National Bankshares (NKSH) COO reports new stock awards and RSU vesting

Rhea-AI Filing Summary

National Bankshares EVP and COO David K. Skeens reported equity awards of company stock. On February 11, 2026, he acquired 771 shares of common stock at $0 per share through a restricted stock unit grant that will vest in three equal installments beginning February 11, 2027. On February 14, 2026, he acquired 265 shares at $0 per share upon satisfaction of the performance-based component of restricted stock units originally granted on February 14, 2025, which also require a time-based vesting component. Following these transactions, he directly held 1,098 common shares and indirectly held 11,834 shares through an ESOP.

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^*

Skeens David K.

(Last) (First) (Middle)

2130 CHILDRESS ROAD

(Street)

CHRISTIANSBURG VA 24073

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NATIONAL BANKSHARES INC [ NKSH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP/Chief Operating Officer

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
Common Stock	02/14/2026		A		265(1)	A	$0	327	D
Common Stock	02/11/2026		A		771(2)	A	$0	1,098	D
Common Stock								11,834	I	ESOP

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. Reports satisfaction of performance-based component of restricted stock units (RSUs) granted on 02/14/2025. The RSUs also have a time-based component that must be satisfied to fully vest.

2. The restricted stock unit grant vests in three equal installments beginning February 11, 2027.

	/s/ David K. Skeens	02/17/2026
	** 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 transactions did NKSH executive David K. Skeens report on this Form 4?

David K. Skeens reported acquiring common stock through equity awards, not open-market purchases. He received 771 shares from a restricted stock unit grant and 265 shares from the performance-based portion of prior RSUs, both at $0 per share as part of compensation.

How many NKSH shares did David K. Skeens acquire in the latest awards?

He acquired a total of 1,036 NKSH common shares. This includes 771 shares from a new restricted stock unit grant on February 11, 2026, and 265 shares credited on February 14, 2026, from the performance-based component of RSUs granted on February 14, 2025.

Are the NKSH restricted stock units reported by David K. Skeens fully vested?

They are not yet fully vested. The Form 4 notes that 265 shares relate to performance-based RSUs that still require a time-based component, and the 771-share restricted stock unit grant vests in three equal installments beginning February 11, 2027, over a multi-year schedule.

What is David K. Skeens’ role at National Bankshares (NKSH)?

David K. Skeens is an officer of National Bankshares, serving as Executive Vice President and Chief Operating Officer. The Form 4 identifies him in this capacity, and the reported stock awards represent part of his equity-based compensation as a senior executive of the company.

How many NKSH shares does David K. Skeens own directly and indirectly after these transactions?

After the reported awards, he directly owned 1,098 NKSH common shares. He also indirectly held 11,834 additional common shares through an employee stock ownership plan (ESOP), as disclosed in the Form 4 under indirect beneficial ownership.

Were any NKSH shares sold by David K. Skeens in this Form 4 filing?

No sales were reported. All transactions in this Form 4 are coded as acquisitions of common stock at $0 per share, reflecting equity awards and vesting of restricted stock units, rather than discretionary open-market purchases or sales of National Bankshares shares.