FVCBankcorp (FVCB) credit chief exercises options, withholds shares for tax

Rhea-AI Filing Summary

FVCBankcorp, Inc. senior executive Michael G. Nassy reported equity award activity involving stock options and common shares. He exercised 11,718 stock options at $9.216 per share, receiving the same number of common shares. In a separate transaction tied to this vesting, 7,848 common shares were withheld at a market price of $15.76 to cover a tax liability, as permitted under Rule 16b-3. After these transactions, Nassy directly owned 58,121 common shares of FVCBankcorp.

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

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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)
02/13/2026

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	02/13/2026		M		11,718	A	$9.216	65,969	D
Common Stock	02/13/2026		F(1)		7,848	D	$15.76	58,121	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
Stock Options	$9.216	02/13/2026		M			11,718	05/19/2016	05/19/2026	Common Stock	11,718	$9.216	0	D

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 $15.76 and issued in accordance with Rule 16b-3

Remarks:

	/s/ Jennifer L. Deacon, Power of Attorney	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did FVCBankcorp (FVCB) executive Michael G. Nassy report?

Michael G. Nassy reported exercising 11,718 stock options, acquiring 11,718 FVCBankcorp common shares, and having 7,848 shares withheld to cover tax obligations related to the vesting, all on the same transaction date.

How many FVCBankcorp (FVCB) shares does Michael G. Nassy own after this Form 4?

After these transactions, Michael G. Nassy directly owns 58,121 shares of FVCBankcorp common stock. This reflects both the option exercise and the tax-withholding share disposition reported in the Form 4 filing.

Was the FVCBankcorp (FVCB) insider share disposition an open-market sale?

The reported share disposition was not an open-market sale. It was a tax-withholding transaction, where 7,848 common shares were withheld to satisfy a tax liability tied to vesting, in accordance with Rule 16b-3.

What was the exercise price for Michael G. Nassy’s FVCBankcorp (FVCB) stock options?

Michael G. Nassy exercised 11,718 stock options at an exercise price of $9.216 per share. These options converted into the same number of FVCBankcorp common shares on the reported transaction date.

At what price were FVCBankcorp (FVCB) shares withheld for taxes in this Form 4?

The 7,848 FVCBankcorp common shares withheld to cover a tax liability were valued at a market price of $15.76 per share, as disclosed in the Form 4 footnote describing the Rule 16b-3 tax-withholding arrangement.

What role does Michael G. Nassy hold at FVCBankcorp (FVCB)?

Michael G. Nassy serves as Senior Executive Vice President and Chief Credit Officer of FVCBankcorp. His Form 4 filing reflects stock option exercises and related tax-withholding share dispositions associated with his equity compensation.