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John Marshall Bancorp, Inc.
CIK: 0001710482  ·  File(s): 333-287499  ·  Started: 2025-05-29  ·  Last active: 2025-06-03
Response Received 1 company response(s) High - file number match
UL SEC wrote to company 2025-05-29
John Marshall Bancorp, Inc.
File Nos in letter: 333-287499
CR Company responded 2025-06-03
John Marshall Bancorp, Inc.
File Nos in letter: 333-287499
John Marshall Bancorp, Inc.
CIK: 0001710482  ·  File(s): 001-41315  ·  Started: 2022-03-24  ·  Last active: 2022-04-22
Response Received 2 company response(s) High - file number match
UL SEC wrote to company 2022-03-24
John Marshall Bancorp, Inc.
File Nos in letter: 001-41315
Summary
Generating summary...
CR Company responded 2022-04-04
John Marshall Bancorp, Inc.
File Nos in letter: 001-41315
References: March 24, 2022
Summary
Generating summary...
CR Company responded 2022-04-22
John Marshall Bancorp, Inc.
File Nos in letter: 001-41315
Summary
Generating summary...
DateTypeCompanyLocationFile NoLink
2025-06-03 Company Response John Marshall Bancorp, Inc. VA N/A Read Filing View
2025-05-29 SEC Comment Letter John Marshall Bancorp, Inc. VA 333-287499 Read Filing View
2022-04-22 Company Response John Marshall Bancorp, Inc. VA N/A Read Filing View
2022-04-04 Company Response John Marshall Bancorp, Inc. VA N/A Read Filing View
2022-03-24 SEC Comment Letter John Marshall Bancorp, Inc. VA N/A Read Filing View
DateTypeCompanyLocationFile NoLink
2025-05-29 SEC Comment Letter John Marshall Bancorp, Inc. VA 333-287499 Read Filing View
2022-03-24 SEC Comment Letter John Marshall Bancorp, Inc. VA N/A Read Filing View
DateTypeCompanyLocationFile NoLink
2025-06-03 Company Response John Marshall Bancorp, Inc. VA N/A Read Filing View
2022-04-22 Company Response John Marshall Bancorp, Inc. VA N/A Read Filing View
2022-04-04 Company Response John Marshall Bancorp, Inc. VA N/A Read Filing View
2025-06-03 - CORRESP - John Marshall Bancorp, Inc.
CORRESP
 1
 filename1.htm

 ​ JOHN MARSHALL BANCORP, INC. 1943 Isaac Newton Square, Suite 100 Reston, Virginia 20190 ​ ​ ​ ​ June 3, 2025 ​ BY EDGAR TRANSMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 ​ Attention: Ms. Aisha Adegbuyi ​ Re: John Marshall Bancorp, Inc. Registration Statement on Form S-3 File No. 333-287499 Request for Acceleration of Effectiveness ​ Dear Ms. Adegbuyi: ​ Pursuant to Rule 461 under the Securities Act of 1933, John Marshall Bancorp, Inc., a Virginia corporation (the “Company”), hereby requests acceleration of the effective date of its Registration Statement on Form S-3 filed on May 22, 2025 (File No. 333-287499), to 4:00 p.m., Eastern Time, on June 5, 2025, or as soon thereafter as practicable. ​ The Company respectfully requests that it be notified when this request for acceleration has been granted by a telephone call or email to Scott H. Richter of Williams Mullen at (804) 420-6221 or srichter@williamsmullen.com. Thank you for your assistance. ​ ​ Sincerely, ​ John Marshall Bancorp, Inc. ​ By: /s/ Kent D. Carstater ​ ​ Kent D. Carstater Senior Executive Vice President and Chief Financial Officer ​ ​ ​ cc: Scott H. Richter Benjamin A. McCall ​
2025-05-29 - UPLOAD - John Marshall Bancorp, Inc. File: 333-287499
<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 29, 2025

Christopher W. Bergstrom
Chief Executive Officer
John Marshall Bancorp, Inc.
1943 Isaac Newton Square, Suite 100
Reston, VA 20190

 Re: John Marshall Bancorp, Inc.
 Registration Statement on Form S-3
 Filed May 22, 2025
 File No. 333-287499
Dear Christopher W. Bergstrom:

 This is to advise you that we have not reviewed and will not review your
registration
statement.

 Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

 Please contact Aisha Adegbuyi at 202-551-8754 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Scott H. Richter, Esq.
</TEXT>
</DOCUMENT>
2022-04-22 - CORRESP - John Marshall Bancorp, Inc.
CORRESP
1
filename1.htm

John Marshall Bancorp, Inc. - FORM correspondence

John Marshall Bancorp, Inc.

1943 Isaac Newton Square, Suite 100

Reston, Virginia 20190

April 22, 2022

BY EDGAR TRANSMISSION

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, D.C.  20549

Attn:

Ms. Jessica Livingston

     Re: John Marshall Bancorp, Inc.

Registration Statement on Form 10-12B

File No. 001-41315

Dear Ms. Livingston:

Pursuant to Rule 12d1-2 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), John Marshall Bancorp, Inc. (the “Company”) hereby respectfully requests that the effective date and time of the above-referenced Registration Statement on Form 10 be accelerated so that it will become effective under the Exchange Act at 4:10 p.m., Eastern Time, on April 26, 2022, or as soon thereafter as practicable. The Company also requests that the Securities and Exchange Commission confirm such effective date and time in writing.

Please contact me at (703) 289-5922 with any questions you may have concerning this request, and also please notify me by telephone when this request for acceleration has been granted.  Thank you for your assistance.

Very truly yours,

John Marshall Bancorp, Inc.

By: /s/ Kent D. Carstater

Kent D. Carstater

Chief Financial Officer
2022-04-04 - CORRESP - John Marshall Bancorp, Inc.
Read Filing Source Filing Referenced dates: March 24, 2022
CORRESP
1
filename1.htm

U.S Securities and Exchange Commission

Division of Corporation Finance

Office of Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn:	     Ms.
Jessica Livingston

Re: John Marshall
Bancorp, Inc.

Registration
Statement on Form 10-12B

Filed March
4, 2022

File No.
001-41315

Dear Ms. Livingston,

This letter is the response of John Marshall Bancorp, Inc. (the
 “Company”) to the comments provided by the staff of the U.S. Securities and Exchange Commission (the “Staff”)
by letter dated March 24, 2022 concerning the Company’s Registration Statement on Form 10-12B (File No. 001-41315)
that was filed on March 4, 2022.

We are concurrently filing Amendment No. 1 to our Registration
Statement on Form 10-12B (“Amendment No. 1”), which incorporates revisions in response to the Staff’s comments.

To assist the Staff’s review, we have included the text of the
Staff’s comments below in bold type followed in each case by our response.

Lending Services, page 7

 1. Please add balancing disclosure to briefly state the most significant risks to your lending activities, including without limitation,
the lack of seasoning of your loans, the higher credit risk of your lending focus, and that a significant percentage of your
loans are attributable to a relatively small number of borrowers.

Response:
In response to the Staff’s comment, the requested disclosure is included on page 7 of Amendment No. 1.

 2. Please cross reference your tabular presentation of the Company’s composition of loans on page 51.

Response:
In response to the Staff’s comment, a cross reference to the Loan Portfolio section of Item 2, which contains the Company’s
composition of loans, is included on page 7 of Amendment No. 1.

Deposit Activities, page 10

 3. Please balance the discussion of your strengths on page 6 with disclosure here regarding the significant concentrations in
your deposit portfolio or provide a cross reference to that risk factor.

Response:
In response to the Staff’s comment, a cross reference to the risk factor regarding the concentrations in the Company’s deposit
portfolio is included on page 10 of Amendment No. 1.

Dividends, page 75

 4. We refer to your March 16, 2022 press release that the Board of Directors declared a one-time, special cash dividend of $0.20
per outstanding share of common stock. Please update your disclosure to include this dividend and reconcile disclosure on page 38
that the “board of directors currently intends to retain earnings for the purpose of capitalizing future growth” or advise.

Response:
In response to the Staff’s comment, Item 9 on page 75 of Amendment No. 1 has been updated to disclose the Company’s
one-time, special cash dividend declared in March 2022. In addition, the risk factor summary and risk factor related to cash dividends
on pages 22 and 38 of Amendment No. 1, respectively, have been deleted.

* * * *

If you have any questions concerning this letter or would like any
further information, please do not hesitate to call me at (703) 289-5922.

Sincerely,

/s/ Kent D. Carstater

Kent D. Carstater

Chief Financial Officer

cc: Scott H. Richter, Esq.
2022-03-24 - UPLOAD - John Marshall Bancorp, Inc.
United States securities and exchange commission logo
March 24, 2022
Kent D. Carstater
Chief Financial Officer
John Marshall Bancorp, Inc.
1943 Isaac Newton Square
Suite 100
Reston, VA 20190
Re:John Marshall Bancorp, Inc.
Registration Statement on Form 10-12B
Filed March 4, 2022
File No. 001-41315
Dear Mr. Carstater:
            We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
            Please respond to these comments 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 our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Registration Statement on Form 10-12B
Lending Services, page 7
1.Please add balancing disclosure to briefly state the most significant risks to your lending
activities, including without limitation, the lack of seasoning of your loans, the higher
credit risk of your lending focus, and that a significant percentage of your loans are
attributable to a relatively small number of borrowers.
2.Please cross reference your tabular presentation of the Company’s composition of loans
on page 51.

 FirstName LastNameKent D. Carstater
 Comapany NameJohn Marshall Bancorp, Inc.
 March 24, 2022 Page 2
 FirstName LastName
Kent D. Carstater
John Marshall Bancorp, Inc.
March 24, 2022
Page 2
Business
Deposit Activities, page 10
3.Please balance the discussion of your strengths on page 6 with disclosure here regarding
the significant concentrations in your deposit portfolio or provide a cross reference to that
risk factor.
Dividends, page 75
4.We refer to your March 16, 2022 press release that the Board of Directors declared a one-
time, special cash dividend of $0.20 per outstanding share of common stock. Please
update your disclosure to include this dividend and reconcile disclosure on page 38 that
the "board of directors currently intends to retain earnings for the purpose of capitalizing
future growth" or advise.
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            You may contact Ben Phippen at 202-551-3697 or Amit Pande at 202-551-3423 if you
have questions regarding comments on the financial statements and related matters.  Please
contact Jessica Livingston at 202-551-3448 or Eric Envall at 202-551-3234 with any other
questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:       Scott Richter