Business Description

Overview John Marshall Bancorp, Inc. was organized as a Virginia corporation in 2016 to serve as the holding company for John Marshall Bank. The Company and the Bank are each headquartered in Reston, Virginia (approximately 20 miles west of Washington, D.C.). The Company commenced operations as a bank holding company on March 1, 2017 following a reorganization transaction in which it became the Bank’s holding company. This transaction was treated as an internal reorganization as all shareholders of the Bank became shareholders of the Company. As a bank holding company, the Company is subject to regulation and supervision by the Federal Reserve. The Company has no material operations other than its sole ownership of the Bank. The Bank is a Virginia chartered commercial bank that commenced operations in 2006. The Bank is supervised and regulated by the Federal Reserve and the Bureau of Financial Institutions of the Virginia State Corporation Commission (the “Virginia BFI”). We primarily serve small to medium-sized businesses, their owners and employees, professional corporations, non-profits and individuals with a broad range of banking products and financial services. Some of the products and services that we offer include commercial checking, savings and money market accounts, certificates of deposit, treasury and cash management services, commercial and industrial loans, commercial real estate loans, residential and commercial construction and development loans, U.S. Small Business Administration (“SBA”) 7(a) loans, consumer mortgages, online banking, and mobile banking. As of December 31, 2025, we had total consolidated assets of $2.33 billion, gross loans of $1.97 billion, total deposits of $1.97 billion and total shareholders’ equity of $265.6 million. Market Area A key factor in our ability to achieve our strategic goals and create shareholder value is the attractiveness of our market area. The market area in which we operate has seen considerable population and economic growth over the past several decades. Recent economic data suggest that the relative economic strength of our market area will continue, enabling us to grow our customer base and find opportunities to grow our market share. The Bank’s primary service area includes Arlington, Fairfax, Loudoun and Prince William counties in Virginia, Montgomery County in Maryland and the District of Columbia. The Bank has eight full service branch offices located in these contiguous cities or counties. Our primary service area comprises the majority of the population and household income of the Washington-Arlington-Alexandria, DC-VA-MD-WV (“Washington, D.C.”) Metropolitan Statistical Area (“MSA”). The Washington, D.C. MSA, according to U.S. Bureau of Economic Analysis data, ranked sixth among all MSAs for 2023 gross domestic product. According to data sourced from S&P Global Market Intelligence, among the largest MSAs ranked by gross domestic product (New York, Los Angeles, Chicago, San Francisco, Dallas and Washington), the Washington, D.C. MSA ranked second for 2025 median household income at $123,209, second in 2026 to 2031 projected population growth at 2.8% and first in the percentage of inhabitants 25 or older with a bachelor’s degree or higher educational attainment at 55.4%. According to the U.S. Bureau of Labor Statistics, the Washington, D.C. MSA’s December 2025 unemployment rate was 4.5%, less than the average of six largest MSAs. Based upon Federal Deposit Insurance Corporation (the “FDIC”) data as of June 30, 2025, the Washington D.C. MSA housed $315 billion of deposits, with the top five financial institutions controlling 68%. At June 30, 2025, our deposits were $1.90 billion, ranked 17 th in the MSA and represented a 0.6% market share. Nine of the sixteen banks ranked ahead of the Company are headquartered outside of the Washington, D.C. MSA. Our market area has experienced a significant degree of banking consolidation over the last several decades. Since the Company’s inception, banking assets in excess of $55 billion have been acquired. We believe that as financial institutions are merged with or acquired by remote, larger institutions, their customers can become further removed from the point of decision making.…