STOCK TITAN

First National Corp (FXNC) director granted 1,113 FXNC shares, details family trust holdings

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Smith Gerald F JR reported acquisition or exercise transactions in this Form 4 filing.

First National Corp (FXNC) director Gerald F. Smith Jr. received a grant of 1,113 shares of common stock on 2026-08-12 at $0.00 per share, bringing his directly held stake to 42,768 shares. In addition, he reports indirect holdings through several family trusts, where he or his spouse serves as trustee or co-trustee. For one irrevocable trust holding 900 shares for his daughter, he expressly disclaims beneficial ownership.

Positive

  • None.

Negative

  • None.
Insider Smith Gerald F JR
Role Director
Type Security Shares Price Value
Grant/Award Common Stock, $1.25 par value 1,113 $0.00 $0.00
holding Common Stock, $1.25 par value F2 -- -- --
holding Common Stock, $1.25 par value F1 -- -- --
holding Common Stock, $1.25 par value F1 -- -- --
holding Common Stock, $1.25 par value F3 -- -- --
holding Common Stock, $1.25 par value F1, F4 -- -- --
holding Common Stock, $1.25 par value F5 -- -- --
Holdings After Transaction: Common Stock, $1.25 par value — 42,768 shares (Direct); Common Stock, $1.25 par value — 68,670 shares (Indirect, By Kaye DeHaven Smith Revocable Trust); Common Stock, $1.25 par value — 245,124 shares (Indirect, By G.F. Smith Jr. GST Trust); Common Stock, $1.25 par value — 15,046 shares (Indirect, By G.F. Smith Jr. Revocable Trust); Common Stock, $1.25 par value — 17,724 shares (Indirect, By The Smith 2012 Spousal Trust uad 12/03/2012); Common Stock, $1.25 par value — 900 shares (Indirect, By Kaye DeHaven Smith Irrevocable Trust FBO Elise D. Smith (Daughter)); Common Stock, $1.25 par value — 12,372 shares (Indirect, By The Smith 2012 GST Trust uad 12/03/2012)
Footnotes (5)
  1. F1. The reporting person serves as a co-trustee of this trust.
  2. F2. The reporting person's spouse serves as trustee of this trust.
  3. F3. The reporting person's spouse serves as co-trustee of this trust.
  4. F4. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or any other purpose.
  5. F5. The reporting person serves as trustee of this trust.
Awarded shares 1,113 shares Grant, award, or other acquisition on 2026-08-12
Direct holdings after award 42,768 shares Common Stock, $1.25 par value, held directly by Gerald F. Smith Jr.
Kaye DeHaven Smith Revocable Trust 68,670 shares Indirect FXNC holdings; spouse serves as trustee
G.F. Smith Jr. GST Trust 245,124 shares Indirect FXNC holdings; reporting person serves as co-trustee
G.F. Smith Jr. Revocable Trust 15,046 shares Indirect FXNC holdings; reporting person serves as co-trustee
Smith 2012 Spousal Trust 17,724 shares Indirect FXNC holdings; spouse serves as co-trustee
Irrevocable Trust FBO Elise D. Smith 900 shares Indirect FXNC holdings; beneficial ownership disclaimed
Smith 2012 GST Trust 12,372 shares Indirect FXNC holdings; reporting person serves as trustee
Grant, award, or other acquisition financial
"Transaction code A described as Grant, award, or other acquisition"
beneficial ownership regulatory
"The reporting person disclaims beneficial ownership of these securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
revocable trust financial
"By Kaye DeHaven Smith Revocable Trust"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
irrevocable trust financial
"By Kaye DeHaven Smith Irrevocable Trust FBO Elise D. Smith"
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
Section 16 regulatory
"beneficial owner of the securities for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

FAQ

What transaction did director Gerald F. Smith Jr. report on FXNC stock?

Gerald F. Smith Jr. reported a 1,113 FXNC common shares42,768 shares of First National Corp common stock.

How many FXNC shares does Gerald F. Smith Jr. hold directly after this Form 4?

After the reported grant, Gerald F. Smith Jr. directly holds 42,768 shares of First National Corp common stock. This figure reflects the addition of 1,113 shares received on 2026-08-12 at no cost under a stock award.

What indirect FXNC holdings did Gerald F. Smith Jr. report via family trusts?

Gerald F. Smith Jr. reports indirect FXNC holdings including 68,670 shares245,124 shares900 to 17,724 shares.

Does Gerald F. Smith Jr. disclaim beneficial ownership of any FXNC shares?

Yes. For 900 FXNC sharesdisclaims beneficial ownership, stating the report is not an admission of beneficial ownership for Section 16 or any other purpose.

Was the FXNC stock transaction by Gerald F. Smith Jr. under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirmative, and no footnote states the transaction was under a 10b5-1 trading plan. The reported grant appears as a stock award acquisition rather than an open-market trade.

What type of security did Gerald F. Smith Jr. acquire in this FXNC Form 4?

Gerald F. Smith Jr. acquired Common Stock, $1.25 par value of First National Corp. The award covered 1,113 shares at a stated transaction price of $0.00 per share, consistent with a non-cash stock grant or award.

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

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SEC Form 4
FORM 4UNITED 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*
Smith Gerald F JR

(Last)(First)(Middle)
112 W KING ST

(Street)
STRASBURG VIRGINIA 22657

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FIRST NATIONAL CORP /VA/ [ FXNC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, $1.25 par value68,670IBy Kaye DeHaven Smith Revocable Trust(2)
Common Stock, $1.25 par value08/12/2026A1,113A$042,768D
Common Stock, $1.25 par value245,124IBy G.F. Smith Jr. GST Trust(1)
Common Stock, $1.25 par value15,046IBy G.F. Smith Jr. Revocable Trust(1)
Common Stock, $1.25 par value17,724IBy The Smith 2012 Spousal Trust uad 12/03/2012(3)
Common Stock, $1.25 par value900IBy Kaye DeHaven Smith Irrevocable Trust FBO Elise D. Smith (Daughter)(1)(4)
Common Stock, $1.25 par value12,372IBy The Smith 2012 GST Trust uad 12/03/2012(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The reporting person serves as a co-trustee of this trust.
2. The reporting person's spouse serves as trustee of this trust.
3. The reporting person's spouse serves as co-trustee of this trust.
4. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or any other purpose.
5. The reporting person serves as trustee of this trust.
/s/ Christopher L Suggs, by Power of Attorney08/13/2026
** Signature of Reporting PersonDate
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)