National Capital Bancorp, Inc. (the “Company”) (OTC Pink: NACB), the holding company for The National Capital Bank of Washington (“NCB” or the “Bank”), announced today that it has completed the private placement of $14 million aggregate principal amount of its 3.75% Fixed-to-Floating Rate Subordinated Notes due 2031 (the “Notes”) to certain qualified institutional buyers and accredited investors. The Notes have an initial fixed interest rate of 3.75%, payable semi-annually in arrears. From and including May 15, 2026, the Notes will bear interest at a floating rate per annum equal to a benchmark rate, which is expected to be three-month term SOFR plus 305 basis points for each quarterly interest period during the floating rate period, payable quarterly in arrears.

The Notes have been structured to qualify as Tier 2 capital for the Company for regulatory purposes. The Company intends to use the net proceeds of the offering for general corporate purposes, including to provide capital to support growth and the capital adequacy of the Bank. The Company may redeem the Notes in whole or in part, beginning on May 15, 2026, and on every interest payment date thereafter, at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus accrued and unpaid interest to but excluding the date of redemption. The Notes are not callable by the Note holders. The Notes were issued at a price of 100% of their face amount.

Piper Sandler & Co. served as the exclusive placement agent for the Notes offering. Holland & Knight LLP served as legal counsel to the Company and Kilpatrick Townsend & Stockton LLP served as legal counsel to the placement agent.

National Capital Bancorp, Inc. is the holding company for The National Capital Bank of Washington which was founded in 1889 and is Washington’s Oldest Bank. NCB is headquartered on Capitol Hill with offices in the Friendship Heights community in Northwest D.C., the Courthouse/Clarendon community in Arlington, Virginia and the Fox Hill senior living community of Bethesda, Maryland. NCB also operates residential mortgage and commercial lending offices and a wealth management services division. NCB product and service offerings include personal and business deposit accounts, robust eBanking, sophisticated treasury management solutions, remote deposit capture and merchant processing – all delivered with top-rated personal service. NCB is well-positioned to serve all the banking needs of those in our communities. For more information about NCB, visit www.nationalcapitalbank.com.

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