First National (FXNC) CEO awarded 5,765 restricted stock units

Rhea-AI Filing Summary

First National Corp President and CEO Scott C. Harvard reported an award of 5,765 restricted stock units on February 11, 2026. Each unit represents a contingent right to receive one share of FXNC common stock at a price of $0 per unit.

The restricted stock units vest in three annual installments: 1,922 units on February 15, 2026, 1,921 units on February 15, 2027, and 1,922 units on February 15, 2028. Following this grant, he directly holds 23,977 derivative securities linked to FXNC common stock.

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

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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^*

HARVARD SCOTT C

(Last) (First) (Middle)

112 W KING ST

(Street)

STRASBURG VA 22657

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST NATIONAL CORP /VA/ [ FXNC ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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

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
Restricted Stock Units	(1)	02/11/2026		A		5,765		(2)	(2)	Common Stock	5,765	$0	23,977	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of FXNC common stock.

2. The restricted stock units vest in three equal annual installments with 1,922 units vesting on February 15, 2026, 1,921 units vesting on February 15, 2027, and 1,922 units vesting on February 15, 2028.

	/s/ Christopher Suggs by Power of Attorney	02/13/2026
	** 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.

FAQ

What insider transaction did FXNC report for Scott C. Harvard?

FXNC reported that President and CEO Scott C. Harvard received 5,765 restricted stock units on February 11, 2026. These units are a stock-based award, not an open-market purchase, and give him the right to receive an equal number of FXNC common shares over time.

How many FXNC restricted stock units were granted in this Form 4?

The Form 4 shows a grant of 5,765 restricted stock units to Scott C. Harvard. Each unit represents a contingent right to one FXNC common share, awarded at a price of $0 per unit as part of his executive compensation package.

What is the vesting schedule for Scott C. Harvard’s 5,765 FXNC RSUs?

The 5,765 restricted stock units vest in three annual installments. 1,922 units vest on February 15, 2026, 1,921 units vest on February 15, 2027, and 1,922 units vest on February 15, 2028, subject to the award terms and continued eligibility.

How many derivative securities does Scott C. Harvard hold after this FXNC grant?

After this award, Scott C. Harvard beneficially owns 23,977 derivative securities tied to FXNC common stock. This figure reflects his directly held restricted stock units following the 5,765-unit grant reported on the February 11, 2026 transaction date.

Does the FXNC Form 4 show a stock purchase or a stock award?

The FXNC Form 4 reflects a stock award, not a market purchase. Scott C. Harvard received 5,765 restricted stock units at a price of $0 per unit, categorized as a grant, award, or other acquisition under transaction code “A.”

What does each FXNC restricted stock unit represent in this Form 4?

Each restricted stock unit represents a contingent right to receive one share of FXNC common stock. The units convert into shares as they vest over the scheduled dates, aligning executive compensation with the company’s equity performance.