First National (FXNC) Director Reports 1,500-Share Acquisition and Indirect Holdings

Rhea-AI Filing Summary

James R. Wilkins III, a director of First National Corp (FXNC), reported an acquisition of 1,500 shares of common stock at a reported price of $0, increasing his direct beneficial ownership to 302,349 shares. The filing also discloses indirect holdings through named entities: Wilkins Investments LP 105,668, JRWIV Holdings LLC 9,987, GSW Holdings LLC 11,662, IBW Holdings LLC 7,820, LTW Holdings LLC 9,369, and spouse 1,631 shares.

Insights

Securities Analyst

TL;DR: Director reported a small share acquisition; direct ownership stands at 302,349 shares, with significant indirect holdings disclosed.

The Form 4 records an acquisition of 1,500 common shares and reports a direct beneficial holding of 302,349 shares. The filing lists multiple indirect holdings by named entities that materially add to disclosed influence. The reported price is shown as $0 and the form does not provide an explanation for that figure. Overall, this disclosure is a routine Section 16 filing and does not, by itself, present a material change to the company's capital structure.

Corporate Governance Expert

TL;DR: Disclosure aligns with insider reporting requirements; ownership shown as a mix of direct and indirect interests across entities and spouse.

The report identifies the reporting person as a director and details both direct ownership and multiple indirect holdings through specific entities and a spouse. The structure and level of detail are consistent with standard Form 4 reporting. There is no additional context in the filing explaining the $0 price or the nature of the acquisition, so governance implications are limited to transparency of ownership.

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^*

WILKINS III JAMES R

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

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, $1.25 par value	08/13/2025		A		1,500	A	$0	302,349	D
Common Stock, $1.25 par value								105,668	I	By Wilkins Investments LP
Common Stock, $1.25 par value								9,987	I	By JRWIV Holdings LLC
Common Stock, $1.25 par value								11,662	I	By GSW Holdings LLC
Common Stock, $1.25 par value								7,820	I	By IBW Holdings LLC
Common Stock, $1.25 par value								9,369	I	By LTW Holdings LLC
Common Stock, $1.25 par value								1,631	I	By Cara Lewin Wilkins (spouse)

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:

	/s/ Christopher L Sugg, by Power of Attorney	08/14/2025
	** 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 transaction did James R. Wilkins III report on Form 4 for FXNC?

The Form 4 reports an acquisition of 1,500 shares of common stock by James R. Wilkins III.

How many shares does James R. Wilkins III directly own in FXNC after the reported transaction?

The filing shows direct beneficial ownership of 302,349 shares following the reported transaction.

Are there indirect holdings disclosed for FXNC insider James R. Wilkins III?

Yes. Indirect holdings are disclosed: Wilkins Investments LP 105,668, JRWIV Holdings LLC 9,987, GSW Holdings LLC 11,662, IBW Holdings LLC 7,820, LTW Holdings LLC 9,369, and spouse 1,631 shares.

What price is reported for the acquired FXNC shares?

The filing lists the reported price for the acquired shares as $0; the form does not explain the reason for that price.

What is the reporting person's relationship to the issuer in the FXNC Form 4?

The reporting person, James R. Wilkins III, is identified as a director of First National Corp (FXNC).