements, including earnings per share and book value per share, reflect the Reclassification retroactively. As a result, the financial statements as of and for the periods ended September 30, 2024 show no shares of Old Common Stock or Class A Common Stock outstanding, and 4,568,920 shares of Class B Common Stock issued and outstanding. Because the IPO occurred after September 30, 2024, the financial impacts are not included in the financial statements presented in this release.

Third Quarter 2024 Financial Highlights (Three Months Ended September 30, 2024):
•Consolidated Net Income: $7.5 million
•Earnings Per Share: $1.64 per basic and diluted common share outstanding
•Return on Average Equity: 29.90% (on an annualized basis)
•Return on Average Assets: 2.03% (on an annualized basis)
•Book Value Per Share: $22.95 compared to $20.57 at June 30, 2024, and $16.45 at September 30, 2023
Year-to-Date 2024 Financial Highlights (Nine Months Ended September 30, 2024):
•Consolidated Net Income: $17.2 million
•Earnings Per Share: $3.77 per basic and diluted common share outstanding




•Return on Average Equity: 25.00% (on an annualized basis)
•Return on Average Assets: 1.79% (on an annualized basis)
Financial Performance
The Company reported net income of $7.5 million for the third quarter of 2024, compared to $5.8 million in the second quarter of 2024 and $2.8 million in the third quarter of 2023. Earnings per share for the third quarter of 2024 were $1.64, compared to $1.27 for the second quarter of 2024 and $0.62 for the third quarter of 2023.

The increase in earnings during the third quarter of 2024 was primarily attributable to an increase in net interest income of $3.1 million over the second quarter of 2024, and $6.5 million over the third quarter of 2023. The rise in net interest income resulted from higher average interest-earning assets and an improvement in the net interest margin across both periods. Although non-interest income increased by $450 thousand over the second quarter of 2024 and by $1.9 million over the third quarter of 2023, these increases were offset by non-interest expense increases of $1.4 million over the second quarter of 2024 and $2.6 million over the third quarter of 2023.

For the nine months ended September 30, 2024, the Company reported net income of $17.2 million, compared to $5.5 million for the same period in 2023. Earnings per share for the nine months ended September 30, 2024 were $3.77, compared to $1.21 for the same period in 2023.

The increase in earnings for the first nine months of 2024 reflects a $13.0 million increase in net interest income, driven by a $258.8 million increase in average interest-earning assets, compared to the same period in 2023. Additionally, non-interest income rose $5.4 million compared to the same period in 2023, primarily due to higher fee income from IntraFi Cash Service® (ICS®) One-Way Sell® deposits. However, non-interest expenses increased $4.7 million, reflecting higher employment and professional services expenses associated with the Company’s preparations to become a public company.

Book Value Per Share (BVPS)
As of September 30, 2024, book value per share (BVPS) was $22.95, reflecting the retroactive application of the Reclassification for comparability, compared to $20.57 at June 30, 2024 and $16.45 at September 30, 2023.
The quarter-over-quarter increase in BVPS was primarily driven by $7.5 million in retained earnings during the third quarter of 2024. Additionally, a $3.4 million reduction in accumulated other comprehensive loss, largely due to improvements in the fair value of our available for sale bond portfolio, further contributed to BVPS growth.
The year-over-year increase in BVPS reflected a $20.6 million rise in retained earnings over the 12-month period and a $9.1 million reduction in accumulated other comprehensive loss.
Interest Income and Net Interest Margin
Net interest income for the third quarter of 2024 was $13.6 million, compared to $10.6 million in the second quarter of 2024 and $7.2 million in the third quarter of 2023. Income from interest-bearing deposits in other banks, primarily comprised of reserve balances at the Federal Reserve, drove the
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increase in net interest income to $7.4 million in the third quarter of 2024 from $4.9 million during the second quarter of 2024 and $1.7 million in the third quarter of 2023. Interest and dividends on securities also increased during the third quarter of 2024 to $3.9 million, from $3.2 million during the second quarter of 2024 and $3.0 million during the third quarter of 2023. The net interest margin, which is calculated as net interest income as a percentage of average interest-earning assets and presented on an annualized basis, was 3.73% in the third quarter of 2024, compared to 3.43% in the second quarter of 2024 and 2.78% in the third quarter of 2023.

For the nine months ended September 30, 2024, net interest income totaled $33.0 million, compared to $20.0 million for the same period in 2023, with a net interest margin of 3.47% compared to 2.64% for the nine months ended September 30, 2023. The income from interest-bearing deposits increased during the nine month period to $15.6 million compared to $3.7 million during the same period in 2023. During the nine months ended September 30, 2024, interest and dividends on securities increased to $10.2 million from $9.3 million during the first nine months of 2023.

The rise in net interest income and net interest margin during both the third quarter of 2024 and the nine months ended September 30, 2024 was driven by growth in reserves held at the Federal Reserve and investments in securities, along with declining deposit costs. The increase in these earning asset segments was primarily driven by a rise in deposits from political organizations ahead of the November 2024 presidential election. The interest rate paid by the Federal Reserve on reserve balances increased from 5.15% to 5.40% effective July 27, 2023 and decreased from 5.40% to 4.90% effective September 19, 2024.

Non-Interest Income
Non-interest income for the third quarter of 2024 was $3.1 million, driven by $2.5 million in deposit placement services income which is fee income we earn on One-Way Sell® deposits sold through the ICS® network. Many of these deposits were sourced from political organizations. Other contributors to non-interest income included $376 thousand in service charges on deposit accounts and $243 thousand in trust and wealth management income. By comparison, non-interest income was $2.6 million for the second quarter of 2024, driven by $2.0 million in deposit placement services income, $321 thousand in service charges on accounts, and $239 thousand in trust and wealth management services income. Non-interest income was $1.2 million for the third quarter of 2023, driven by $859 thousand in deposit placement services income, $227 thousand in service charges on accounts, and $149 thousand in trust and wealth management income.

For the nine months ended September 30, 2024, non-interest income totaled $7.4 million, driven by $5.6 million in deposit placement services income, $1.0 million in service charges on accounts, and $669 thousand in trust and wealth management income. This compares to $1.9 million in non-interest income for the same period in 2023, driven by $1.1 million in deposit placement services income, $651 thousand in service charges on account, and $407 thousand in trust and wealth management income.

Non-Interest Expenses
Total non-interest expense for the third quarter of 2024 was $7.4 million, compared to $6.0 million in the second quarter of 2024 and $4.9 million in the third quarter of 2023. The increase was primarily driven by higher salaries and employee benefit costs, and an increase in professional service fees associated with the Company’s preparation for becoming a public company.

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For the nine months ended September 30, 2024, total non-interest expenses were $19.2 million, compared to $14.4 million in the same period in 2023. The change was primarily driven by increased salaries and employee benefits, which totaled $11.6 million during the period, and increased professional services expenses, which increased to $2.2 million primarily on account of the increased professional service fees.

Balance Sheet & Related Highlights
As of September 30, 2024:
•Total assets were $1.6 billion, compared to $1.4 billion as of June 30, 2024, and $1.2 billion as of September 30, 2023.
•Total deposits were $1.4 billion, compared to $1.3 billion as of June 30, 2024, and $1.1 billion as of September 30, 2023.
•Total ICS® One-Way Sell® deposits were $432.3 million, compared to $499.2 million as of June 30, 2024, and $106.3 million as of September 30, 2023.
•Interest-bearing reserves held at the Federal Reserve were $627.0 million, compared to $471.2 million as of June 30, 2024 and $246.4 million as of September 30, 2023.
•The loan-to-deposit ratio was 20.92%, compared to 23.42% as of June 30, 2024, and 29.15% as of September 30, 2023.
•The ratio of non-performing assets to total assets remained at 0.00%, unchanged from June 30, 2024 and September 30, 2023.

Capital and Liquidity
As of September 30, 2024, the Company’s liquidity ratio was 85.31%, compared to 82.64% at June 30, 2024 and 76.28% at September 30, 2023. The liquidity ratio is calculated as the sum of cash and cash equivalents plus unpledged securities classified as investment grade, divided by total liabilities.

As of September 30, 2024, the Company’s tangible common equity to tangible total assets ratio was 6.74%, compared to 6.66% at June 30, 2024 and 6.53% at September 30, 2023. The ratio of tangible common equity to tangible total assets is calculated in accordance with GAAP and represents the ratio of common equity to total assets. The Company did not have any intangible assets or goodwill for the periods presented.

As of September 30, 2024, the Company’s Tier 1 leverage ratio was 7.59%, and the Company’s Tier 1 risk-based capital ratio stood at 28.17%. The Company’s total risk-based capital ratio was 29.29%. This compares to June 30, 2024 when the Tier 1 leverage ratio was 8.30%, the Tier 1 risk-based capital ratio 26.27% and the total risk-based capital ratio 27.42%. At September 30, 2023 the Tier 1 leverage ratio stood at 8.75%, the Tier 1 risk-based capital ratio 21.81% and the total risk-based capital ratio 22.95%.

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Trust & Wealth Department
As of September 30, 2024, the Bank’s Trust & Wealth Department oversaw total assets under administration (AUA) of $384.0 million, consisting of $111.2 million in assets under management (AUM) and $272.8 million in assets under custody (AUC). This compares to AUA of $364.0 million as of June 30, 2024, which consisted of $98.0 million in AUM and $266.0 million in AUC. As of September 30, 2023, AUA totaled $185.8 million, with $70.9 million in AUM and $114.9 million in AUC. Trust and wealth management income was $243 thousand in the third quarter of 2024, compared to $239 thousand in the second quarter of 2024 and $149 thousand in the third quarter of 2023.

Seasonal Deposit Trends and Outlook
As of September 30, 2024, the Bank maintained elevated deposit levels ahead of the November 2024 federal elections. We estimate that at least a majority of our deposit balances as of September 30, 2024 were sourced from political organizations. Deposits from political organizations are currently experiencing outflows, which we expect to continue through the end of the fourth quarter of 2024 and into early 2025, as the 2024 election cycle concludes. The outflows to date have been consistent with the seasonal patterns we have historically observed during federal election cycles. Historically, deposits from political organizations have typically increased in the periods leading up to federal elections and declined in the quarters during and after federal elections. The amount and timing of these deposit inflows and outflows are difficult to predict and may differ from historical patterns.
About Chain Bridge Bancorp, Inc.:
Chain Bridge Bancorp, Inc., a Delaware corporation, is the registered bank holding company for Chain Bridge Bank, National Association. Chain Bridge Bancorp, Inc. is regulated and supervised by the Federal Reserve under the Bank Holding Company Act of 1956, as amended. Chain Bridge Bank, National Association is a national banking association, chartered under the National Bank Act, and is subject to primary regulation, supervision, and examination by the Office of the Comptroller of the Currency. Chain Bridge Bank, National Association is a member of the Federal Deposit Insurance Corporation and provides banking, trust, and wealth management services. For more information, please visit our investor relations website at https://ir.chainbridgebank.com.

Media Contact:
Richard G. Danker
Senior Vice President - Communications
Chain Bridge Bancorp, Inc.
communications@chainbridgebank.com
703-748-3423
Investor Relations Contact:
Rachel G. Miller
Senior Vice President, Counsel and Corporate Secretary
Chain Bridge Bancorp, Inc.
IR@chainbridgebank.com
703-748-3427
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Cautionary Note Regarding Forward-Looking Statements
This communication contains forward-looking statements within the meaning of the U.S. federal securities laws. Forward-looking statements involve risks and uncertainties. You should not place undue reliance on forward-looking statements because they are subject to numerous uncertainties and factors relating to our operations and business, all of which are difficult to predict and many of which are beyond our control. Forward-looking statements include information concerning our possible or assumed future results of operations, including descriptions of our business strategy, and statements related to the level and composition of our deposits, including our ability to attract and retain, and the seasonality of, client deposits and, the amount and timing of deposit outflows through the end of the fourth quarter of 2024 and into early 2025. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other variations or comparable terminology and expressions. Actual results, performance, or achievements could differ materially from those contemplated, expressed, or implied by the forward-looking statements. Any forward-looking statements presented herein are made only as of the date of this press release, and the Company does not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, new information, the occurrence of unanticipated events, or otherwise, except as required by law.

Forward-looking statements include, among other things, statements relating to: (i) changes in trade, monetary and fiscal policies of, and other activities undertaken by, governments, agencies, central banks and similar organizations, including the effects of United States federal government spending; (ii) the level of, or changes in the level of, interest rates and inflation, including the effects on our net interest income, non-interest income, and the market value of our investment and loan portfolios; (iii) the level and composition of our deposits, including our ability to attract and retain, and the seasonality of, client deposits, including those in the ICS® network, as well as the amount and timing of deposit outflows through the end of the fourth quarter of 2024 and into early 2025; (iv) the level and composition of our loan portfolio, including our ability to maintain the credit quality of our loan portfolio; (v) current and future business, economic and market conditions in the United States generally or in the Washington, D.C. metropolitan area in particular; (vi) the effects of disruptions or instability in the financial system, including as a result of the failure of a financial institution or other participants in it, or geopolitical instability, including war, terrorist attacks, pandemics and man-made and natural disasters; (vii) the impact of, and changes, in applicable laws, regulations, regulatory expectations and accounting standards and policies; (viii) our likelihood of success in, and the impact of, legal, regulatory or other actions, investigations or proceedings related to our business; (ix) adverse publicity or reputational harm to us, our senior officers, directors, employees or clients; (x) our ability to effectively execute our growth plans or other initiatives; (xi) changes in demand for our products and services; (xii) our levels of, and access to, sources of liquidity and capital; (xiii) the ability to attract and retain essential personnel or changes in our essential personnel; (xiv) our ability to effectively compete with banks, nonbank financial institutions, and financial technology firms and the effects of competition in the financial services industry on our business; (xv) the effectiveness of our risk management and internal disclosure controls and procedures; (xvi) any failure or interruption of our information and technology systems, including any components provided by a third party; (xvii) our ability to identify and address cybersecurity threats and breaches; (xviii) our ability to keep pace with technological changes; (xix) our ability to receive dividends from the Bank and satisfy our obligations as they become due; (xx) the one-time and incremental costs of operating as a public company; (xxi) our ability to meet our obligations as a public company, including our obligation under Section 404 of Sarbanes-Oxley; and (xxii) the effect of our dual-class structure and the concentrated
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ownership of our Class B common stock, including beneficial ownership of our shares by members of the Fitzgerald Family.

You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this press release primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors, including the risks described in the “Risk Factors” section of the Company’s most recent Registration Statement on Form S-1, available at the Securities and Exchange Commission’s website (www.sec.gov).


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Chain Bridge Bancorp, Inc. and Subsidiary
Consolidated Financial Highlights
(Dollars in thousands, except per share data)
(unaudited)
As of or For the Three Months Ended
As of or For the Nine Months Ended
September 30,
2024		June 30,
2024		September 30,
2023		September 30,
2024		September 30,
2023
Key Performance Indicators
Net income
$7,487$5,805$2,843$17,209$5,517
Return on average assets1
2.03 %1.87 %1.09 %1.79 %0.72 %
Return on average risk-weighted assets 1,2
7.47 %5.77 %2.66 %5.68 %1.70 %
Return on average equity 1
29.90 %25.82 %15.05 %25.00 %10.10 %
Yield on average interest-earning assets 1,3
4.01 %3.73 %3.15 %3.77 %3.05 %
Cost of funds 1,4
0.30 %0.32 %0.40 %0.32 %0.44 %
Net interest margin 1,5
3.73 %3.43 %2.78 %3.47 %2.64 %
Balance Sheet and Other Highlights
Total assets
$1,555,282$1,412,017$1,151,113$1,555,282$1,151,113
Interest-bearing reserves held at the Federal Reserve Bank 6
627,045471,170246,444627,045246,444
Total debt securities 7
597,102600,739565,811597,102565,811
U.S. Treasury securities 7
242,302244,246191,923242,302191,923
Total gross loans 8
300,032305,305310,929300,032310,929
Total deposits
1,433,8681,303,3401,066,7691,433,8681,066,769
ICS® One-Way Sell® Deposits
Total ICS ® One-Way Sell® Deposits 9
$432,324$499,247$106,269$432,324$106,269
Fiduciary Assets
Trust & Wealth Department: Total assets under administration (AUA)
$383,993$364,020$185,827$383,993$185,827
Assets under management (AUM)
111,22998,03570,898111,22970,898
Assets under custody (AUC)
272,764265,984114,929272,764114,929
Liquidity & Asset Quality Metrics
Liquidity ratio 10
85.31 %82.64 %76.28 %85.31 %76.28 %
Loan-to-deposit ratio
20.92 %23.42 %29.15 %20.92 %29.15 %
Non-performing assets to total assets
0.00 %0.00 %0.00 %0.00 %0.00 %
Net charge offs (recoveries) / average loans outstanding
0.00 %0.00 %0.00 %0.00 %0.00 %
Allowance for credit losses on loans to gross loans outstanding
1.40 %1.42 %1.42 %1.40 %1.42 %
Allowance for credit losses on held to maturity securities /gross held to maturity securities
0.09 %0.08 %0.11 %0.09 %0.11 %
1 Ratios for interim periods are presented on an annualized basis.
2 Return on average risk-weighted assets is calculated as net income divided by average risk-weighted assets. Average risk-weighted assets is calculated using the last two quarter ends with respect to the three-month periods presented and using the last four quarter ends with respect to the nine-month periods presented.
3 Yield on average interest-earning assets is calculated as total interest and dividend income divided by average interest-earning assets.
4 Cost of funds is calculated as total interest expense divided by the sum of average total interest-bearing liabilities and average demand deposits.
5 Net interest margin is net interest income expressed as a percentage of average interest-earning assets.
6 Included in “interest-bearing deposits in other banks” on the consolidated balance sheet
7 Total debt securities is calculated as the sum of securities available for sale (AFS) and securities held to maturity (HTM). AFS securities are reported at fair value, and held to maturity securities are reported at carrying value, net of allowance for credit losses.
8 Includes loans held for sale.
9 IntraFi Cash Service® (ICS®) One-Way Sell® are deposits placed at other banks through the ICS® network. One-Way Sell® deposits are not included in the total deposits on the Company’s balance sheet. The Bank has the flexibility, subject to the terms and conditions of the IntraFi Participating Institution Agreement, to convert these One-Way Sell® deposits into reciprocal deposits which would then appear on the Company’s balance sheet.
10 Liquidity ratio is calculated as the sum of cash and cash equivalents and unpledged investment grade securities, expressed as a percentage of total liabilities.




Chain Bridge Bancorp, Inc. and Subsidiary
Consolidated Financial Highlights (continued)
(Dollars in thousands, except per share data)
(unaudited)
As of or For the Three Months Ended
As of or For the Nine Months Ended
September 30,
2024		June 30,
2024		September 30,
2023		September 30,
2024		September 30,
2023
Capital Information 11
Tangible common equity to tangible total assets ratio 12
6.74 %6.66 %6.53 %6.74 %6.53 %
Tier 1 capital
$112,223$104,736$91,619$112,223$91,619
Tier 1 leverage ratio
7.59 %8.30 %8.75 %7.59 %8.75 %
Tier 1 risk-based capital ratio
28.17 %26.27 %21.81 %28.17 %21.81 %
Total regulatory capital
$116,690$109,321$96,367$116,690$96,367
Total risk-based regulatory capital ratio
29.29 %27.42 %22.95 %29.29 %22.95 %
Chain Bridge Bancorp, Inc. Share Information (as adjusted for Reclassification) 13
Number of shares outstanding
4,568,9204,568,9204,568,2404,568,9204,568,240
Book value per share
$22.95$20.57$16.45$22.95$16.45
Earnings per share, basic and diluted
$1.64$1.27$0.62$3.77$1.21


11 Company-level capital information is calculated in accordance with banking regulatory accounting principles specified by regulatory agencies for supervisory reporting purposes.
12 The ratio of tangible common equity to tangible total assets is calculated in accordance with GAAP and represents common equity divided by total assets. The Company did not have any intangible assets or goodwill for the periods presented.
13 On October 3, 2024, the Company filed an Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, which reclassified and converted each outstanding share of the Company’s existing common stock, par value $1.00 per share, into 170 shares of Class B Common Stock, par value $0.01 per share (the “Reclassification”). Share information is presented on an as adjusted basis giving effect to the Reclassification. The number of basic and diluted shares are the same because there are no potentially dilutive instruments.




Chain Bridge Bancorp, Inc. and Subsidiary
Consolidated Balance Sheets
(Dollars in thousands, except per share data)
(unaudited)

September 30,
2024		December 31,
202314		September 30,
2023
Assets
Cash and due from banks
$11,732 $6,035 $6,940 
Interest-bearing deposits in other banks
628,035 310,732 247,504 
Total cash and cash equivalents
639,767 316,767 254,444 
Securities available for sale, at fair value
294,754 258,114 254,908 
Securities held to maturity, at carrying value, net of allowance for credit losses of $261, $348 and $348, respectively (fair value of $285,780, $283,916 and $275,926, respectively)
302,348 308,058 310,903 
Equity securities, at fair value
527 505 479 
Restricted securities, at cost
2,886 2,613 2,613 
Loans held for sale
- - 415 
Loans, net of allowance for credit losses of $4,206, $4,319 and $4,400, respectively
295,826 299,825 306,114 
Premises and equipment, net of accumulated depreciation of $7,163, $6,791 and $6,664, respectively
9,613 9,858 9,885 
Accrued interest receivable
5,360 4,354 4,636 
Other assets
4,201 5,108 6,716 
Total assets
$1,555,282 $1,205,202 $1,151,113 
Liabilities and stockholders’ equity
Liabilities
Deposits:
Noninterest-bearing
$1,249,724 $766,933 $703,036 
Savings, interest-bearing checking and money market
172,275 328,350 346,487 
Time, $250 and over
6,589 9,385 9,573 
Other time
5,280 7,357 7,673 
Total deposits
1,433,868 1,112,025 1,066,769 
Short-term borrowings
10,000 5,000 5,000 
Accrued interest payable
25 61 39 
Accrued expenses and other liabilities
6,546 4,679 4,152 
Total liabilities
1,450,439 1,121,765 1,075,960 
Commitments and contingencies
Stockholders’ equity
Preferred Stock: 15
No par value, 10,000,000 shares authorized, no shares issued and outstanding
- - - 
Class A Common Stock: 15
$0.01 par value, 20,000,000 shares authorized, no shares issued and outstanding
- - - 
Class B Common Stock: 15
$0.01 par value, 10,000,000 shares authorized, 4,568,920, 4,568,240, and 4,568,240 shares issued and outstanding
46 46 46 
Additional paid-in capital
38,276 38,264 38,264 
Retained earnings
73,901 56,692 53,309 
Accumulated other comprehensive loss
(7,380)(11,565)(16,466)
Total stockholders’ equity
104,843 83,437 75,153 
Total liabilities and stockholders’ equity
$1,555,282 $1,205,202 $1,151,113 
14 Derived from audited financial statements.
15 On October 3, 2024, the Company filed an Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, which reclassified and converted each outstanding share of the Company’s existing common stock, par value $1.00 per share, into 170 shares of Class B Common Stock, par value $0.01 per share (the “Reclassification”). The Reclassification also authorized 20,000,000 shares of Class A Common Stock, and 10,000,000 shares of Preferred Stock. Share information is presented on an as adjusted basis giving effect to the Reclassification. Accordingly, all shares and balances relating to Old Common Stock are reflected in Class B Common Stock.




Chain Bridge Bancorp, Inc. and Subsidiary
Consolidated Statements of Income
(Dollars in thousands, except per share data)
(unaudited)
Three Months EndedNine Months Ended
September 30,
2024		June 30,
2024		September 30,
2023		September 30,
2024		September 30,
2023
Interest and dividend income
Interest and fees on loans
$3,445 $3,391 $3,417 $10,115 $10,124 
Interest and dividends on securities, taxable
3,573 2,872 2,741 9,312 8,360 
Interest on securities, tax-exempt
284 285 304 863 918 
Interest on interest-bearing deposits in banks
7,366 4,943 1,681 15,568 3,680 
Total interest and dividend income
14,668 11,491 8,143 35,858 23,082 
Interest expense
Interest on deposits
813 815 861 2,437 2,822 
Interest on short-term borrowings
209 102 96 409 284 
Total interest expense
1,022 917 957 2,846 3,106 
Net interest income
13,646 10,574 7,186 33,012 19,976 
(Recapture of) provision for credit losses
Provision for (recapture of) loan credit losses
(131)13 1 (113)(82)
Provision for (recapture of) securities credit losses
13 (111)6 (297)804 
Total provision for (recapture of) credit losses
(118)(98)7 (410)722 
Net interest income after provision for (recapture of) credit losses13,764 10,672 7,179 33,422 19,254 
Noninterest income
Deposit placement services
2,464 2,031 859 5,617 1,106 
Service charges on accounts
376 321 227 1,008 651 
Trust and wealth management
243 239 149 669 407 
Gain on sale of mortgage loans
13 12 - 25 - 
Loss on sale of securities
(65)- (30)(65)(312)
Other income
49 27 16 104 89 
Total noninterest income
3,080 2,630 1,221 7,358 1,941 
Noninterest expenses
Salaries and employee benefits
4,280 3,788 3,116 11,553 9,237 
Professional services
1,206 483 207 2,154 623 
Data processing and communication expenses
669 664 570 1,928 1,683 
Virginia bank franchise tax
253 148 188 604 564 
Occupancy and equipment expenses
236 237 232 748 695 
FDIC and regulatory assessments
212 155 159 560 443 
Directors fees
191 171 100 523 286 
Insurance expenses
61 60 54 181 166 
Marketing and business development costs
47 50 48 169 170 
Other operating expenses
277 249 207 758 574 
Total noninterest expenses
7,432 6,005 4,881 19,178 14,441 
Net income before taxes
9,412 7,297 3,519 21,602 6,754 
Income tax expense1,925 1,492 676 4,393 1,237 
Net income
$7,487 $5,805 $2,843 $17,209 $5,517 
Earnings per common share, basic and diluted 16
$1.64 $1.27 $0.62 $3.77 $1.21 
Weighted average common shares outstanding, basic and diluted 16
4,568,9204,568,9204,568,2404,568,9204,568,240
16 Share information for all periods presented gives effect to the Reclassification. All earnings are attributed to Class B shares because no Class A shares were outstanding during the periods presented. The number of basic and diluted shares are the same because there are no potentially dilutive instruments.




The following tables show the average outstanding balance of each principal category of our assets, liabilities and stockholders’ equity, together with the average yields on our assets and the average costs of our liabilities for the periods indicated. Such yields and costs are calculated by dividing the annualized income or expense by the average daily balances of the corresponding assets or liabilities for the same period.
Chain Bridge Bancorp, Inc. and Subsidiary
Average Balance Sheets, Interest and Yield
(unaudited)
Three months ended September 30,
2024
2023
($ in thousands)
Average
balance
Interest
Average
yield/cost
Average
balance
Interest
Average
yield/cost
Assets:
Interest-earning assets:
Interest-bearing deposits in other banks
$540,419 $7,366 5.42 %$122,958 $1,681 5.42 %
Investment securities, taxable 17
550,044 3,573 2.58 %522,947 2,741 2.08 %
Investment securities, tax-exempt 17
62,876 284 1.80 %66,701 304 1.81 %
Loans
301,836 3,445 4.54 %313,248 3,417 4.33 %
Total interest-earning assets
1,455,175 14,668 4.01 %1,025,854 8,143 3.15 %
Less allowance for credit losses
(4,584)(4,758)
Non-interest-earning assets
18,588 10,498 
Total assets
$1,469,179 $1,031,594 
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Savings, interest-bearing checking and money market
207,387 727 1.39 %266,380 736 1.10 %
Time deposits
11,887 86 2.88 %17,567 125 2.82 %
Short term borrowings
10,000 209 8.31 %5,000 96 7.62 %
Total interest-bearing liabilities
229,274 1,022 1.77 %288,947 957 1.31 %
Non-interest-bearing liabilities:
Demand deposits
1,134,556 663,920 
Other liabilities
5,743 3,774 
Total liabilities
1,369,573 956,641 
Stockholders’ equity
99,606 74,953 
Total liabilities and stockholder’s equity
$1,469,179 $1,031,594 
Net interest income13,646 7,186 
Net interest margin
3.73 %2.78 %




Chain Bridge Bancorp, Inc. and Subsidiary
Average Balance Sheets, Interest and Yield (continued)
(unaudited)
Nine months ended September 30,
2024
2023
($ in thousands)
Average
balance
Interest
Average
yield/cost
Average
balance
Interest
Average
yield/cost
Assets:
Interest-earning assets:
Interest-bearing deposits in other banks
$380,955 $15,568 5.46 %$95,959 $3,680 5.13 %
Investment securities, taxable 17
524,889 9,312 2.37 %532,866 8,360 2.10 %
Investment securities, tax-exempt 17
63,693 863 1.81 %67,376 918 1.82 %
Loans
302,624 10,115 4.46 %317,120 10,124 4.27 %
Total interest-earning assets
1,272,161 35,858 3.77 %1,013,321 23,082 3.05 %
Less allowance for credit losses
(4,644)(4,807)
Noninterest-earning assets
16,499 10,643 
Total assets
$1,284,016 $1,019,157 
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Savings, interest-bearing checking and money market
221,488 2,133 1.29 %291,959 2,435 1.12 %
Time deposits
13,911 304 2.92 %18,402 387 2.81 %
Short term borrowings
6,752 409 8.09 %5,220 284 7.27 %
Total interest-bearing liabilities
242,151 2,846 1.57 %315,581 3,106 1.32 %
Non-interest-bearing liabilities:
Demand deposits
944,693 626,949 
Other liabilities
5,233 3,568 
Total liabilities
1,192,077 946,098 
Stockholders’ equity
91,939 73,059 
Total liabilities and stockholder’s equity
$1,284,016 $1,019,157 
Net interest income$33,012 $19,976 
Net interest margin

3.47 %2.64 %
17 Average balances for securities transferred from AFS to HTM at fair value are shown at carrying value. Average balances for AFS and all other HTM bonds are shown at amortized cost.

v3.24.3
Cover
Oct. 29, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Oct. 29, 2024
Registrant Name Chain Bridge Bancorp, Inc.
Entity File Number 001-42302
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 20-4957796
Entity Address, Address Line One 1445-A Laughlin Avenue
Entity Address, City or Town McLean
Entity Address, State or Province VA
Entity Address, Postal Zip Code 22101
Local Phone Number 703
City Area Code 748-2005
Title of 12(b) Security Class A common stock, par value $0.01 per share
Trading Symbol CBNA
Security Exchange Name NYSE
Entity Emerging Growth Company true
Entity Ex Transition Period true
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Amendment Flag false
Central Index Key 0001392272
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