FVCBankcorp Form 4: Sr EVP Nassy Reduces Stake Slightly via Tax Withholding

Rhea-AI Filing Summary

FVCBankcorp, Inc. (FVCB) filed a Form 4 reporting that Senior EVP & Chief Credit Officer Michael G. Nassy disposed of 506 common shares on 06/23/2025. The transaction was coded “F,” indicating the shares were withheld by the issuer to cover taxes due upon the vesting of previously granted restricted stock units, at a reference price of $11.73 per share.

Following the withholding, Nassy’s direct ownership totals 52,751 shares. No derivative securities were involved and no additional open-market sales or purchases were disclosed. The reduction represents roughly 1 % of his holdings and appears routine and non-discretionary, providing limited insight into management’s forward-looking sentiment. Investors should view the filing primarily as a compliance event under Section 16 rather than a signal of fundamental change.

Positive

• None.

Negative

• Minor insider share reduction: Executive’s direct holdings declined by 506 shares, though the move was tax-related and not discretionary.

Insights

Financial Analyst

TL;DR: Routine insider tax-withholding; 506 shares, ~1 % of holdings—no material impact.

The Form 4 shows an F-code disposal, meaning the issuer withheld shares to settle a tax liability triggered by restricted stock vesting. Such non-discretionary transactions are generally neutral for valuation because they neither reflect an officer’s market sentiment nor materially alter share count. Post-transaction ownership of 52,751 shares keeps Nassy’s stake largely intact, so I assign a neutral impact rating.

Corporate Governance Expert

TL;DR: Compliance-driven share withholding; governance posture unchanged.

Rule 16b-3 permits officers to satisfy tax withholdings via share surrender without triggering short-swing profit concerns. The filing is timely and complete, signaling sound internal controls. Because the event is mechanical and immaterial in scale, it does not raise red-flags or confer governance advantages to the insider. Overall governance implications are neutral.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Nassy Michael G.

Role Sr EVP, Chief Credit Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	506	$11.73	$6K

Holdings After Transaction: Common Stock — 52,751 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Nassy Michael G.

(Last) (First) (Middle)

11325 RANDOM HILLS ROAD, STE 240

(Street)

FAIRFAX VA 22030

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FVCBankcorp, Inc. [ FVCB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr EVP, Chief Credit Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/23/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/23/2025		F(1)		506	D	$11.73	52,751	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The Reporting Person elected to pay for a tax liability by withholding securities incident to the vesting of a security (i.e., restricted stock unit award) based on a market price of $11.73 and issued in accordance with Rule 16b-3

Remarks:

	/s/ Jennifer L. Deacon, Power of Attorney	06/24/2025
	** Signature of Reporting Person	Date
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.

FAQ

What did FVCB insider Michael G. Nassy report in the latest Form 4?

He disclosed the withholding of 506 FVCB common shares for tax purposes on 06/23/2025.

How many FVCB shares does Nassy own after the transaction?

After the transaction, he holds 52,751 direct shares.

Was the insider sale an open-market transaction?

No. It was coded "F," indicating issuer share withholding to cover taxes, not an open-market sale.

Did the Form 4 disclose any derivative securities activity?

No derivative securities were acquired or disposed of in this filing.

Is the transaction material to FVCBankcorp investors?

The disposal represents about 1 % of the executive’s holdings and is considered routine, so impact is minimal.