{"url_path":"/sec/avbh/10-q/2026/item-1a","section_key":"item-1a","section_title":"Item 1A Risk Factors**","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-13","source_url":"https://www.sec.gov/Archives/edgar/data/1443575/0001437749-26-016715-index.html","accession_number":"0001437749-26-016715","cik":"0001443575","ticker":"AVBH","issuer_name":"Avidbank Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1443575/0001437749-26-016715-index.html","primary_entity_key":"0001443575","primary_entity_name":"Avidbank Holdings, Inc."},"word_count":903,"has_tables":true,"body_markdown":"**Item 1A. Risk Factors**\n\n \n\nExcept as described below, there have been no other material changes from the Risk Factors as previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 18, 2026. Additional risks and uncertainties not currently known to us or that we currently believe to be immaterial may also adversely affect us.\n\n \n\n**Our Exposure to Software**‑**as**‑**a**‑**Service Borrowers Subjects Us to Risks From Rapid Developments in Artificial Intelligence**\n\n \n\nWe maintain lending relationships with software and technology-enabled companies, including those operating under software‑as‑a‑service (“SaaS”) business models. While SaaS borrowers represent approximately 8% of our total loan portfolio, their operating results and credit profiles may be more sensitive to rapid technological change than those of borrowers in more established industries. In particular, ongoing advances in artificial intelligence (“AI”), including generative AI and automation technologies, may adversely affect the competitive position, revenue stability, and long‑term viability of certain SaaS borrowers.\n\n \n\nAI developments may increase competitive intensity by lowering barriers to entry, accelerating product commoditization, and enabling customers or third‑party platforms to replicate or replace functionality traditionally provided by standalone software vendors. These pressures may result in pricing compression, higher customer churn, increased research and development costs, or reduced demand for certain software products. Smaller or less diversified SaaS companies, including those that rely on a limited number of products, customers, or end‑markets, may be less able to adapt quickly to these changes.\n\n \n\nAs a lender, we do not control our borrowers’ business strategies, product development timelines, or ability to successfully incorporate AI into their offerings. To the extent that AI‑related disruption adversely affects a borrower’s revenues, margins, or access to capital, its cash flows and ability to service debt obligations to us could be impaired. These risks may be amplified during periods of economic uncertainty or tightening financial conditions, when SaaS companies may have reduced access to external financing or equity capital.\n\n \n\nWhile we seek to manage these risks through underwriting standards, portfolio diversification, borrower monitoring, and ongoing credit reviews that consider technological and industry developments, the pace and scope of AI‑driven change remain uncertain. Technological disruption may occur more rapidly or in ways that are difficult to anticipate, which could limit the effectiveness of our risk management practices. A sustained deterioration in the financial condition of certain SaaS borrowers could result in increased nonperforming loans, charge‑offs, or provisions for credit losses and could adversely affect our business, earnings and financial condition.\n\n \n\n**Item** **2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities**\n\n \n\n(a)****\n\n**Unregistered Sales of Equity Securities**\n\n \n\nNone.\n\n \n\n(b)****\n\n**Use of Proceeds**\n\n \n\nNone.\n\n \n\n57\n\n[Table of Contents](#toc)\n\n \n\n(c)\n\n**Issuer Purchases of Equity Securities**\n\n \n\nThe Company announced a stock repurchase program on November 25, 2020, authorizing the repurchase of up to 5% or 307,780 shares of the Company’s then outstanding common stock. The program has no expiration date. Under the stock repurchase program, the Company may, from time to time, repurchase shares of its outstanding common stock in the open market, in privately-negotiated transactions, or otherwise, subject to applicable laws and regulations. The extent to which the Company repurchases its shares, and the timing of such repurchases, will depend upon a variety of factors, including market conditions, regulatory requirements, availability of funds, and other relevant considerations, as determined by the Company. The Company may, at its discretion, begin, suspend or terminate repurchases at any time prior to the program's expiration, without any prior notice. There is no obligation on the part of the Company to repurchase any shares of its common stock. See further Note 8 – *Shareholders*’*Equity*–*Stock Repurchase Program*.\n\n \n\nDuring the three months ended March 31, 2026, the Company repurchased 25,000 shares of its common stock for $693 thousand at an average price of $27.69 per share under the publicly announced stock repurchase program as described in the table below.\n\n \n\nIn connection with income tax withholding obligations related to the vesting of restricted stock, the grantees may surrender awards necessary to cover the statutory tax withholding requirements. Such shares remitted to settle employee tax withholding obligations related to the vesting of restricted stock awards are not part of the publicly announced stock repurchase program.\n\n \n\nThe following table provides information about shares of our Common Stock that were repurchased under our publicly announced stock repurchase program as well as shares surrendered during the quarter ended March 31, 2026 to settle employee tax withholding obligations related to the vesting of restricted stock awards.\n\n \n\n \n \n \n \n** **\n \n \n \n** **\n \n\n**Total Number of Shares**\n\n \n \n\n**Maximum Number of Shares**\n\n \n\n \n \n\n**Total Number of**\n\n \n \n\n**Average Price**\n\n \n \n\n**Purchased as Part of Publicly**\n\n \n \n\n**That May Yet Be Purchased**\n\n \n\nPeriod\n\n \n\n**Shares Purchased (1)**\n\n \n \n\n**Paid Per Share(1)**\n\n \n \n\n**Announced Plans or Programs**\n\n \n \n\n**Under the Plans or Programs**\n\n \n\nJanuary 1, 2026 to January 31, 2026\n\n \n \n3,254\n \n \n$\n26.19\n \n \n \n-\n \n \n \n282,433\n \n\nFebruary 1, 2026 to February 28, 2026\n\n \n \n17,041\n \n \n \n29.74\n \n \n \n-\n \n \n \n282,433\n \n\nMarch 1, 2026 to March 31, 2026\n\n \n \n27,400\n \n \n \n28.06\n \n \n \n25,000\n \n \n \n257,433\n \n\nTotal\n\n \n \n47,695\n \n \n$\n27.99\n \n \n \n25,000\n \n \n \n257,433\n \n\n \n\n(1) During the three months ended March 31, 2026, 22,695 shares of Common Stock were acquired by the Company to satisfy tax withholding obligations in connection with the vesting of restricted shares of Common Stock. The value of such shares of Common Stock remitted to the Company was based on the closing price of the Company's Common Stock on the applicable withholding date. These purchases were not included within the Company's publicly announced share repurchase program."}