FIRST COMMUNITY BANKSHARES /VA/ (FCBC) SEC Filings

First Community Bankshares, Inc. (FCBC) amended its annual-meeting results to state that shareholders approved Proposal 4, an amendment changing voting requirements for certain corporate transactions and future amendments to the Articles of Incorporation. Because the board unanimously approved the amendment, it required a majority of votes entitled to be cast, rather than 75% or more of outstanding common shares. The reported vote counts were unchanged. Shareholders also approved the advisory executive-compensation proposal and ratified Crowe LLP as the independent registered public accounting firm for 2025.

First Community Bankshares, Inc. reported third-quarter 2026 net income of $15.423 million, compared with $12.266 million a year earlier. Nine-month net income was $49.963 million, versus $36.329 million, while nine-month net interest income was $104.034 million, compared with $92.252 million. At September 30, 2026, total assets were $3,633.679 million, deposits were $3,028.884 million, and loans held for investment, net of unearned income, were $2,477.419 million.

The company completed its merger with Hometown Bancshares, Inc. on January 23, 2026. Each outstanding Hometown common share converted into the right to receive 11.706 FCBC common shares, plus cash, without interest, in lieu of fractional shares; FCBC issued 1,029,314 common shares. The company recognized $1.73 million of goodwill and $8.59 million of core deposit intangibles. Merger expenses totaled $5.22 million, including $2.31 million recorded in the first quarter of 2026.

First Community Bankshares, Inc. (FCBC) agreed to acquire Main Street Financial Services Corp. in a stock-for-stock merger: at the effective time, each Main Street common share will convert into 0.6174 FCBC shares, with cash in lieu of fractional shares. Based on FCBC’s 10-day volume-weighted average price of $48.82 as of October 26, 2026, the exchange ratio represents approximately $30.14 per Main Street share and an aggregate transaction value of approximately $243 million.

Main Street reported approximately $1.6 billion in assets as of September 30, 2026, and its banking subsidiary operates 21 offices in east central Ohio and West Virginia’s northern panhandle. The merger is expected to close early in the second quarter of 2027, subject to shareholder and regulatory approvals and other conditions. Main Street directors who signed support agreements beneficially own approximately 10.4% of its outstanding common shares and agreed to vote for the merger.

First Community Bankshares (FCBC) agreed to acquire Main Street Financial Services Corp. in a stock merger. At closing, each eligible Main Street common share converts into the right to receive 0.6174 FCBC shares, with cash in lieu of fractional shares. Based on FCBC’s 10-day volume-weighted average price of $48.82 as of October 26, 2026, the exchange ratio represents approximately $30.14 per Main Street share and an aggregate transaction value of approximately $243 million. Main Street reported approximately $1.6 billion in assets as of September 30, 2026; combined assets are expected to be approximately $5.2 billion before transaction-related adjustments.

Closing is expected early in the second quarter of 2027, subject to both companies’ shareholder approvals, regulatory approvals, an effective Form S-4 registration statement and other customary conditions; FCBC agreed to file the S-4 within 45 days. Main Street options, vested or unvested, will be cancelled for cash under a formula tied to FCBC’s average closing price for the 10 trading days before closing, the exchange ratio and each option’s exercise price. Main Street may owe FCBC a $9.61 million termination fee in specified circumstances. Mark R. Witmer, Main Street’s chairman, president and CEO, is to join First Community Bank as President of the Ohio Region upon closing.

First Community Bankshares, Inc. (FCBC) reported third-quarter 2026 net income of $15.42 million, or $0.81 per diluted share, up $3.16 million (25.74%) from $12.27 million a year earlier. Net income for the first nine months reached a record $49.96 million; the prior nine-month record was $40.61 million in 2021. The company declared a $0.33 quarterly cash dividend, payable on or about November 27, 2026, to shareholders of record November 13, 2026.

Net interest margin was 4.46%, compared with 4.43% a year earlier, and tax-equivalent net interest income increased $4.62 million (14.72%). Net interest income after provision for loan losses rose $3.89 million (12.42%), primarily reflecting average-earning-asset growth associated with the Hometown Bancshares acquisition completed in the first quarter of 2026. Consolidated assets were $3.63 billion as of September 30, 2026. Nonperforming assets declined $1.03 million (6.09%) year over year; annualized net charge-offs were 0.11% of average loans, compared with 0.24% a year earlier.

FIRST COMMUNITY BANKSHARES INC (FCBC) reported insider equity transactions by Sarah W. Harmon, SVP & General Counsel. On August 21, 2026, Harmon exercised stock options to acquire 5,157 shares of common stock at an exercise price of $33.00 per share, eliminating a corresponding option position. The same day, she sold 4,329 shares of common stock in multiple trades at prices ranging from $49.20 to $49.55, for a weighted-average price of about $49.21, leaving remaining directly held shares not stated here. She continues to hold derivative interests through restricted stock units representing 2,228, 2,332, and 2,153 underlying shares, which vest on future dates based on performance criteria and continued employment, and also holds 1,994 shares indirectly through an Employee Stock Ownership & Savings Plan.

FIRST COMMUNITY BANKSHARES INC (FCBC) received a Rule 144 notice from shareholder Sarah W. Harmon covering a proposed sale of up to 4,329 common shares through Raymond James Financial Services. The shares have an indicated aggregate market value of $213,419.70 with an anticipated sale date of 08/18/2026 on NASDAQ.

The shares relate to an option exercise, with 5,157 shares acquired via a cashless exercise with sale to cover on 08/18/2026. The company reports 18,910,329 common shares outstanding, which is a baseline figure, not the amount being sold.

First Community Bankshares, Inc. reported solid mid‑year 2026 results. As of June 30, 2026, total assets were $3,607,720 thousand, loans held for investment, net, were $2,427,092 thousand, and total deposits were $3,016,591 thousand. Cash and cash equivalents increased to $591,913 thousand.

For the quarter ended June 30, 2026, net income was $22,513 thousand compared with $12,246 thousand a year earlier, and basic earnings per common share were $1.19. Six‑month 2026 net income was $34,540 thousand. Results benefited from noninterest income, including a $10,384 thousand gain on sale of an equity investment and $210 thousand of securities gains.

The company completed its merger with Hometown Bancshares, Inc. on January 23, 2026, issuing 1,029,314 common shares, recording $1.73 million of goodwill and $8.59 million of core deposit intangibles. Net cash provided by investing activities for the first half of 2026 was $148,456 thousand, while financing activities used $76,201 thousand, reflecting share repurchases and dividend payments.

First Community Bankshares president Gary R. Mills reported option exercises and a share sale. On July 28, 2026 he exercised stock options covering 4,365 common shares at strike prices of $24.65 and $33.00 per share. On July 30, 2026 he sold 3,500 common shares at $47.671 per share in an open-market or private transaction.

He continues to hold equity-based awards reported in the statement, including stock options over 3,025 shares at $29.15, 15,968 phantom stock units through a 401(k) wrap, and several restricted stock unit grants covering 5,728, 5,107 and 4,917 underlying shares, plus indirect ownership of 10,995 common shares via an Employee Stock Ownership & Savings Plan.