FVCBankcorp exec reports 656-share tax withholding

FVCBankcorp, Inc. senior executive Michael G. Nassy reported a tax-related share disposition tied to restricted stock vesting.

Rhea-AI Filing Summary

FVCBankcorp, Inc. senior executive Michael G. Nassy reported a tax-related share disposition tied to restricted stock vesting. He had 656 shares of common stock withheld at $17.24 per share to cover a tax liability when a restricted stock unit award vested. This was not an open-market sale. Following this withholding, he directly holds 62,534 shares of FVCBankcorp common stock, showing that his overall equity stake in the company remains substantial.

Insider Trade Summary

Exercise Price or Tax Liability: 656 shares

Exercise Price or Tax Liability 1 txn

Insider Nassy Michael G.

Role Sr EVP, Chief Credit Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	656	$17.24	$11K

Holdings After Transaction: Common Stock — 62,534 shares (Direct)

Footnotes (1)

1. F1. 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 $17.24 and issued in accordance with Rule 16b-3

Key Figures

Tax-withholding shares: 656 shares Tax-withholding price: $17.24 per share Shares held after transaction: 62,534 shares

3 metrics

Tax-withholding shares 656 shares Common stock withheld to cover tax liability on RSU vesting

Tax-withholding price $17.24 per share Market price used to value withheld shares

Shares held after transaction 62,534 shares Direct FVCBankcorp common stock ownership following withholding

Key Terms

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

4 terms

restricted stock unit award financial

"incident to the vesting of a security (i.e., restricted stock unit award)"

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.

tax liability financial

"elected to pay for a tax liability by withholding securities"

Rule 16b-3 regulatory

"based on a market price of $17.24 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-withholding disposition financial

"transaction_action": "tax-withholding disposition""

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

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

Michael G. Nassy reported a tax-withholding disposition of 656 shares of FVCBankcorp common stock. The shares were withheld to satisfy tax obligations related to the vesting of a restricted stock unit award, rather than being sold in the open market.

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

No, the transaction was not an open-market sale. The 656 FVCBankcorp shares were withheld by the company to cover a tax liability arising from a restricted stock unit vesting, as permitted under compensation and tax rules, rather than sold to outside investors.

At what price were the withheld FVCB shares valued in this Form 4?

The withheld 656 FVCBankcorp shares were valued at $17.24 per share. This price was used to calculate the amount of stock needed to satisfy the executive’s tax liability upon vesting of the restricted stock unit award.

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

After the tax-withholding transaction, Michael G. Nassy directly holds 62,534 shares of FVCBankcorp common stock. This figure reflects his remaining stake following the 656-share withholding related to the vesting restricted stock unit award.

What does the footnote about Rule 16b-3 mean for this FVCB Form 4?

The footnote states the withholding was carried out under Rule 16b-3. That rule governs insider equity compensation transactions, indicating this disposition was part of a structured compensation and tax process, not a discretionary trade based on views of FVCBankcorp’s stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/24/2026 - 04:09 PM Learn about SEC filing dates

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)
06/23/2026

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	06/23/2026		F(1)		656	D	$17.24	62,534	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 $17.24 and issued in accordance with Rule 16b-3

Remarks:

	/s/ Jennifer L. Deacon, Power of Attorney	06/24/2026
	** 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)