FXNC Form 4: Norman D. Wagstaff Jr Adds 1,500 Shares to Direct Holdings

Rhea-AI Filing Summary

Insider transaction reported: Director Norman D. Wagstaff Jr acquired 1,500 shares of First National Corp (FXNC) on 08/13/2025, bringing his direct beneficial ownership to 99,339 shares. The transaction is coded as an acquisition and the price is reported as $0. The Form 4 was signed by Christopher L. Sugg by power of attorney on 08/14/2025.

Positive

• Director acquisition recorded: 1,500 shares added to direct holdings
• Updated beneficial ownership disclosed: direct holdings now total 99,339 shares

Negative

• None.

Insights

Financial Analyst

TL;DR Director recorded a direct acquisition of 1,500 shares, increasing total direct holdings to 99,339 shares.

The filing shows a straightforward acquisition on 08/13/2025 of 1,500 common shares with a reported price of $0, resulting in 99,339 shares beneficially owned directly. For investors, this is a routine insider filing documenting ownership changes; the absolute size of the transaction should be compared to outstanding shares and recent insider activity for materiality assessment.

Corporate Governance Expert

TL;DR Routine Section 16 filing by a director documenting an acquisition and updated beneficial ownership.

The Form 4 properly discloses the director-level acquisition and updated direct holdings. The form was executed by an agent under power of attorney on 08/14/2025. The report contains no derivatives or additional arrangements disclosed in Table II and no indication of indirect ownership claims.

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
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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^*

Wagstaff Norman D Jr

(Last) (First) (Middle)

112 WEST KING STREET

(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	99,339	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:

	/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 did the Form 4 for FIRST NATL CORP (FXNC) report?

The Form 4 reports that Director Norman D. Wagstaff Jr acquired 1,500 common shares on 08/13/2025, increasing his direct holdings to 99,339 shares.

What price was reported for the shares on the FXNC Form 4?

The transaction row in the Form 4 lists the price as $0.

Who signed the FXNC Form 4 and when?

The Form 4 is signed by Christopher L. Sugg by power of attorney on 08/14/2025.

Was any derivative security disclosed in the FXNC filing?

No. Table II for derivative securities contains no entries; only a non-derivative common stock acquisition is reported.

What is the reporting person's relationship to FXNC?

The reporting person, Norman D. Wagstaff Jr, is identified on the form as a Director of the issuer.