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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to First National Corporation
SEC Filings (Chronological Order)
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| May 14, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2026 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 14, 2026 |
First National Corporation Announces Election of New Chair and Vice Chair of the Board Exhibit 99.1 First National Corporation Announces Election of New Chair and Vice Chair of the Board Strasburg, Virginia, May 14, 2026 (GLOBE NEWSWIRE) – First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”) announced that shareholders elected Gerald F. Smith, Jr. as Chair of the Board of Directors and James R. Wilkins, II |
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| May 13, 2026 |
Exhibit 99.1 |
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| May 13, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa |
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| May 13, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2026 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| April 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2026 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| April 30, 2026 |
First National Corporation Reports FIRST Quarter 2026 EARNINGS Exhibit 99.1 First National Corporation Reports FIRST Quarter 2026 EARNINGS STRASBURG, Va., April 30, 2026 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported consolidated net income of $4.9 million and basic and diluted earnings per common share of $0.54 for the first quarter ended March 31, 2026. “After a |
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| April 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 2, 2026 |
2025 ANNUAL REPORT & FORM 10-K March 25, 2026 Dear Shareholders: I am pleased to provide our 2025 annual report to shareholders and celebrate another successful year for your Company. |
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| March 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam |
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| March 25, 2026 |
Subsidiaries of First National Corporation Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - McKenney Group, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware |
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| February 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2026 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| February 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2026 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| February 12, 2026 |
First Bank Announces Strategic Branch Optimization Plan Exhibit 99.1 First Bank Announces Strategic Branch Optimization Plan STRASBURG, Va., February 12, 2026 - First National Corporation (NASDAQ: FXNC), the parent company of First Bank (the “Bank”), a locally owned and operated community bank, today announced plans to sell two of its banking offices and consolidate three others into nearby locations. These actions are designed to streamline operations |
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| January 29, 2026 |
First National Corporation Reports RECORD FOURTH Quarter AND ANNUAL 2025 EARNINGS Exhibit 99.1 First National Corporation Reports RECORD FOURTH Quarter AND ANNUAL 2025 EARNINGS STRASBURG, Va., January 29, 2026 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported consolidated net income of $5.5 million and basic and diluted earnings per common share of $0.61 for the fourth quarter of 2025. |
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| January 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2026 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| November 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 |
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| November 13, 2025 |
FIRST NATIONAL CORPORATION ANNOUNCES 9.7% INCREASE IN QUARTERLY CASH DIVIDENDS Exhibit 99.1 FIRST NATIONAL CORPORATION ANNOUNCES 9.7% INCREASE IN QUARTERLY CASH DIVIDENDS STRASBURG, Va., November 13, 2025 (GLOBE NEWSWIRE) - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), announced its Board of Directors declared a quarterly cash dividend of $0.17 per share to shareholders of record on Novembe |
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| November 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| October 30, 2025 |
First National Corporation Reports RECORD THIRD Quarter 2025 EARNINGS Exhibit 99.1 First National Corporation Reports RECORD THIRD Quarter 2025 EARNINGS STRASBURG, Va., October 30, 2025 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported earnings for the quarter ended September 30, 2025, of $5.55 million and basic and diluted earnings per common share of $0.62. “We are pleased |
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| October 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac |
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| July 30, 2025 |
First National Corporation Reports RECORD SECOND Quarter 2025 EARNINGS Exhibit 99.1 First National Corporation Reports RECORD SECOND Quarter 2025 EARNINGS STRASBURG, Va., July 30, 2025 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported earnings for the quarter ended June 30, 2025 of $5.05 million and basic and diluted earnings per common share of $0.56. Excluding acquisition-r |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 14, 2025 |
Exhibit 99.1 |
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| April 30, 2025 |
First National Corporation Reports FIRST Quarter 2025 Financial Results Exhibit 99.1 First National Corporation Reports FIRST Quarter 2025 Financial Results STRASBURG, Va., April 30, 2025 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported earnings for the quarter ending March 31, 2025 of $1.52 million and basic and diluted earnings per common share of $0.18. Excluding acquisiti |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| April 3, 2025 |
2024 ANNUAL REPORT & FORM 10-K March 29, 2025 Dear Shareholders: I am pleased to provide this annual report to shareholders for the year 2024, during which we announced and completed the acquisition of Touchstone Bankshares, Inc. |
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| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 31, 2025 |
Form of 6.00% Fixed to Floating Rate Subordinated Note due August 15, 2030 Exhibit 4.4 |
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| March 31, 2025 |
Exhibit 19.1 First National Corporation Insider Trading Policy Page 1 of 12 Table of Contents Page I. Purpose 2 II. Policy on Insider Trading 2 III. Liability and Actions for Violations of Policy 3 IV. Definition of Material, Non-Public Information 4 V. Compliance Guidelines Applicable to All Company Persons 5 VI. Compliance Procedures for Director, Executive Officers and Other Designated Employee |
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| March 31, 2025 |
Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - Bank of Fincastle Financial Service, Inc. Virginia - ESF, LLC Virginia - McKenney Group, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust |
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| March 31, 2025 |
Form of 4.00% Fixed to Floating Rate Subordinated Note due January 30, 2032 Exhibit 4.5 |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam |
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| March 31, 2025 |
Exhibit 4.2 DESCRIPTION OF SECURITIES As of December 31, 2024, the common stock, par value $1.25 per share, was the only class of securities of First National Corporation (the “Company”) registered under Section 12 of the Securities Exchange Act of 1934, as amended. The following section describes the general terms and provisions of the shares of the Company’s common stock. You should read the Com |
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| March 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| March 10, 2025 |
Brad Schwartz Joins First Bank as Executive Vice President, Chief Financial Officer Exhibit 99.1 Brad Schwartz Joins First Bank as Executive Vice President, Chief Financial Officer Strasburg, Virginia, March 10, 2025 (GLOBE NEWSWIRE) – First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”) is pleased to announce Brad E. Schwartz will join First National Corporation and First Bank as Executive Vice Preside |
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| March 10, 2025 |
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT made and entered into as of the 7th day of March, 2025, by and between FIRST NATIONAL CORPORATION, a Virginia corporation, hereinafter called the "Corporation", and BRAD E. SCHWARTZ hereinafter called "Employee" (collectively “the Parties”), and provides as follows: RECITALS WHEREAS, the Corporation is a bank holding company engaged in th |
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| February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| February 6, 2025 |
First National Corporation Reports Fourth Quarter and Annual 2024 Financial Results Exhibit 99.1 First National Corporation Reports Fourth Quarter and Annual 2024 Financial Results STRASBURG, Va., February 6, 2025 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported an unaudited consolidated net loss of $933 thousand and basic and diluted loss per common share of $0.10 for the fourth quarter |
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| February 6, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| December 17, 2024 |
FXNC / First National Corporation / WILKINS III JAMES R - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* FIRST NATIONAL CORPORATION (Name of Issuer) COMMON STOCK, PAR VALUE $1.25 PER SHARE (Title of Class of Securities) 32106V107 (CUSIP Number) SCOTT C. HARVARD FIRST NATIONAL CORPORATION 112 WEST KING STREET STRASBURG, VIRGINIA 22657 (540) 465-9121 (Name, |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| November 15, 2024 |
First National Corporation Announces Increase in Cash Dividend for 10th Consecutive Year Exhibit 99.1 First National Corporation Announces Increase in Cash Dividend for 10th Consecutive Year STRASBURG, Va., November 15, 2024 (GLOBE NEWSWIRE) - The Board of Directors of First National Corporation (the “Company”) (Nasdaq: FXNC) declared a quarterly cash dividend of $0.155 per share on November 13, 2024, a 3% increase compared to the quarterly dividend paid on September 13, 2024. This is |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 |
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| November 14, 2024 |
Articles of Amendment to Article of Incorporation of First National Corporation Exhibit 3.1 ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED ARTICLES OF INCORPORATION OF FIRST NATIONAL CORPORATION The undersigned, on behalf of the corporation set forth below, pursuant to Title 13.1, Chapter 9, Article 11 of the Code of Virginia, states as follows: I. The name of the corporation is First National Corporation (the “Corporation”). II. Article III of the Amended and Restated Art |
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| November 14, 2024 |
FXNC / First National Corporation / Fourthstone LLC - AMENDMENT TO SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 4)* Under the Securities Exchange Act of 1934 First National Corp. (Name of Issuer) Common Stock $1.25 par value per share (Titles of Class of Securities) 32106V107 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| November 6, 2024 |
First National Corporation Reports Third Quarter 2024 Financial Results Exhibit 99.1 First National Corporation Reports Third Quarter 2024 Financial Results STRASBURG, Va., November 1, 2024 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), reported unaudited consolidated net income of $2.2 million and basic and diluted earnings per common share of $0.36 for the third quarter of 2024 and adjusted net income(1) of $2.4 million and adjusted |
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| November 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| October 1, 2024 |
First National Corporation Completes Acquisition of Touchstone Bankshares, Inc. Exhibit 99.1 First National Corporation Completes Acquisition of Touchstone Bankshares, Inc. STRASBURG, Va., October 1, 2024 - First National Corporation (NASDAQ: FXNC) (the “Company” or “First National”), the one-bank holding company of First Bank, announced today that it has completed the acquisition by merger of Touchstone Bankshares, Inc. (“Touchstone”) effective October 1, 2024 (the “Merger”) |
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| October 1, 2024 |
By-laws of First National Corporation EX-3.1 2 ex718776.htm EXHIBIT 3.1 Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended October 1, 2024) ARTICLE I Stockholders’ Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a leg |
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| October 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) -12-31 Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission Fi |
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| September 16, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File N |
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| September 16, 2024 |
Exhibit 99.1 |
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| September 3, 2024 |
Exhibit 99.1 First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Shareholders Approvals for Merger STRASBURG, Va. and PRINCE GEORGE, Va., September 3, 2024 - At separate shareholder meetings held on August 29, 2024, First National Corporation (NASDAQ: FXNC) (the “Company” or “First National”), the bank holding company of First Bank, and Touchstone Bankshares, Inc. (“Touc |
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| September 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb |
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| September 3, 2024 |
Exhibit 99.1 First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Shareholders Approvals for Merger STRASBURG, Va. and PRINCE GEORGE, Va., September 3, 2024 - At separate shareholder meetings held on August 29, 2024, First National Corporation (NASDAQ: FXNC) (the “Company” or “First National”), the bank holding company of First Bank, and Touchstone Bankshares, Inc. (“Touc |
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| September 3, 2024 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb |
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| August 15, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| August 8, 2024 |
Exhibit 99.1 First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Regulatory Approvals for Merger STRASBURG, Va. and PRINCE GEORGE, Va., August 8, 2024 - First National Corporation (“First National”) (NASDAQ: FXNC), the bank holding company of First Bank, and Touchstone Bankshares, Inc. (“Touchstone”) (OTCPK: TSBA), the bank holding company of Touchstone Bank, announced t |
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| August 8, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| August 8, 2024 |
Exhibit 99.1 First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Regulatory Approvals for Merger STRASBURG, Va. and PRINCE GEORGE, Va., August 8, 2024 - First National Corporation (“First National”) (NASDAQ: FXNC), the bank holding company of First Bank, and Touchstone Bankshares, Inc. (“Touchstone”) (OTCPK: TSBA), the bank holding company of Touchstone Bank, announced t |
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| August 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number |
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| August 1, 2024 |
First National Corporation Reports Second Quarter Financial Results EX-99.1 2 ex687172.htm EXHIBIT 99.1 Exhibit 99.1 First National Corporation Reports Second Quarter Financial Results STRASBURG, Va., July 31, 2024 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), reported unaudited consolidated net income of $2.4 million and basic and diluted earnings per common share of $0.39 for the second quarter of 2024 and adjusted net income(1 |
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| July 9, 2024 |
MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-280378 MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT July 8, 2024 To the Shareholders of First National Corporation and Touchstone Bankshares, Inc.: On March 25, 2024, First National Corporation, which we refer to as First National, and Touchstone Bankshares, Inc., which we refer to as Touchstone, entered into an A |
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| July 5, 2024 |
First National Corporation 112 West King Street Strasburg, VA 22657 July 5, 2024 First National Corporation 112 West King Street Strasburg, VA 22657 July 5, 2024 U. |
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| July 5, 2024 |
As filed with the U.S. Securities and Exchange Commission on July 5, 2024 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on July 5, 2024 File No. 333-280378 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 6022 54-1232965 (State or o |
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| July 5, 2024 |
Exhibit 99.7 |
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| July 5, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) First National Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Common Stock, par value $1. |
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| July 5, 2024 |
Exhibit 99.6 |
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| June 28, 2024 |
United States securities and exchange commission logo June 28, 2024 Shane Bell Chief Financial Officer First National Corporation 112 West King Street Strasburg, Virginia 22657 Re: First National Corporation Registration Statement on Form S-4 Filed June 21, 2024 File No. |
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| June 21, 2024 |
As filed with the U.S. Securities and Exchange Commission on June 21, 2024 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on June 21, 2024 File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 6022 54-1232965 (State or other jurisdiction of incorporation o |
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| June 21, 2024 |
Exhibit 99.4 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities Exchange Commission (as it may be amended from time to time, the “Registration Statement”) for the registration under the Securities Act of 1933, as amended, of the shares of First Nationa |
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| June 21, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) First National Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Common Stock, par value $1. |
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| June 21, 2024 |
Exhibit 99.5 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities Exchange Commission (as it may be amended from time to time, the “Registration Statement”) for the registration under the Securities Act of 1933, as amended, of the shares of First Nationa |
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| June 21, 2024 |
Exhibit 99.1 June 21, 2024 Board of Directors First National Corporation 1835 Valley Avenue Winchester, Virginia 22601 Dear Board of Directors: We hereby consent to the inclusion of our opinion letter dated March 25, 2024 to the Board of Directors of First National Corporation (the “Company”) as Annex B to the Joint Proxy Statement/Prospectus relating to the proposed acquisition by the Company of |
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| June 21, 2024 |
CONSENT OF PIPER SANDLER & CO. Exhibit 99.2 1251 AVENUE OF THE AMERICAS, 6TH FLOOR NEW YORK, NY 10020 P 212 466-7800 | TF 800 635-6851 Piper Sandler & Co. Since 1885. Member SIPC and NYSE. CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of Touchstone Bankshares, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merg |
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| June 21, 2024 |
Exhibit 99.3 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities Exchange Commission (as it may be amended from time to time, the “Registration Statement”) for the registration under the Securities Act of 1933, as amended, of the shares of First Nationa |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 8, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 8, 2024 |
Exhibit 99.1 |
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| April 30, 2024 |
First National Corporation Reports First Quarter Financial Results Exhibit 99.1 First National Corporation Reports First Quarter Financial Results STRASBURG, Va., April 30, 2024 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.2 million and diluted earnings per common share of $0.51 for the three months ended March 31, 2024. FIRST |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| March 29, 2024 |
Exhibit 97.1 First National Corporation CLAWBACK POLICY (Effective August 9, 2023) Introduction The Board of Directors (the “Board”) of First National Corporation (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensatio |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 29, 2024 |
Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - Bank of Fincastle Financial Service, Inc. Virginia - ESF, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware |
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| March 29, 2024 |
2023 ANNUAL REPORT & FORM 10-K March 29, 2024 Dear Shareholders: The year 2023 was another challenging year for the banking industry thanks in large part to the Federal Reserve’s continued efforts to combat inflation, which has proven to be anything but “transitory. |
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| March 26, 2024 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER By And Between FIRST NATIONAL CORPORATION And TOUCHSTONE BANKSHARES, INC. Dated as of March 25, 2024 TABLE OF CONTENTS Page LIST OF EXHIBITS iv RECITALS 1 ARTICLE 1 TRANSACTIONS AND TERMS OF MERGER 2 1.1 Merger 2 1.2 Time and Place of Closing 2 1.3 Effective Time 2 1.4 Restructure of Transaction 3 ARTICLE 2 TERMS OF MERGER 3 2.1 Articles of Incorporation 3 |
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| March 26, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| March 26, 2024 |
Investor Presentation dated March 26, 2024. Exhibit 99.2 |
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| March 26, 2024 |
Investor Presentation dated March 26, 2024. Exhibit 99.2 |
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| March 26, 2024 |
First National Corporation to Acquire Touchstone Bankshares, Inc. Exhibit 99.1 First National Corporation to Acquire Touchstone Bankshares, Inc. STRASBURG, Va. and PRINCE GEORGE, Va., March 26, 2024 - First National Corporation (“First National”) (NASDAQ: FXNC) and Touchstone Bankshares, Inc. (“Touchstone”) (OTCPK: TSBA) announced today they have entered into a definitive merger agreement for First National to acquire Touchstone in an all-stock transaction. The |
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| March 26, 2024 |
First National Corporation to Acquire Touchstone Bankshares, Inc. Exhibit 99.1 First National Corporation to Acquire Touchstone Bankshares, Inc. STRASBURG, Va. and PRINCE GEORGE, Va., March 26, 2024 - First National Corporation (“First National”) (NASDAQ: FXNC) and Touchstone Bankshares, Inc. (“Touchstone”) (OTCPK: TSBA) announced today they have entered into a definitive merger agreement for First National to acquire Touchstone in an all-stock transaction. The |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| March 26, 2024 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER By And Between FIRST NATIONAL CORPORATION And TOUCHSTONE BANKSHARES, INC. Dated as of March 25, 2024 TABLE OF CONTENTS Page LIST OF EXHIBITS iv RECITALS 1 ARTICLE 1 TRANSACTIONS AND TERMS OF MERGER 2 1.1 Merger 2 1.2 Time and Place of Closing 2 1.3 Effective Time 2 1.4 Restructure of Transaction 3 ARTICLE 2 TERMS OF MERGER 3 2.1 Articles of Incorporation 3 |
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| February 16, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| February 14, 2024 |
FXNC / First National Corporation / Siena Capital Partners GP, LLC Passive Investment SC 13G 1 siena-fxnc123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* First National Corporation (Name of Issuer) Common stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check th |
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| February 14, 2024 |
FXNC / First National Corporation / Fourthstone LLC - AMENDMENT TO FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 3)* Under the Securities Exchange Act of 1934 First National Corp. (Name of Issuer) Common Stock $1.25 par value per share (Titles of Class of Securities) 32106V107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| February 2, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| February 2, 2024 |
First National Corporation Reports Annual and Fourth Quarter 2023 Financial Results Exhibit 99.1 First National Corporation Reports Annual and Fourth Quarter 2023 Financial Results STRASBURG, Va., February 1, 2024 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $9.6 million and diluted earnings per common share of $1.53 for the year ended December 31 |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 13, 2023 |
Form of First National Corporation Director Stock Award Agreement EXHIBIT 10.2 FIRST NATIONAL CORPORATION DIRECTOR STOCK AWARD AGREEMENT This Stock Award Agreement (the “Agreement”), dated as of [ , ], by and between First National Corporation (the “Company”) and [Recipient] evidences the grant on [ , ] (the “Grant Date”) by the Company of an award of common stock (the “Stock Award”) to you and your acceptance of the Stock Award. The grant of this Stock Award is |
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| November 13, 2023 |
Form of First National Corporation Restricted Stock Unit Agreement EXHIBIT 10.1 FIRST NATIONAL CORPORATION RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”), dated as of the day of , 20, by and between FIRST NATIONAL CORPORATION, a Virginia corporation (the “Company”), and evidences the grant on , 20 (“Award Date”) by the Company of an award of restricted stock units (the “Restricted Stock Unit Award”) to you and your acceptan |
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| November 9, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| October 27, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| October 27, 2023 |
First National Corporation Reports Third Quarter 2023 Financial Results Exhibit 99.1 First National Corporation Reports Third Quarter 2023 Financial Results STRASBURG, Va., October 26, 2023 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.1 million and diluted earnings per common share of $0.50 for the three-months ending September 30, |
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| September 28, 2023 |
Exhibit 99.1 |
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| September 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File N |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac |
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| August 11, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| July 27, 2023 |
First National Corporation Reports Second Quarter 2023 Financial Results Exhibit 99.1 First National Corporation Reports Second Quarter 2023 Financial Results STRASBURG, Va., July 26, 2023 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.5 million and diluted earnings per common share of $0.56 for the three months ended June 30, 2023. Th |
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| July 27, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number |
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| July 19, 2023 |
SC 13D/A 1 wilkins20230718sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* FIRST NATIONAL CORPORATION (Name of Issuer) COMMON STOCK, PAR VALUE $1.25 PER SHARE (Title of Class of Securities) 32106V107 (CUSIP Number) M. SHANE BELL FIRST NATIONAL CORPORATION 112 WEST KING STREE |
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| June 23, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 Registration Statement under the Securities Act of 1933 (Form Type) First National Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $1. |
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| June 23, 2023 |
As filed with the Securities and Exchange Commission on June 23, 2023 As filed with the Securities and Exchange Commission on June 23, 2023 Registration No. |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 10, 2023 |
Exhibit 99.1 |
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| May 2, 2023 |
First National Corporation Reports First Quarter 2023 Financial Results Exhibit 99.1 First National Corporation Reports First Quarter 2023 Financial Results STRASBURG, Va., April 26, 2023 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.8 million and diluted earnings per common share of $0.61 for the three months ended March 31, 2023. T |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| March 31, 2023 |
2022 ANNUAL REPORT & FORM 10-K March 30, 2023 Dear Shareholders: It is my pleasure to present the First National Corporation Annual Report for 2022, a year of record earnings and record earnings per share. |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 30, 2023 |
Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - Bank of Fincastle Financial Service, Inc. Virginia - ESF, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam |
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| February 14, 2023 |
FXNC / First National Corporation / Fourthstone LLC - AMENDMENT TO FORM SC 13G Passive Investment SC 13G/A 1 fxnc-sc13ga123122.htm AMENDMENT TO FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2)* Under the Securities Exchange Act of 1934 First National Corp. (Name of Issuer) Common Stock $1.25 par value per share (Titles of Class of Securities) 32106V107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of th |
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| February 13, 2023 |
First National Corporation Announces 7% Increase in Cash Dividend Exhibit 99.1 First National Corporation Announces 7% Increase in Cash Dividend STRASBURG, Va., February 13, 2023 - The Board of Directors of First National Corporation (Nasdaq: FXNC) declared a quarterly cash dividend of $0.15 per share on February 8, 2023. This was a 7% increase compared to the quarterly dividend paid on December 16, 2022. The dividend is payable on March 10, 2023, to shareholder |
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| February 13, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| February 10, 2023 |
FXNC / First National Corporation / Siena Capital Partners GP, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 26, 2023 |
First National Corporation Reports Record Earnings Exhibit 99.1 First National Corporation Reports Record Earnings STRASBURG, Va., January 26, 2023 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $4.8 million and diluted earnings per common share of $0.76 for the fourth quarter ended December 31, 2022. This compares t |
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| January 26, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| December 21, 2022 |
FXNC / First National Corporation / Smith Gerald F Jr - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* FIRST NATIONAL CORPORATION (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) Gerald F. Smith, Jr. c/o First National Corporation 112 West King Street Strasburg, Virginia 22657 (540) 465-9121 |
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| November 21, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 |
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| November 3, 2022 |
Exhibit 99.1 |
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| November 3, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| October 26, 2022 |
BY-LAWS FIRST NATIONAL CORPORATION (as amended October 12, 2022) ARTICLE I Stockholders’ Meetings Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended October 12, 2022) ARTICLE I Stockholders? Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a legal holiday. B. All meetings of th |
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| October 26, 2022 |
First National Corporation Announces Third Quarter Results and Stock Repurchase Plan Exhibit 99.1 First National Corporation Announces Third Quarter Results and Stock Repurchase Plan STRASBURG, Va., October 25, 2022 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $4.5 million and basic and diluted earnings per common share of $0.71 for the third quart |
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| October 26, 2022 |
-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission F |
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| September 19, 2022 |
Exhibit 99.1 |
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| September 19, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File N |
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| August 15, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac |
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| July 28, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number |
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| July 28, 2022 |
First National Corporation Reports Second Quarter 2022 Financial Results Exhibit 99.1 First National Corporation Reports Second Quarter 2022 Financial Results STRASBURG, Va., July 26, 2022 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $3.8 million, or $0.61 per basic and diluted share, for the second quarter of 2022. This compares to net |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa |
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| May 12, 2022 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 11, 2022 |
Exhibit 99.1 |
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| May 11, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| April 29, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| April 29, 2022 |
First National Corporation Reports First Quarter 2022 Financial Results Exhibit 99.1 First National Corporation Reports First Quarter 2022 Financial Results STRASBURG, Va., April 26, 2022 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $3.7 million, or $0.60 per basic and diluted share, for the first quarter of 2022. This compares to net |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam |
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| March 30, 2022 |
Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - Bank of Fincastle Financial Service, Inc. Virginia - ESF, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware |
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| March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* First National Corporation (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) March 22, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| March 29, 2022 |
FXNC / First National Corporation / Smith Gerald F Jr - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* FIRST NATIONAL CORPORATION (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) Gerald F. Smith, Jr. c/o First National Corporation 112 West King Street Strasburg, Virginia 22657 (540) 465-9121 ( |
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| February 14, 2022 |
FXNC / First National Corporation / Fourthstone LLC - AMENDMENT TO FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 First National Corp. (Name of Issuer) Common Stock, $ par value (Titles of Class of Securities) 32106V107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 10, 2022 |
First National Corporation Announces 17% Increase in Cash Dividend Exhibit 99.1 First National Corporation Announces 17% Increase in Cash Dividend STRASBURG, Va., February 10, 2022 - The Board of Directors of First National Corporation (Nasdaq: FXNC) declared a quarterly cash dividend of $0.14 per share on February 9, 2022. This was a 17% increase compared to the quarterly dividend paid on December 10, 2021. The dividend is payable on March 11, 2022 to shareholde |
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| February 10, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| February 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| February 4, 2022 |
First National Corporation Reports Fourth Quarter 2021 Financial Results Exhibit 99.1 First National Corporation Reports Fourth Quarter 2021 Financial Results STRASBURG, Va., January 31, 2022 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $2.2 million, or $0.35 per diluted share, for the fourth quarter of 2021, which included $1.3 million |
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| January 25, 2022 |
FXNC / First National Corporation / Siena Capital Partners GP, LLC - 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 5)* First National Corp VA (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) December 31, 2021 |
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| January 14, 2022 |
January 14, 2022 BY EDGAR TRANSMISSION Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, D. |
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| December 23, 2021 |
United States securities and exchange commission logo December 22, 2021 Scott C. Harvard President and Chief Executive Officer First National Corporation 112 West King Street Strasburg, VA 22657 Re: First National Corporation Registration Statement on Form S-3 Filed December 20, 2021 File No. 333-261751 Dear Mr. Harvard: This is to advise you that we have not reviewed and will not review your regi |
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| December 20, 2021 |
As filed with the Securities and Exchange Commission on December 17, 2021. TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 17, 2021. |
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| December 20, 2021 |
Exhibit 4.3 FIRST NATIONAL CORPORATION Issuer and [ ] Trustee SENIOR INDENTURE Dated as of [ ], 20[ ] Senior Debt Securities TABLE OF CONTENTS Page ARTICLE ONE DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 7 Section 1.03 Form of Documents Delivered to Trustee 8 Section 1.04 Acts of Holders 8 Section 1.05 Notices |
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| December 20, 2021 |
Exhibit 4.5 FIRST NATIONAL CORPORATION Issuer and [ ] Trustee SUBORDINATED INDENTURE Dated as of [ ], 20[ ] Subordinated Debt Securities TABLE OF CONTENTS Page ARTICLE ONE DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 7 Section 1.03 Form of Documents Delivered to Trustee 8 Section 1.04 Acts of Holders 8 Section |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 |
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| November 12, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Nu |
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| October 29, 2021 |
First National Corporation Reports Third Quarter 2021 Financial Results Exhibit 99.1 First National Corporation Reports Third Quarter 2021 Financial Results STRASBURG, Va., October 29, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $2.4 million, or $0.38 per diluted share for the third quarter of 2021, which resulted in return on av |
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| October 29, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num |
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| September 30, 2021 |
First Bank Names Matt Paciocco as Regional Market Executive for Richmond Market Exhibit 99.1 First Bank Names Matt Paciocco as Regional Market Executive for Richmond Market STRASBURG, Va., September 30, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), announced today that Matt Paciocco has been named First Bank?s Regional Market Executive for the Richmond area. The Richmond banking leade |
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| September 30, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File N |
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| August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac |
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| August 13, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Numb |
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| August 4, 2021 |
First National Corporation Reports Second Quarter 2021 Financial Results Exhibit 99.1 First National Corporation Reports Second Quarter 2021 Financial Results STRASBURG, Va., July 29, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $3.3 million, or $0.69 per diluted share, for the second quarter of 2021, which resulted in return on av |
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| August 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number |
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| July 1, 2021 |
BY-LAWS FIRST NATIONAL CORPORATION (as amended July 1, 2021) ARTICLE I Stockholders’ Meetings Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended July 1, 2021) ARTICLE I Stockholders? Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a legal holiday. B. All meetings of the st |
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| July 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| July 1, 2021 |
First National Corporation Completes Acquisition of The Bank of Fincastle Exhibit 99.1 First National Corporation Completes Acquisition of The Bank of Fincastle STRASBURG, VA, July 1, 2021 ? First National Corporation (NASDAQ: FXNC) (the ?Company? or ?First National?), the one-bank holding company of First Bank, announced today that it has completed the acquisition of The Bank of Fincastle (?Fincastle?) effective July 1, 2021 (the ?Merger?). Following completion of the |
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| July 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| July 1, 2021 |
Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended July 1, 2021) ARTICLE I Stockholders? Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a legal holiday. B. All meetings of the st |
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| July 1, 2021 |
First National Corporation Completes Acquisition of The Bank of Fincastle EX-99.1 3 ex260924.htm EXHIBIT 99.1 Exhibit 99.1 First National Corporation Completes Acquisition of The Bank of Fincastle STRASBURG, VA, July 1, 2021 – First National Corporation (NASDAQ: FXNC) (the “Company” or “First National”), the one-bank holding company of First Bank, announced today that it has completed the acquisition of The Bank of Fincastle (“Fincastle”) effective July 1, 2021 (the “Me |
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| June 22, 2021 |
First National Corporation and The Bank of Fincastle Receive Shareholder Approvals for Merger Exhibit 99.1 First National Corporation and The Bank of Fincastle Receive Shareholder Approvals for Merger STRASBURG, VA and FINCASTLE, VA., June 22, 2021 - At separate shareholder meetings held on June 16, 2021, First National (NASDAQ: FXNC) (the ?Company? or ?First National?), the parent holding company of First Bank, and The Bank of Fincastle (OTC: BFTL) (?Fincastle?), received the required app |
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| June 22, 2021 |
First National Corporation and The Bank of Fincastle Receive Shareholder Approvals for Merger Exhibit 99.1 First National Corporation and The Bank of Fincastle Receive Shareholder Approvals for Merger STRASBURG, VA and FINCASTLE, VA., June 22, 2021 - At separate shareholder meetings held on June 16, 2021, First National (NASDAQ: FXNC) (the ?Company? or ?First National?), the parent holding company of First Bank, and The Bank of Fincastle (OTC: BFTL) (?Fincastle?), received the required app |
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| June 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number |
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| June 22, 2021 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number |
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| May 25, 2021 |
Filed by First National Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: First National Corporation Commission File No. |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa |
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| May 13, 2021 |
Exhibit 99.1 |
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| May 13, 2021 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number) |
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| May 13, 2021 |
Exhibit 99.1 |
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| May 5, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe |
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| May 5, 2021 |
First National Corporation Reports First Quarter 2021 Financial Results Exhibit 99.1 First National Corporation Reports First Quarter 2021 Financial Results STRASBURG, Va., April 30, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $2.4 million, or $0.50 per diluted share, for the first quarter of 2021, which resulted in return on ave |
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| April 27, 2021 |
MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-255180 ? ? ? ? MERGER PROPOSED?YOUR VOTE IS VERY IMPORTANT April 23, 2021 To the Shareholders of First National Corporation and The Bank of Fincastle: On February 18, 2021, First National Corporation, which we refer to as First National, First Bank, the wholly owned subsidiary of First National, which we refer to as First Bank |
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| April 26, 2021 |
First National Corporation 112 West King Street Strasburg, VA 22657 April 26, 2021 First National Corporation 112 West King Street Strasburg, VA 22657 April 26, 2021 U. |
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| April 23, 2021 |
Exhibit 99.6 234567234567234567234567234567234567 1 OF11 NAMETHE COMPANY NAME INC. - COMMON THE COMPANY NAME INC. - CLASS A THE COMPANY NAME INC. - CLASS B THE COMPANY NAME INC. - CLASS C THE COMPANY NAME INC. - CLASS D THE COMPANY NAME INC. - CLASS E THE COMPANY NAME INC. - CLASS F THE COMPANY NAME INC. - 401 K x 02 0000000000 JOB # 2 1 OF 123,456,789,012.12345123,456,789,012.12345123,456,789,012 |
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| April 23, 2021 |
Exhibit 99.7 |
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| April 23, 2021 |
Registration Statement on Form S-4 (333-255180) TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on April 23, 2021 File No. 333-255180 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia ? ? 6022 ? ? 54-1232965 (State or other |
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| April 19, 2021 |
United States securities and exchange commission logo April 19, 2021 Shane Bell Chief Financial Officer First National Corporation 112 West King Street Strasburg, VA 22657 Re: First National Corporation Registration Statement on Form S-4 Filed April 12, 2021 File No. |
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| April 12, 2021 |
EX-99.2 7 nt10022733x1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 CONSENT OF RP FINANCIAL, LC. We hereby consent to the inclusion of our opinion letter, dated February 18, 2021, to the Board of Directors of The Bank of Fincastle as an Annex to the Joint Proxy Statement/Prospectus, which forms a part of the Registration Statement on Form S-4 of First National Corporation, and to the references to our name |
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| April 12, 2021 |
CONSENT OF PIPER SANDLER & CO. EX-99.1 6 nt10022733x1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 1251 AVENUE OF THE AMERICAS, 6TH FLOOR NEW YORK, NY 10020 P 212 466-7800 | TF 800 635-6851 Piper Sandler & Co. Since 1885. Member SIPC and NYSE. CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of First National Corporation (the “Company”) as an Annex B to the Joint Proxy Sta |
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| April 12, 2021 |
EX-99.4 9 nt10022733x1ex99-4.htm EXHIBIT 99.4 Exhibit 99.4 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities and Exchange Commission (as it may be amended from time to time, the “Registration Statement”) for the registration under the Securities Act o |
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| April 12, 2021 |
Exhibit 99.5 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities and Exchange Commission (as it may be amended from time to time, the ?Registration Statement?) for the registration under the Securities Act of 1933, as amended, of the shares of First Nat |
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| April 12, 2021 |
Exhibit 99.3 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities and Exchange Commission (as it may be amended from time to time, the ?Registration Statement?) for the registration under the Securities Act of 1933, as amended, of the shares of First Nat |
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| April 12, 2021 |
TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on April 12, 2021 File No. 333-???? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia ? ? 6022 ? ? 54-1232965 (State or other jurisdiction of inco |
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| April 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 31, 2021 |
EX-21.1 2 ex223257.htm EXHIBIT 21.1 Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware |
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| March 31, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam |
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| February 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| February 18, 2021 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER By And Between FIRST NATIONAL CORPORATION, FIRST BANK and THE BANK OF FINCASTLE Dated as of February 18, 2021 TABLE OF CONTENTS Page LIST OF EXHIBITS iv RECITALS 1 ARTICLE 1 TRANSACTIONS AND TERMS OF MERGER 2 1.1 Merger 2 1.2 Time and Place of Closing 2 1.3 Effective Time 2 1.4 Restructure of Transaction 3 ARTICLE 2 TERMS OF MERGER 3 2.1 A |
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| February 18, 2021 |
Investor Presentation dated February 18, 2021. EX-99.2 4 ex227698.htm EXHIBIT 99.2 Exhibit 99.2 |
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| February 18, 2021 |
First National Corporation to Acquire The Bank of Fincastle Exhibit 99.1 First National Corporation to Acquire The Bank of Fincastle STRASBURG, Va. and FINCASTLE, Va., February 18, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank ( ?First Bank?) and The Bank of Fincastle (?Fincastle?) (OTCPK: BFTL) jointly announced today the signing of a definitive merger agreement. Upon completio |
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| February 18, 2021 |
Investor Presentation dated February 18, 2021. EX-99.2 4 ex227464.htm EXHIBIT 99.2 Exhibit 99.2 |
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| February 18, 2021 |
First National Corporation to Acquire The Bank of Fincastle Exhibit 99.1 First National Corporation to Acquire The Bank of Fincastle STRASBURG, Va. and FINCASTLE, Va., February 18, 2021 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank ( “First Bank”) and The Bank of Fincastle (“Fincastle”) (OTCPK: BFTL) jointly announced today the signing of a definitive merger agreement. Upon completio |
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| February 18, 2021 |
EX-2.1 2 ex227696.htm EXHIBIT 2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER By And Between FIRST NATIONAL CORPORATION, FIRST BANK and THE BANK OF FINCASTLE Dated as of February 18, 2021 TABLE OF CONTENTS Page LIST OF EXHIBITS iv RECITALS 1 ARTICLE 1 TRANSACTIONS AND TERMS OF MERGER 2 1.1 Merger 2 1.2 Time and Place of Closing 2 1.3 Effective Time 2 1.4 Restructure of Transaction 3 |
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| February 18, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu |
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| February 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 First National Corporation (Name of Issuer) Common Stock, par value $1.25 per share (Titles of Class of Securities) 32106V107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 16, 2021 |
EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to beneficial ownership of common stock of First National Corporation and further agree that this agreement be included as |
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| February 16, 2021 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* First National Corporation (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| February 11, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Nu |
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| February 11, 2021 |
First National Corporation Announces 9% Increase in Cash Dividend Exhibit 99.1 First National Corporation Announces 9% Increase in Cash Dividend STRASBURG, Va., February 11, 2021 - The Board of Directors of First National Corporation (Nasdaq: FXNC) declared a quarterly cash dividend of $0.12 per share on February 10, 2021. This was a 9% increase compared to the quarterly dividend paid on December 29, 2020. The dividend is payable on March 12, 2021 to shareholder |
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| February 2, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 4)* First National Corp VA (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) December 31, 2020 |
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| February 2, 2021 |
First National Corporation Reports Fourth Quarter 2020 Financial Results Exhibit 99.1 First National Corporation Reports Fourth Quarter 2020 Financial Results STRASBURG, Va., January 29, 2021 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.2 million, or $0.65 per diluted share, for the fourth quarter of 2020, which resulted in a return |
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| February 2, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num |
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| December 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num |
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| November 9, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-23976 |
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| October 29, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num |
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| October 29, 2020 |
First National Corporation Reports Third Quarter 2020 Net Income Exhibit 99.1 First National Corporation Reports Third Quarter 2020 Net Income STRASBURG, Va., October 29, 2020 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $1.8 million, or $0.36 per diluted share, for the third quarter of 2020, which resulted in a return on averag |
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| September 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Nu |
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| August 10, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-23976 (Exac |
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| July 29, 2020 |
First National Corporation Reports Second Quarter 2020 Net Income Exhibit 99.1 First National Corporation Reports Second Quarter 2020 Net Income STRASBURG, Va., July 29, 2020 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $2.2 million, or $0.46 per diluted share, for the second quarter of 2020, which resulted in a return on average |
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| July 29, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number |
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| July 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number |
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| July 6, 2020 |
Exhibit 4.1 FORM OF SUBORDINATED NOTE FIRST NATIONAL CORPORATION 5.50% FIXED TO FLOATING RATE SUBORDINATED NOTE DUE 2030 THE INDEBTEDNESS EVIDENCED BY THIS SUBORDINATED NOTE IS NOT A DEPOSIT AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY OR FUND. THE INDEBTEDNESS EVIDENCED BY THIS SUBORDINATED NOTE IS SUBORDINATED AND JUNIOR IN RIGHT OF PAYMENT TO SE |
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| June 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number |
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| May 22, 2020 |
FXNC / First National Corp. / WILKINS III JAMES R - SCHEDULE 13D/A Activist Investment SC 13D/A 1 wilkins20200522sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* FIRST NATIONAL CORPORATION (Name of Issuer) COMMON STOCK, PAR VALUE $1.25 PER SHARE (Title of Class of Securities) 32106V107 (CUSIP Number) M. SHANE BELL FIRST NATIONAL CORPORATION 112 WEST KING STREE |
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| May 15, 2020 |
Submission of Matters to a Vote of Security Holders 8-K 1 fxnc202005158k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation |
