First Community Bankshares (FCBC) CFO vests RSUs and adjusts equity stake
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
First Community Bankshares Chief Financial Officer David D. Brown reported multiple equity compensation transactions. He exercised 3,132 restricted stock units into common stock and then returned 3,132 shares to the issuer at $42.38 per share, a non‑market disposition.
Brown also received a new grant of 2,153 restricted stock units that can settle in cash or stock, and 2,033 phantom stock units credited through a 401(k) wrap arrangement, each economically equivalent to one common share. After these changes, he continues to hold common stock directly as well as indirect positions through an employee stock ownership and savings plan and an IRA, plus unexercised stock options and additional performance‑based RSUs that vest over future years.
Positive
- None.
Negative
- None.
Insights
Routine equity compensation moves with one offsetting share disposition.
CFO David D. Brown exercised 3,132 restricted stock units into common stock and then disposed of the same 3,132 shares back to First Community Bankshares at $42.38 per share. This is characterized as a disposition to the issuer, not an open‑market sale.
He simultaneously expanded his incentive alignment through awards: 2,153 new restricted stock units, 2,033 phantom stock units via a 401(k) wrap, and continuing holdings in plans and options. Remaining derivatives include 4,455 stock options exercisable at $33.00 per share until 2031-03-19 and performance‑based RSUs that vest through 2029. Overall, these transactions appear to be standard compensation and vesting activity rather than a directional market signal.
Insider Trade Summary
3,132 shares exercised/converted
Mixed
10 txns
Insider
Brown David D
Role
Chief Financial Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | RESTRICTED STOCK UNIT | 2,153 | $0.00 | -- |
| Grant/Award | PHANTOM STOCK | 2,033 | $42.73 | $87K |
| Exercise | RESTRICTED STOCK UNITS | 3,132 | $0.00 | -- |
| Exercise | COMMON STOCK | 3,132 | $0.00 | -- |
| Disposition | COMMON STOCK | 3,132 | $42.38 | $133K |
| holding | STOCK OPTION | -- | -- | -- |
| holding | RESTRICTED STOCK UNITS | -- | -- | -- |
| holding | RESTRICTED STOCK UNIT | -- | -- | -- |
| holding | COMMON STOCK | -- | -- | -- |
| holding | COMMON STOCK | -- | -- | -- |
Holdings After Transaction:
RESTRICTED STOCK UNIT — 2,153 shares (Direct, null);
PHANTOM STOCK — 14,733 shares (Indirect, By 401k Wrap);
RESTRICTED STOCK UNITS — 0 shares (Direct, null);
COMMON STOCK — 15,808 shares (Direct, null);
STOCK OPTION — 4,455 shares (Direct, null);
COMMON STOCK — 1,800 shares (Indirect, IRA)
Footnotes (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. The reporting person settled these shares in cash upon vesting. Shares were acquired due to nondiscretionary company contribution and allocation under 401(k) plan as well as quarterly dividend reinvestment. Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable, in cash or common stock, at the election of the reporting person, upon the reporting person's termination of employment. 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.
Key Figures
RSUs exercised: 3,132 shares
Disposition to issuer price: $42.38 per share
New RSU grant: 2,153 units
+5 more
8 metrics
RSUs exercised
3,132 shares
Restricted stock units converted into common stock on May 26, 2026
Disposition to issuer price
$42.38 per share
3,132 common shares returned to issuer
New RSU grant
2,153 units
Restricted stock unit award to CFO on May 27, 2026
Phantom stock units acquired
2,033 units
401(k) wrap phantom stock credited at $42.73 per unit
Remaining stock options
4,455 options at $33.00
Options on common stock expiring March 19, 2031
Indirect ESOP/Savings holdings
5,453 shares
Common stock held via employee stock ownership & savings plan
Indirect IRA holdings
1,800 shares
Common stock held indirectly through IRA
Indirect phantom stock balance
14,733 units
Total phantom stock units following transaction
Key Terms
restricted stock unit, phantom stock, cliff vested, 401(k) plan, +1 more
5 terms
restricted stock unit financial
"Each restricted stock unit converted into one share of First Community Bankshares Inc. common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
phantom stock financial
"Each share of phantom stock is the economic equivalent of one share of common stock."
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
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 as well as quarterly dividend reinvestment."
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.
stock options financial
"Stock options vest in three equal installments over three years beginning with 03/31/2022."
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
FAQ
What new equity awards did FCBC grant to CFO David Brown?
He received 2,153 restricted stock units with each unit representing the right to one share or its cash value, and 2,033 phantom stock units through a 401(k) wrap. These awards vest based on performance criteria and continued employment over specified multi‑year periods.
What derivative positions does FCBC’s CFO still hold after these transactions?
He continues to hold restricted stock units covering 2,332 and 2,427 underlying common shares, and stock options for 4,455 shares at a $33.00 exercise price expiring March 19, 2031. These positions provide future upside exposure tied to performance and service conditions.
How are David Brown’s phantom stock units in FCBC structured?
Each phantom stock unit is economically equivalent to one share of common stock. They become payable in cash or common stock, at his election, when his employment terminates, providing deferred, share‑linked compensation without immediate share issuance.