STOCK TITAN

First Community Bankshares (FCBC) SVP gains 3,132 shares from RSU vesting

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

Rhea-AI Filing Summary

First Community Bankshares Inc. senior vice president and Chief Administrative Officer Jason R. Belcher received a compensation-related grant of 2,153 restricted stock units (RSUs) on May 27, 2026, each representing a right to one share of common stock or its cash value, subject to future vesting and performance conditions.

On May 26, 2026, 3,132 RSUs cliff vested and were converted into 3,132 shares of common stock based on performance over the three years ending March 31, 2026 and his continued employment. Of these shares, 1,515 were withheld at $42.38 per share to cover tax obligations, a non-market disposition, leaving 18,502 shares held directly.

Belcher also holds 5,312 shares indirectly through the company’s 401(k) Employee Stock Ownership & Savings Plan, reflecting nondiscretionary company contributions and dividend reinvestment, and continues to hold additional performance-based RSUs scheduled to vest between 2027 and 2029, contingent on future performance and continued employment.

Positive

  • None.

Negative

  • None.
Insider BELCHER JASON R
Role SVP-Chief Admin Officer
Type Security Shares Price Value
Grant/Award RESTRICTED STOCK UNITS 2,153 $0.00 --
Exercise RESTRICTED STOCK UNITS 3,132 $0.00 --
Exercise COMMON STOCK 3,132 $0.00 --
Tax Withholding COMMON STOCK 1,515 $42.38 $64K
holding RESTRICTED STOCK UNITS -- -- --
holding RESTRICTED STOCK UNITS -- -- --
holding COMMON STOCK -- -- --
Holdings After Transaction: RESTRICTED STOCK UNITS — 2,153 shares (Direct, null); COMMON STOCK — 20,017 shares (Direct, null); COMMON STOCK — 5,312 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. 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 granted 2,153 units Grant of restricted stock units on May 27, 2026
RSUs exercised 3,132 units RSUs converted to common stock on May 26, 2026
Shares withheld for taxes 1,515 shares at $42.38 Tax-withholding disposition on May 26, 2026
Direct common shares held 18,502 shares Direct ownership after transactions
Indirect 401(k) shares 5,312 shares Held via Employee Stock Ownership & Savings Plan
Remaining RSUs (block 1) 2,332 underlying shares Performance-based RSUs, direct ownership
Remaining RSUs (block 2) 2,427 underlying shares Performance-based RSUs, direct ownership
restricted stock units financial
"Each restricted stock unit represents a contingent right to receive one share"
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.
cliff vested financial
"The restricted stock units cliff vested on May 26, 2026 based on performance"
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.
401(k) plan financial
"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.
dividend reinvestment financial
"as well as quarterly dividend reinvestment"
Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.
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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*
BELCHER JASON R

(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-Chief Admin Officer
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 STOCK05/26/2026M3,132A(1)20,017D
COMMON STOCK05/26/2026F1,515D$42.3818,502D
COMMON STOCK5,312(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)05/26/2026M3,132 (1) (1)COMMON STOCK3,132$00D
RESTRICTED STOCK UNITS(3) (3) (3)COMMMON STOCK2,4272,427D
RESTRICTED STOCK UNITS(4) (4) (4)COMMON STOCK2,3322,332D
RESTRICTED STOCK UNITS(5)05/27/2026A2,153 (5) (5)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. 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.
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. 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.
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 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.
Jason R. Belcher by: Sarah W. Harmon (His Attorney-in-Fact)05/28/2026
** 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 Jason Belcher receive in this Form 4 filing?

Jason Belcher received a grant of 2,153 restricted stock units as compensation. Each RSU represents a right to one First Community Bankshares common share or its cash value, subject to future vesting and performance-based conditions through 2029.

How many First Community Bankshares shares did Jason Belcher gain from RSU vesting?

Belcher had 3,132 restricted stock units convert into 3,132 common shares on May 26, 2026. These units cliff vested based on First Community Bankshares’ performance over three years ending March 31, 2026 and his continued employment.

Why were 1,515 FCBC shares disposed of in this Form 4?

The 1,515 First Community Bankshares shares were withheld to cover tax obligations at $42.38 per share. This F-code transaction reflects tax-withholding disposition, not an open-market sale, and is a common mechanism when equity awards vest or are exercised.

What are Jason Belcher’s current FCBC share holdings after these transactions?

After the transactions, Belcher holds 18,502 First Community Bankshares common shares directly. He also holds 5,312 additional shares indirectly through the company’s Employee Stock Ownership & Savings 401(k) Plan, reflecting contributions and dividend reinvestment.

What performance-based RSUs does Jason Belcher still hold at FCBC?

Belcher continues to hold performance-based restricted stock units tied to underlying common shares of 2,332 and 2,427. These RSUs vest between 2027 and 2029, contingent on First Community Bankshares meeting performance criteria and his continued employment.

How were additional FCBC shares added to Jason Belcher’s 401(k) plan?

Additional shares in Belcher’s 401(k) Employee Stock Ownership & Savings Plan were acquired through nondiscretionary company contributions and quarterly dividend reinvestment. These plan-based allocations increase his indirect ownership without requiring open-market purchases.