▸ Alternative financial products, digital banking trends, and technological change could affect our deposit base and competitive position.· · · · · ● 1 ▸ As a community bank, we have different lending risks than larger banks due to our focus on individuals and small to medium-sized businesses.· · · · · ● 1 ▸ Consumer financial protection regulations could impact our compliance obligations and business practices.· · · · · ● 1 ▸ Credit losses could adversely affect our earnings and financial condition.· · · · · ● 1 ▸ Cybersecurity threats and operational system failures could disrupt our business and result in financial losses.· · · · · ● 1 ▸ Cybersecurity threats, including attacks on us or our third-party service providers, and operational system failures could disrupt our business, result in financial losses, increase compliance and remediation costs, and harm our reputation.· · · · · ● 1 ▸ Declines in assets under management could adversely affect our investment advisory business.· · · · · ● 1 ▸ Failure to maintain effective internal and disclosure controls could adversely affect our financial reporting and stock price.· · · · · ● 1 ▸ Foreclosed properties could lead to increased operating expenses and losses.· · · · · ● 1 ▸ Liquidity risk could adversely affect our business and financial condition.· · · · · ● 1 ▸ Loss of PWW’s key employees could adversely affect our investment advisory business.· · · · · ● 1 ▸ Loss of key employees could adversely affect our business.· · · · · ● 1 ▸ Regulatory capital requirements could adversely affect our operations and profitability.· · · · · ● 1 ▸ The investment advisory industry is subject to extensive regulation, and any enforcement action or adverse regulatory changes could decrease our revenues and profitability.· · · · · ● 1 ▸ Virginia law and the provisions of our articles of incorporation and bylaws could deter or prevent takeover attempts.· · · · · ● 1 ▸ We are subject to extensive regulation that could limit or restrict our activities and adversely affect our profitability.· · · · · ● 1 ▸ We depend on the accuracy of information provided by clients and counterparties.· · · · · ● 1 ▸ We face substantial competition in our markets.· · · · · ● 1 ▸ We have suffered non-material losses in the past from such events and there can be no assurance that such events will not have a material effect on the Bank.· · · · · ● 1 ▸ We may need to raise additional capital in the future, which may not be available on acceptable terms.· · · · · ● 1 ▸ Future public health emergencies could adversely affect our business, financial condition, and results of operations.· · · · ● ● 2 rw ▸ Inflation could adversely impact our customers’ ability to repay loans.· · ● ● ● ● 4 rw ▸ As a community bank, our ability to maintain our reputation is critical to the success of our business, and our failure to do so may materially adversely affect our performance.· ● ● ● ● ● 5 ▸ Changes in the financial markets could impair the value of our investment portfolio.· ● ● ● ● ● 5 ▸ Our corporate culture has contributed to our success, and if we cannot maintain this culture as we grow, we could lose the teamwork and increased productivity fostered by our culture, which could harm our business.· ● ● ● ● ● 5 ▸ Our decisions regarding how we manage our credit exposure may materially and adversely affect our business.· ● ● ● ● ● 5 ▸ Our profitability is vulnerable to interest rate fluctuations and changes in monetary policies.· ● ● ● ● ● 5 ▸ group REGULATORY AND LEGAL RISKS· ● ● ● ● ● 5 ▸ We may not be able to attract and retain investment advisory clients.· ● ● ● ● ● 5 ▸ group Consumer Financial Protection Bureau Oversight· · · · ● · 1 ▸ group Digital Banking Trends and Deposit Volatility· · · · ● · 1 ▸ group Digital Banking and Cryptocurrency Exposure· · · · ● · 1 ▸ Our efforts to increase our levels of commercial and industrial loans may be impacted by increased interest rates, recession, or other adverse economic conditions.· · ● ● ● · 3 ▸ Although we maintain safeguards to protect against these risks, we have suffered losses in the past and there can be no assurance that we will not suffer losses in the future that may be material in amount or nature.· ● ● ● ● · 4 rw ▸ Failure toimplement new technologies in our operations may adversely affect our growth or profits.· ● ● ● ● · 4 rw ▸ If we fail to maintain an effective system of internal and disclosure controls, we may not be able to accurately report our financial results or prevent or detect fraud.· ● ● ● ● · 4 ▸ If we fail to retain PWW’s key employees, the growth and profitability of our investment advisory business could be adversely affected.· ● ● ● ● · 4 ▸ Revenues and profitability from our investment advisory business may be adversely affected by any reduction in assets under management, which could reduce fees earned.· ● ● ● ● · 4 ▸ The Company’s business, financial condition, liquidity and results of operations may be, adversely affected by a resurgence of COVID-19 or other pandemics.· ● ● ● · · 3 rw ▸ The Dodd-Frank Reform Act and any implementing rules that are ultimately issued could have adverse implications on the financial industry, the competitive environment and our ability to conduct business.· ● ● ● ● · 4 ▸ The local economic conditions in these areas have a significant impact on the Company’s commercial and industrial, real estate and construction loans, the ability of its borrowers to repay their loans and the value of· ● · · · · 1 ▸ We depend on the accuracy and completeness of information about clients and counterparties, and our financial condition could be adversely affected if we rely on misleading information.· ● ● ● ● · 4 ▸ A failure in or breach of our operational or security systems or infrastructure, or those of our third● · · · · · 1 ▸ A majority of our loan portfolio is secured by commercial real estate. Loans secured by commercial real estate are● · · · · · 1 ▸ A significant portion of our total loan portfolio contains real estate loans with balances in excess of $1,000,000. The● · · · · · 1 ▸ A significant source of risk arises from the possibility that we could sustain losses due to loan defaults and nonperformance on loans. We● · · · · · 1 ▸ group A substantial majority of our loans have real estate as a primary or● · · · · · 1 ▸ ASU 2016-13, Financial Instruments-Credit Losses. Currently, the impairment model is based on incurred losses, and loans are recognized as impaired when there is no longer an assumption that future cash flows● · · · · · 1 ▸ Additional growth and regulatory requirements may require us to raise additional capital in the future, and capital may not be available when it is● · · · · · 1 ▸ All of the loans that we make are subject to written loan policies adopted by our board of directors and to supervisory guidelines imposed by● · · · · · 1 ▸ Any failure to maintain effective controls or timely effect any necessary improvement of our● · · · · · 1 ▸ group As a bank holding company, we are primarily● · · · · · 1 ▸ As a community bank, our ability to maintain our reputation is critical to the success of our● · · · · · 1 ▸ group As a community bank, our reputation is one of● · · · · · 1 ▸ As a community bank, we have different lending risks than larger banks. We provide services to● · · · · · 1 ▸ Banking regulators have indicated that Virginia banking organizations should generally● · · · · · 1 ▸ Checking, savings and money market deposit account balances and other forms of customer deposits can decrease when customers perceive● · · · · · 1 ▸ group Competition for personnel is intense, and we may not be successful in● · · · · · 1 ▸ Compliance with the Dodd-Frank Reform Act will increase our regulatory compliance burdens, and may increase our operating costs and may adversely impact our earnings or capital ratios, or both.● ● ● ● ● · 5 rw ▸ Consumer Financial Protection Bureau’s (the “CFPB”) “ability-to-repay” and “qualified mortgage” rules may have a negative impact on● · · · · · 1 ▸ Effective internal control over financial reporting and disclosure controls and procedures are necessary for us to provide reliable financial reports and effectively prevent or detect fraud and to operate successfully as a public company.● ● ● ● ● · 5 rw ▸ From time-to-time, we foreclose upon and take title to the real estate serving as collateral for our loans as part of our business. If our OREO balance increases, management expects that our earnings will be● · · · · · 1 ▸ Governmental authorities have taken unprecedented measures to provide economic assistance to individual households and businesses, stabilize● · · · · · 1 ▸ III (President of the Company and President and CEO of the Bank), J. Todd Scruggs (Secretary-Treasurer of the Company and Executive Vice President and CFO of the Bank), Harry P. “Chip” Umberger (Executive Vice President and Senior Credit● · · · · · 1 ▸ group If the Bank is not permitted to pay cash● · · · · · 1 ▸ If we fail to retain our key employees, our growth and profitability could be adversely affected.● ● ● ● ● · 5 ▸ If we suffer credit losses from a decline in credit quality, our earnings will decrease.● ● ● ● ● · 5 rw ▸ In June 2016, the Financial Accounting Standards Board decided to change how banks estimate losses in the allowance calculation, and it issued● · · · · · 1 ▸ In deciding whether to extend credit or to enter into other transactions with clients and counterparties, we may rely on information furnished to us by or on behalf of clients and counterparties, including financial statements and other● · · ● · · 2 rw ▸ In the future, we may attempt to increase our capital resources or, if our or the Bank’s capital ratios fall below the required minimums,● · · · · · 1 ▸ Liquidity risk is the potential that we will be unable to meet our obligations as they become due, capitalize on growth opportunities as they● · · · · · 1 ▸ Management is currently evaluating the impact of these changes to our financial position and results of operations. The allowance is a● · · · · · 1 ▸ Officer of the Bank), and Michael A. Syrek (Executive Vice President and Senior Loan Officer of the Bank). We are especially dependent on these executives as well as other key personnel because, as a community bank, we depend on our management● · · · · · 1 ▸ On January 10, 2013, the CFPB issued a final rule to implement the “qualified mortgage” provisions of the Dodd-Frank Reform Act● · · · · · 1 ▸ group Our articles of incorporation● · · · · · 1 ▸ Our common stock commenced trading on The NASDAQ Capital Market on January 25, 2012, and trading volumes since that time have been● · · · · · 1 ▸ Our computer systems, software and networks have been and will continue to be vulnerable to unauthorized access, loss or destruction of data● · · · · · 1 ▸ group Our corporate culture has contributed to our success, and if we cannot● · · · · · 1 ▸ Our investment securities portfolio is a significant component of our total earning assets. Turmoil in the financial markets could impair the● · · · · · 1 ▸ Our plans for future expansion depend, in some instances, on factors beyond our control, and an unsuccessful attempt to achieve growth could have a● · · · · · 1 ▸ Our success depends primarily on the general economic conditions of the primary markets in Virginia in which we operate and where our loans are● · · · · · 1 ▸ Our success is, and is expected to remain, highly dependent on our executive management team. Four of our key executives are Robert R. Chapman● · · · · · 1 ▸ Pursuant to the Regulatory Relief Act, on September 17, 2019, the federal banking agencies adopted a final rule regarding a community bank leverage ratio. Under the final rule, which was effective on January 1, 2021, depository● · · · ● · 2 rw ▸ Severe weather, natural disasters, widespread disease or pandemics (including the● · · · · · 1 ▸ Severe weather, natural disasters, widespread disease or pandemics (including the recent coronavirus outbreak), acts of war or terrorism or● · · · · · 1 ▸ Signed into law on July 21, 2010, the Dodd-Frank Reform Act has represented a● · · · · · 1 ▸ Technology and other changes now allow many consumers to complete financial transactions● · · · · · 1 ▸ Technology has lowered barriers to entry and made it possible for non-banks to offer products and● · · · · · 1 ▸ The COVID-19 pandemic has negatively impacted the local, state, national, and world economies. The pandemic has created economic and financial disruptions that have adversely affected, and are likely to● · · · · · 1 ▸ group The Company faces the risk that the● · · · · · 1 ▸ The Company is a legal entity, separate and distinct from the Bank. The Company currently does not have any significant sources of revenue● · · · · · 1 ▸ The Company may also be subject to disruptions of its systems arising from events that are wholly or partially beyond our control (including,● · · · · · 1 ▸ The FDIC insures deposits at FDIC-insured depository institutions, such as the Bank, up to applicable limits. The amount of a● · · · · · 1 ▸ The banking and financial services industry is highly competitive. We compete as a financial intermediary with other commercial banks, savings● · · · · · 1 ▸ The extent to which the COVID-19 pandemic impacts our business, results of operation, and financial● · · · · · 1 ▸ group The length of the pandemic and the efficacy of the extraordinary● · · · · · 1 ▸ The local economic conditions in these areas have a significant impact on the Company’s● · · · · · 1 ▸ The markets for our deposit and lending products and services are highly competitive, and we face substantial competition.● ● ● ● ● · 5 ▸ The short-termand long-term impact of regulatory capital requirements and capital rules is uncertain.● ● ● ● ● · 5 rw ▸ These policies and procedures necessarily rely on our making various assumptions and judgments about the collectability of our loan portfolio,● · · · · · 1 ▸ Tier 1 capital ratio of 6.5% and a Tier 1 capital ratio of 8.0%. The application of more stringent capital requirements for the Bank could, among other things, result in lower returns on invested capital, require the raising of additional capital● · · · · · 1 ▸ Under the capital standards, in order to be well-capitalized, the Bank is required to have a common equity to● · · · · · 1 ▸ Virginia law and the provisions of our articles of incorporation and bylaws could deter or prevent takeover attempts by a potential purchaser of our common stock that would be willing to pay holders a premium for their shares of our common stock.● ● ● ● ● · 5 rw ▸ We are subject to extensive federal and state regulation. Because government● · · · · · 1 ▸ We are subject to extensive regulation that could limit or restrict our activities and impose financial requirements or limitations on the conduct of our business, which limitations or restrictions could adversely affect our profitability.● ● ● ● ● · 5 rw ▸ We are subject to liquidity risk.● ● ● ● ● · 5 ▸ We believe that a critical contributor to our success has been our corporate culture, which we believe fosters teamwork and increased● · · · · · 1 ▸ We could sustain losses if borrowers, guarantors or related parties fail to perform in accordance with the terms of their loans. We have● · · · · · 1 ▸ We have established an evaluation process designed to determine the adequacy of our allowance for● · · · · · 1 ▸ We manage our credit exposure through careful monitoring of lending relationships and loan concentrations in particular industries, and through loan approval and review procedures.● ● · · · · 2 rw ▸ We may acquire and hold other real estate owned (OREO) properties, which could lead to increased operating expenses and vulnerability to declines in the market value of real estate in our areas of operations.● ● ● ● ● · 5 rw ▸ We may in the future issue additional shares of our common stock to raise cash for operations or to fund acquisitions, to provide equity-based● · · · · · 1 ▸ We rely heavily on communications and information systems to conduct our business. Any failure, interruption or breach in security● · · · · · 1 ▸ A limited market exists for our common stock.● ● ● ● ● ● 6 ▸ A percentage of the loans in our portfolio currently include exceptions to our loan policies and supervisory guidelines.● ● ● ● ● ● 6 ▸ A significant portion of our loan portfolio is secured by real estate, and events that negatively impact the real estate market could hurt our business.● ● ● ● ● ● 6 rw ▸ Changes in consumers’ use of banks and changes in consumers’ spending and saving habits could adversely affect our financial results.● ● ● ● ● ● 6 rw ▸ Commercial real estate loans increase our exposure to credit risk.● ● ● ● ● ● 6 rw ▸ Future offerings of debt or other securities may adversely affect the market price of our stock.● ● ● ● ● ● 6 ▸ Our ability to pay cash dividends is limited, and we may be unable to pay future dividends even if we desire to do so.● ● ● ● ● ● 6 ▸ Our allowance for credit losses may not be adequate to cover actual losses.● ● ● ● ● ● 6 rw ▸ Our deposit insurance premiums could be substantially higher in the future, which could have a material adverse effect on our future earnings.● ● ● ● ● ● 6 ▸ Our loan portfolio contains a number of real estate loans with relatively large balances.● ● ● ● ● ● 6 ▸ Our profitability depends significantly on local economic conditions.● ● ● ● ● ● 6 ▸ Our stockholders may experience dilution due to issuances of additional securities.● ● ● ● ● ● 6 rw ▸ group RISKS RELATED TO OUR BUSINESS● ● ● ● ● ● 6 ▸ group RISKS RELATED TO OUR STOCK● ● ● ● ● ● 6 ▸ Severe weather, natural disasters, acts of war or terrorism or other adverse external events could significantly impact our business.● ● ● ● ● ● 6 rw ▸ The laws and regulations applicable to the banking industry could change at any time, and these changes may adversely affect our business and profitability.● ● ● ● ● ● 6 rw ▸ We are subject to operational risks.● ● ● ● ● ● 6 ▸ We may lose lower-cost funding sources.● ● ● ● ● ● 6