SEC Comment Letter 0000000000-23-013631 to Virginia National Bankshares Corp (VABK) (CIK 0001572334) (VABK)
Virginia National Bankshares Corp (VABK) (CIK 0001572334)
Date: Dec. 14, 2023 · CIK: 0001572334 · Accession: 0000000000-23-013631
AI Filing Summary & Sentiment
File numbers found in text: 001-40305
Letter
United States securities and exchange commission logo December 14, 2023 Tara Y. Harrison Executive Vice President & Chief Financial Officer Virginia National Bankshares Corporation 404 People Place Charlottesville, VA 22911 Re:Virginia National Bankshares Corporation Form 10-K for the Fiscal Year Ended December 31, 2022 Response dated December 1, 2023 File No. 001-40305 Dear Tara Y. Harrison: We have reviewed your December 1, 2023 response to our comment letter and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our November 17, 2023 letter. Form 10-K for the Fiscal Year Ended December 31, 2022 Management's Discussion and Analysis of Financial Condition and Results of Operations Non-GAAP Presentations, page 33 1.We note your response to comment one. In regards to your non-GAAP measure for "ACL + fair value mark to total loans," your adjustment adding the purchase accounting fair value marks represents an individually tailored recognition and measurement method, which could result in a financial measure that violates Rule 100(b) of Regulation G. Therefore, please remove this non-GAAP financial measure from your future filings. Please contact Jee Yeon Ahn at 202-551-3673 or Robert Klein at 202-551-3847 if you have questions regarding comments on the financial statements and related matters.
FirstName LastNameTara Y. Harrison Comapany NameVirginia National Bankshares Corporation December 14, 2023 Page 2 FirstName LastName Tara Y. Harrison Virginia National Bankshares Corporation December 14, 2023 Page 2 Sincerely, Division of Corporation Finance Office of Finance
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United States securities and exchange commission logo
December 14, 2023
Tara Y. Harrison
Executive Vice President & Chief Financial Officer
Virginia National Bankshares Corporation
404 People Place
Charlottesville, VA 22911
Re:Virginia National Bankshares Corporation
Form 10-K for the Fiscal Year Ended December 31, 2022
Response dated December 1, 2023
File No. 001-40305
Dear Tara Y. Harrison:
We have reviewed your December 1, 2023 response to our comment letter and have the
following comment.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments. Unless
we note otherwise, any references to prior comments are to comments in our November 17, 2023
letter.
Form 10-K for the Fiscal Year Ended December 31, 2022
Management's Discussion and Analysis of Financial Condition and Results of Operations
Non-GAAP Presentations, page 33
1.We note your response to comment one. In regards to your non-GAAP measure for "ACL
+ fair value mark to total loans," your adjustment adding the purchase accounting fair
value marks represents an individually tailored recognition and measurement method,
which could result in a financial measure that violates Rule 100(b) of Regulation
G. Therefore, please remove this non-GAAP financial measure from your future filings.
Please contact Jee Yeon Ahn at 202-551-3673 or Robert Klein at 202-551-3847 if you
have questions regarding comments on the financial statements and related matters.
FirstName LastNameTara Y. Harrison
Comapany NameVirginia National Bankshares Corporation
December 14, 2023 Page 2
FirstName LastName
Tara Y. Harrison
Virginia National Bankshares Corporation
December 14, 2023
Page 2
Sincerely,
Division of Corporation Finance
Office of Finance