STOCK TITAN

First Community Bankshares (NASDAQ: FCBC) CRO logs RSU grant, tax withholding and option activity

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

Rhea-AI Filing Summary

First Community Bankshares Chief Risk Officer Derek A. Bonnett reported routine equity compensation activity. He received a grant of 1,756 restricted stock units (RSUs), each representing one share of common stock or its cash value, as long as performance and employment conditions are met.

Bonnett also exercised 2,151 RSUs into common shares, and 1,342 shares were withheld to cover tax obligations rather than sold on the market. After these transactions, he directly holds 4,068 common shares, plus indirect holdings of 501 shares in his spouse’s IRA and 1,550 shares through an employee stock plan.

He continues to hold unexercised awards, including RSUs tied to future performance periods and stock options on 977 shares with a $33.00 exercise price expiring in 2031, showing a remaining equity stake beyond the current transactions.

Positive

  • None.

Negative

  • None.
Insider Bonnett Derek A
Role Chief Risk Officer
Type Security Shares Price Value
Grant/Award RESTRICTED STOCK UNITS 1,756 $0.00 --
Exercise RESTRICTED STOCK UNITS 2,151 $0.00 --
Exercise COMMON STOCK 2,151 $0.00 --
Tax Withholding COMMON STOCK 1,342 $42.38 $57K
holding STOCK OPTION -- -- --
holding RESTRICTED STOCK UNITS -- -- --
holding RESTRICTED STOCK UNITS -- -- --
holding COMMON STOCK -- -- --
holding COMMON STOCK -- -- --
Holdings After Transaction: RESTRICTED STOCK UNITS — 1,756 shares (Direct, null); COMMON STOCK — 4,068 shares (Direct, null); STOCK OPTION — 977 shares (Direct, null); COMMON STOCK — 1,550 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.
RSU grant 1,756 units Restricted stock units granted to CRO Derek Bonnett
RSUs exercised 2,151 units RSUs converted into FCBC common stock
Shares withheld for taxes 1,342 shares Code F tax-withholding disposition
Direct common shares after transactions 4,068 shares Direct FCBC common stock held by Derek Bonnett
Indirect IRA holdings 501 shares Common stock held in spouse’s IRA
Employee plan holdings 1,550 shares Common stock via Employee Stock Ownership & Savings Plan
Stock options remaining 977 shares at $33.00 Options on FCBC common stock expiring 2031-03-19
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.
cliff vest financial
"The restricted stock units cliff vested on May 26, 2026 based on First Community Bankshares, Inc. satisfaction of certain performance criteria"
A cliff vest is a schedule for stock options or restricted shares where no ownership rights are earned until a fixed date, after which a set portion becomes fully owned all at once — like a probation period that suddenly unlocks pay. Investors watch cliff vests because they influence when insiders can sell shares, affect staff retention and dilution timing, and help predict short-term changes in a company’s shareholder makeup.
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.
dividend reinvestment financial
"Shares were acquired due to nondiscretionary company contribution and allocation under 401(k) plan 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*
Bonnett Derek A

(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)
Chief Risk 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 STOCK05/26/2026M2,151A(1)4,068D
COMMON STOCK05/26/2026F1,342D$42.382,726D
COMMON STOCK1,550(2)IBy Employee Stock Ownership & Savings Plan
COMMON STOCK501IIRA-Wife
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)05/26/2026M2,151 (1) (1)COMMON STOCK2,151$00D
STOCK OPTION$3303/31/2022(3)03/19/2031COMMON STOCK977977D
RESTRICTED STOCK UNITS(4) (4) (4)COMMON STOCK1,6671,667D
RESTRICTED STOCK UNITS(5) (5) (5)COMMON STOCK1,8881,888D
RESTRICTED STOCK UNITS(6)05/27/2026A1,756 (6) (6)COMMON STOCK1,756$01,756D
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.
Derek A. Bonnett 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 Chief Risk Officer Derek Bonnett report in this Form 4?

Derek Bonnett reported routine equity compensation activity, including a grant of 1,756 restricted stock units and the exercise of 2,151 RSUs into common shares, with a portion of the resulting shares withheld to cover tax obligations.

How many First Community Bankshares (FCBC) shares does Derek Bonnett hold after these transactions?

After the reported transactions, Derek Bonnett directly holds 4,068 shares of FCBC common stock, plus indirect holdings of 501 shares in his spouse’s IRA and 1,550 shares through an employee stock plan, reflecting both personal and benefit-plan ownership.

Was there any open-market buying or selling by Derek Bonnett in this FCBC Form 4?

The Form 4 shows no open-market purchases or sales. It records an RSU grant, an RSU-to-share conversion, and 1,342 shares withheld for taxes, which is a non-market disposition used to satisfy tax liabilities on vested equity awards.

What restricted stock units did Derek Bonnett receive from First Community Bankshares (FCBC)?

He received 1,756 restricted stock units, each representing a contingent right to one FCBC common share or its cash value. Vesting depends on the company meeting multi-year performance criteria and on Bonnett’s continued employment through specified vesting dates.

What derivative equity awards does Derek Bonnett still hold in FCBC after this filing?

He continues to hold RSU awards tied to performance through 2027–2029 and stock options on 977 FCBC shares with a $33.00 exercise price expiring in 2031, indicating additional potential future share ownership beyond his current common stock holdings.

How were tax obligations handled on Derek Bonnett’s FCBC equity vesting?

The filing reports that 1,342 FCBC common shares were disposed of under code F, meaning they were withheld by the company to satisfy tax liabilities arising from equity vesting, rather than being sold by Bonnett in the open market.