STOCK TITAN

First Community Bankshares (NASDAQ: FCBC) SVP reports RSU exercise, tax withholding and new award

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

First Community Bankshares SVP & General Counsel Sarah W. Harmon reported equity compensation activity involving restricted stock units, common shares, and stock options. She exercised 2,876 restricted stock units into common stock, with 1,535 shares withheld at $42.38 per share to cover tax obligations, leaving 7,313 common shares held directly afterward.

Harmon also received a grant of 2,153 new restricted stock units, each representing a contingent right to one common share or its cash value. She continues to hold indirect ownership of 1,994 common shares through an employee stock ownership and 401(k) plan, plus unexercised stock options for 5,157 shares at an exercise price of $33.00 expiring in 2031. Remaining performance-based restricted stock units vest between 2027 and 2029, subject to company performance and continued employment.

Positive

  • None.

Negative

  • None.
Insider Harmon Sarah W
Role SVP & General Counsel
Type Security Shares Price Value
Grant/Award RESTRICTED STOCK UNITS 2,153 $0.00 --
Exercise RESTRICTED STOCK UNITS 2,876 $0.00 --
Exercise COMMON STOCK 2,876 $0.00 --
Tax Withholding COMMON STOCK 1,535 $42.38 $65K
holding STOCK OPTION -- -- --
holding RESTRICTED STOCK UNITS -- -- --
holding RESTRICTED STOCK UNITS -- -- --
holding COMMON STOCK -- -- --
Holdings After Transaction: RESTRICTED STOCK UNITS — 2,153 shares (Direct, null); COMMON STOCK — 8,848 shares (Direct, null); STOCK OPTION — 5,157 shares (Direct, null); COMMON STOCK — 1,994 shares (Indirect, By Employee Stock Ownership & Savings Plan)
Footnotes (1)
  1. Each restricted stock unit converted into one share of First Community Bankshares Inc. common stock. The restricted stock units cliff vested on May 26, 2026 based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2026 and the continued employment of the reporting person. Shares were acquired due to nondiscretionary company contribution and allocation under 401(k) plan as well as quarterly dividend reinvestment. Stock options vest in three equal installments over three years beginning with 03/31/2022. Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. The restricted stock units cliff vest on May 29, 2027 based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2027 and the continued employment of the reporting person. Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. 30% of the restricted stock units cliff vest on May 28, 2028, and 70% of the units vest based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2028. All vesting is contingent upon the continued employment of the reporting person. Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. 30% of the restricted stock units cliff vest on May 27, 2029, and 70% of the units vest based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2029. All vesting is contingent upon the continued employment of the reporting person.
RSUs exercised 2,876 units Converted into common stock on May 26, 2026
Tax-withheld shares 1,535 shares at $42.38 Shares withheld to pay tax liability
New RSU grant 2,153 units Restricted stock unit award on May 27, 2026
Direct common shares 7,313 shares Direct ownership after tax withholding transaction
Indirect common shares 1,994 shares Held via employee stock ownership & 401(k) plan
Stock options 5,157 shares at $33.00 Options expiring March 19, 2031
restricted stock units financial
"Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
stock option financial
"Stock options vest in three equal installments over three years beginning with 03/31/2022"
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
cliff vested financial
"The restricted stock units cliff vested on May 26, 2026 based on ... performance criteria"
401(k) plan financial
"Shares were acquired due to nondiscretionary company contribution and allocation under 401(k) plan"
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.
performance criteria financial
"based on ... satisfaction of certain performance criteria for the three years ending March 31, 2026"
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Harmon Sarah W

(Last)(First)(Middle)
PO BOX 989

(Street)
BLUEFIELD VIRGINIA 24605

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FIRST COMMUNITY BANKSHARES INC /VA/ [ FCBC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP & General Counsel
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
COMMON STOCK05/26/2026M2,876A(1)8,848D
COMMON STOCK05/26/2026F1,535D$42.387,313D
COMMON STOCK1,994(2)IBy Employee Stock Ownership & Savings Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
RESTRICTED STOCK UNITS(1)05/26/2026M2,876 (1) (1)COMMON STOCK2,876$00D
STOCK OPTION$3303/31/2022(3)03/19/2031COMMON STOCK5,1575,157D
RESTRICTED STOCK UNITS(4) (4) (4)COMMON STOCK2,2282,228D
RESTRICTED STOCK UNITS(5) (5) (5)COMMON STOCK2,3322,332D
RESTRICTED STOCK UNITS(6)05/27/2026A2,153 (6) (6)COMMON STOCK2,153$02,153D
Explanation of Responses:
1. Each restricted stock unit converted into one share of First Community Bankshares Inc. common stock. The restricted stock units cliff vested on May 26, 2026 based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2026 and the continued employment of the reporting person.
2. Shares were acquired due to nondiscretionary company contribution and allocation under 401(k) plan as well as quarterly dividend reinvestment.
3. Stock options vest in three equal installments over three years beginning with 03/31/2022.
4. Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. The restricted stock units cliff vest on May 29, 2027 based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2027 and the continued employment of the reporting person.
5. Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. 30% of the restricted stock units cliff vest on May 28, 2028, and 70% of the units vest based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2028. All vesting is contingent upon the continued employment of the reporting person.
6. Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. 30% of the restricted stock units cliff vest on May 27, 2029, and 70% of the units vest based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2029. All vesting is contingent upon the continued employment of the reporting person.
/s/ Sarah W. Harmon05/28/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did FCBC executive Sarah W. Harmon report in this Form 4?

Sarah W. Harmon reported equity compensation activity, including exercising 2,876 restricted stock units into common stock and receiving a grant of 2,153 new restricted stock units, along with associated tax withholding and updated share holdings.

How many First Community Bankshares (FCBC) shares does Sarah Harmon now hold?

After the reported transactions, Sarah Harmon holds 7,313 common shares directly and 1,994 common shares indirectly through an employee stock ownership and 401(k) savings plan, as well as multiple unvested restricted stock unit awards and stock options.

Were any of Sarah Harmon’s FCBC transactions open-market buys or sells?

No open-market buys or sells were reported. The filing shows a derivative exercise of 2,876 restricted stock units and a tax-withholding disposition of 1,535 shares, both tied to compensation and vesting rather than discretionary market trades.

What new equity award did Sarah Harmon receive from FCBC?

She received 2,153 restricted stock units, each representing a contingent right to one share of First Community Bankshares common stock or its cash value, subject to future vesting conditions and continued employment with the company.

What derivative positions does Sarah Harmon still hold in FCBC stock?

She retains restricted stock units tied to 2,332 and 2,228 underlying common shares, plus stock options for 5,157 shares at an exercise price of $33.00 expiring on March 19, 2031, all held directly.