FVCBankcorp (NASDAQ: FVCB) exec uses 175 shares to cover RSU tax

Rhea-AI Filing Summary

FVCBankcorp, Inc. insider activity centers on tax withholding rather than an open-market trade. Senior Executive Vice President and Chief Credit Officer Michael G. Nassy had 175 shares of common stock withheld on May 29, 2026 to cover a tax liability tied to the vesting of a restricted stock unit award, using a market price of $15.78 per share. This is recorded as a disposition for tax purposes, not a regular sale into the market. After this withholding, Nassy directly holds 63,190 shares of FVCBankcorp common stock, indicating the transaction is small relative to his overall reported position.

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	175	$15.78	$3K

Holdings After Transaction: Common Stock — 63,190 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld for taxes: 175 shares Market price per share: $15.78 per share Shares held after transaction: 63,190 shares

3 metrics

Shares withheld for taxes 175 shares Tax-withholding disposition on May 29, 2026

Market price per share $15.78 per share Value used for RSU-related tax withholding

Shares held after transaction 63,190 shares Direct FVCBankcorp common stock holdings post-transaction

Key Terms

restricted stock unit award, Rule 16b-3, tax liability, tax-withholding disposition

4 terms

restricted stock unit award financial

"vesting of a security (i.e., restricted stock unit award) based on a market price of $15.78"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

Rule 16b-3 regulatory

"based on a market price of $15.78 and issued in accordance with Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

tax liability financial

"elected to pay for a tax liability by withholding securities incident to the vesting"

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition" in Form 4 data"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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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 VIRGINIA 22030

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/29/2026		F(1)		175	D	$15.78	63,190	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 $15.78 and issued in accordance with Rule 16b-3

Remarks:

	/s/ Jennifer L. Deacon, Power of Attorney	06/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did FVCBankcorp (FVCB) report for Michael G. Nassy?

FVCBankcorp reported that Michael G. Nassy had 175 common shares withheld to satisfy a tax liability from a restricted stock unit vesting. This was a tax-withholding disposition, not an open-market sale, and was treated as a routine administrative transaction.

Was the FVCB insider transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The 175 FVCBankcorp shares were withheld by the company to pay a tax liability related to a restricted stock unit vesting, as permitted under Rule 16b-3, rather than sold directly into the market.

At what price were FVCBankcorp (FVCB) shares valued for the tax withholding?

The 175 FVCBankcorp shares used for tax withholding were valued at a market price of $15.78 per share. This price was applied when restricted stock units vested and the company withheld shares to cover the associated tax obligation.

How many FVCBankcorp shares does Michael G. Nassy hold after this transaction?

After the tax-withholding disposition of 175 shares, Michael G. Nassy directly holds 63,190 shares of FVCBankcorp common stock. This shows that the withheld amount is small compared with his remaining reported ownership position in the company.

What triggered the tax-withholding disposition reported by FVCBankcorp (FVCB)?

The disposition was triggered by the vesting of a restricted stock unit award. To satisfy the resulting tax liability, Michael G. Nassy elected to have 175 shares withheld by the company, a standard mechanism allowed under Rule 16b-3 for equity-based compensation.