F&M Bank Corp (FMBM): Schedule 13G/A (Amendment No. 2) discloses that Fourthstone LLC and related entities report beneficial ownership of 307,793 shares of common stock, representing 8.65% of the class. The filing indicates shared voting and dispositive power over these shares.
Percentages are based on 3,557,267 shares outstanding as of August 12, 2025, as cited from the issuer’s 10-Q. The reporting persons state the securities were acquired and are held in the ordinary course of business and not for the purpose or effect of changing or influencing control.
Positive
None.
Negative
None.
Insights
Neutral ownership update: Fourthstone at 8.65% of FMBM.
The filing updates beneficial ownership, with Fourthstone and affiliates reporting 307,793 shares, or 8.65% of F&M Bank Corp’s common stock. Authority over the position is reported as shared voting and shared dispositive power.
The percentage uses an issuer baseline of 3,557,267 shares outstanding as of August 12, 2025. The group certifies the holdings are in the ordinary course and not aimed at influencing control, consistent with a Schedule 13G approach.
Subsequent disclosures may update ownership levels if positions change or if any filer switches to a Schedule 13D framework under applicable thresholds and triggers.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
F&M BANK CORP
(Name of Issuer)
Common Stock, par value $5.00
(Title of Class of Securities)
30237P106
(CUSIP Number)
09/30/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
30237P106
1
Names of Reporting Persons
Fourthstone LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
307,793.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
307,793.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
307,793.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.65 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP No.
30237P106
1
Names of Reporting Persons
Fourthstone Master Opportunity Fund Ltd
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
233,245.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
233,245.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
233,245.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.56 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP No.
30237P106
1
Names of Reporting Persons
Fourthstone GP LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
74,548.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
74,548.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
74,548.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.10 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP No.
30237P106
1
Names of Reporting Persons
Fourthstone QP Opportunity Fund LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
62,599.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
62,599.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
62,599.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
1.76 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP No.
30237P106
1
Names of Reporting Persons
Fourthstone Small-Cap Financials Fund LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
11,949.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
11,949.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
11,949.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.34 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
CUSIP No.
30237P106
1
Names of Reporting Persons
L. Phillip Stone, IV
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
307,793.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
307,793.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
307,793.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.65 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
F&M BANK CORP
(b)
Address of issuer's principal executive offices:
P.O. BOX 1111, TIMBERVILLE, VA, 22853
Item 2.
(a)
Name of person filing:
This Schedule 13G is being filed by Fourthstone LLC, a Delaware Limited Liability Company and Investment Adviser ("Fourthstone"). The persons reporting information on this Schedule 13G include, in addition to Fourthstone, a company incorporated in the Cayman Islands ("Fourthstone Master Opportunity Fund"), a Delaware Limited Partnership ("Fourthstone QP Opportunity"), a Delaware Limited Partnership ("Fourthstone Small-Cap Financials"), a Delaware Limited Liability Company ("Fourthstone GP, " General Partner of Fourthstone QP Opportunity and Fourthstone Small-Cap Financials), and L. Phillip Stone, IV, a citizen of the United States of America, who is the Managing Member of Fourthstone and Fourthstone GP (each, a "Reporting Person" and, together, the "Reporting Persons"). Fourthstone directly holds 307,793 shares of Common Stock on behalf of its advisory clients. Each of the Reporting Persons listed in this filing certify the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that effect.
(b)
Address or principal business office or, if none, residence:
The principal business address of each of the Reporting Persons is as follows: The registered office of Fourthstone LLC, Fourthstone Master Opportunity Fund Ltd., Fourthstone GP LLC, Fourthstone QP Opportunity Fund LP, Fourthstone Small-Cap Financials Fund LP is 575 Maryville Centre Drive, Suite 110, St. Louis, MO 63141.
(c)
Citizenship:
See response to Item 4 of each of the cover pages.
(d)
Title of class of securities:
Common Stock, par value $5.00
(e)
CUSIP No.:
30237P106
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Fourthstone LLC acquired the Issuer's shares in the ordinary course of business as a registered investment adviser and not with the purpose nor with the effect of influencing the control of the Issuer. Fourthstone GP LLC is the general partner of and may be deemed to beneficially own securities owned by Fourthstone QP Opportunity Fund LP and Fourthstone Small-Cap Financials Fund LP. L. Phillip Stone, IV, is the Managing Member of Fourthstone LLC and Fourthstone GP and may be deemed to beneficially own securities owned by Fourthstone. The percentages reported in Row 11 of each cover page are based on 3,557,267 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of August 12, 2025, based on the Issuer's 10-Q filed on August 14, 2025.
(b)
Percent of class:
8.65 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See responses to Item 5 on each cover page.
(ii) Shared power to vote or to direct the vote:
See responses to Item 6 on each cover page.
(iii) Sole power to dispose or to direct the disposition of:
See responses to Item 7 on each cover page.
(iv) Shared power to dispose or to direct the disposition of:
See responses to Item 8 on each cover page.
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
What stake did Fourthstone report in F&M Bank Corp (FMBM)?
Fourthstone reported beneficial ownership of 307,793 shares, representing 8.65% of F&M Bank Corp’s common stock.
How was the 8.65% ownership percentage for FMBM calculated?
It is based on 3,557,267 shares outstanding as of August 12, 2025, per the issuer’s 10-Q.
Does Fourthstone have voting and dispositive power over the FMBM shares?
Yes. The filing reports shared voting power and shared dispositive power over the shares.
What type of filing is this for FMBM and what does it signify?
It is a Schedule 13G/A (Amendment No. 2), signaling a passive ownership report rather than an intent to influence control.
Did the filers indicate any intent to change or influence control at FMBM?
No. They certified the securities were acquired and are held in the ordinary course of business, not to influence control.
Which entities are included with Fourthstone in this FMBM filing?
Entities include Fourthstone LLC, Fourthstone Master Opportunity Fund Ltd, Fourthstone GP LLC, Fourthstone QP Opportunity Fund LP, Fourthstone Small-Cap Financials Fund LP, and L. Phillip Stone, IV.
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