FXNC / First National Corporation - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

First National Corporation
US ˙ NasdaqCM ˙ US32106V1070

Mga Batayang Estadistika
LEI 549300TDCMDRFUMP0106
CIK 719402
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to First National Corporation
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2025 FIRST NATIONAL CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb

August 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac

July 30, 2025 EX-99.1

First National Corporation Reports RECORD SECOND Quarter 2025 EARNINGS

Exhibit 99.1 First National Corporation Reports RECORD SECOND Quarter 2025 EARNINGS STRASBURG, Va., July 30, 2025 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported earnings for the quarter ended June 30, 2025 of $5.05 million and basic and diluted earnings per common share of $0.56. Excluding acquisition-r

July 30, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2025 FIRST NATIONAL CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number

May 15, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 FIRST NATIONAL CORPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 FIRST NATIONAL CORPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 14, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa

May 14, 2025 EX-99.1

EX-99.1

Exhibit 99.1

April 30, 2025 EX-99.1

First National Corporation Reports FIRST Quarter 2025 Financial Results

Exhibit 99.1 First National Corporation Reports FIRST Quarter 2025 Financial Results STRASBURG, Va., April 30, 2025 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported earnings for the quarter ending March 31, 2025 of $1.52 million and basic and diluted earnings per common share of $0.18. Excluding acquisiti

April 30, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 FIRST NATIONAL COR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

April 3, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 31, 2025 EX-19.1

Insider Trading Policy.

Exhibit 19.1 First National Corporation Insider Trading Policy Page 1 of 12 Table of Contents Page I. Purpose 2 II. Policy on Insider Trading 2 III. Liability and Actions for Violations of Policy 3 IV. Definition of Material, Non-Public Information 4 V. Compliance Guidelines Applicable to All Company Persons 5 VI. Compliance Procedures for Director, Executive Officers and Other Designated Employee

March 31, 2025 EX-4.2

Description of Securities.

Exhibit 4.2 DESCRIPTION OF SECURITIES As of December 31, 2024, the common stock, par value $1.25 per share, was the only class of securities of First National Corporation (the “Company”) registered under Section 12 of the Securities Exchange Act of 1934, as amended. The following section describes the general terms and provisions of the shares of the Company’s common stock. You should read the Com

March 31, 2025 EX-4.5

Form of 4.00% Fixed to Floating Rate Subordinated Note due January 30, 2032

Exhibit 4.5

March 31, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam

March 31, 2025 EX-21.1

Subsidiaries of the Company.

Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - Bank of Fincastle Financial Service, Inc. Virginia - ESF, LLC Virginia - McKenney Group, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust

March 31, 2025 EX-4.4

Form of 6.00% Fixed to Floating Rate Subordinated Note due August 15, 2030

Exhibit 4.4

March 10, 2025 EX-10.1

Employment Agreement, dated March 7, 2025, by and between First National Corporation and Brad E. Schwartz

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT made and entered into as of the 7th day of March, 2025, by and between FIRST NATIONAL CORPORATION, a Virginia corporation, hereinafter called the "Corporation", and BRAD E. SCHWARTZ hereinafter called "Employee" (collectively “the Parties”), and provides as follows: RECITALS WHEREAS, the Corporation is a bank holding company engaged in th

March 10, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

March 10, 2025 EX-99.1

Brad Schwartz Joins First Bank as Executive Vice President, Chief Financial Officer

Exhibit 99.1 Brad Schwartz Joins First Bank as Executive Vice President, Chief Financial Officer Strasburg, Virginia, March 10, 2025 (GLOBE NEWSWIRE) – First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”) is pleased to announce Brad E. Schwartz will join First National Corporation and First Bank as Executive Vice Preside

February 13, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 FIRST NATIONAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

February 6, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2025 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

February 6, 2025 EX-99.1

First National Corporation Reports Fourth Quarter and Annual 2024 Financial Results

Exhibit 99.1 First National Corporation Reports Fourth Quarter and Annual 2024 Financial Results STRASBURG, Va., February 6, 2025 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported an unaudited consolidated net loss of $933 thousand and basic and diluted loss per common share of $0.10 for the fourth quarter

December 17, 2024 SC 13D/A

FXNC / First National Corporation / WILKINS III JAMES R - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* FIRST NATIONAL CORPORATION (Name of Issuer) COMMON STOCK, PAR VALUE $1.25 PER SHARE (Title of Class of Securities) 32106V107 (CUSIP Number) SCOTT C. HARVARD FIRST NATIONAL CORPORATION 112 WEST KING STREET STRASBURG, VIRGINIA 22657 (540) 465-9121 (Name,

November 15, 2024 EX-99.1

First National Corporation Announces Increase in Cash Dividend for 10th Consecutive Year

Exhibit 99.1 First National Corporation Announces Increase in Cash Dividend for 10th Consecutive Year STRASBURG, Va., November 15, 2024 (GLOBE NEWSWIRE) - The Board of Directors of First National Corporation (the “Company”) (Nasdaq: FXNC) declared a quarterly cash dividend of $0.155 per share on November 13, 2024, a 3% increase compared to the quarterly dividend paid on September 13, 2024. This is

November 15, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2024 FIRST NATIONAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

November 15, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

November 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874

November 14, 2024 EX-3.1

Articles of Amendment to Article of Incorporation of First National Corporation

Exhibit 3.1 ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED ARTICLES OF INCORPORATION OF FIRST NATIONAL CORPORATION The undersigned, on behalf of the corporation set forth below, pursuant to Title 13.1, Chapter 9, Article 11 of the Code of Virginia, states as follows: I. The name of the corporation is First National Corporation (the “Corporation”). II. Article III of the Amended and Restated Art

November 14, 2024 SC 13G/A

FXNC / First National Corporation / Fourthstone LLC - AMENDMENT TO SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 4)* Under the Securities Exchange Act of 1934 First National Corp. (Name of Issuer) Common Stock $1.25 par value per share (Titles of Class of Securities) 32106V107 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

November 6, 2024 EX-99.1

First National Corporation Reports Third Quarter 2024 Financial Results

Exhibit 99.1 First National Corporation Reports Third Quarter 2024 Financial Results STRASBURG, Va., November 1, 2024 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), reported unaudited consolidated net income of $2.2 million and basic and diluted earnings per common share of $0.36 for the third quarter of 2024 and adjusted net income(1) of $2.4 million and adjusted

November 6, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

October 1, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) -12-31 Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission Fi

October 1, 2024 EX-99.1

First National Corporation Completes Acquisition of Touchstone Bankshares, Inc.

Exhibit 99.1 First National Corporation Completes Acquisition of Touchstone Bankshares, Inc. STRASBURG, Va., October 1, 2024 - First National Corporation (NASDAQ: FXNC) (the “Company” or “First National”), the one-bank holding company of First Bank, announced today that it has completed the acquisition by merger of Touchstone Bankshares, Inc. (“Touchstone”) effective October 1, 2024 (the “Merger”)

October 1, 2024 EX-3.1

By-laws of First National Corporation

EX-3.1 2 ex718776.htm EXHIBIT 3.1 Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended October 1, 2024) ARTICLE I Stockholders’ Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a leg

September 16, 2024 EX-99.1

EX-99.1

Exhibit 99.1

September 16, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File N

September 3, 2024 EX-99.1

First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Shareholders Approvals for Merger

Exhibit 99.1 First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Shareholders Approvals for Merger STRASBURG, Va. and PRINCE GEORGE, Va., September 3, 2024 - At separate shareholder meetings held on August 29, 2024, First National Corporation (NASDAQ: FXNC) (the “Company” or “First National”), the bank holding company of First Bank, and Touchstone Bankshares, Inc. (“Touc

September 3, 2024 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb

September 3, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 FIRST NATIONAL CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb

September 3, 2024 EX-99.1

First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Shareholders Approvals for Merger

Exhibit 99.1 First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Shareholders Approvals for Merger STRASBURG, Va. and PRINCE GEORGE, Va., September 3, 2024 - At separate shareholder meetings held on August 29, 2024, First National Corporation (NASDAQ: FXNC) (the “Company” or “First National”), the bank holding company of First Bank, and Touchstone Bankshares, Inc. (“Touc

August 15, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac

August 8, 2024 EX-99.1

First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Regulatory Approvals for Merger

Exhibit 99.1 First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Regulatory Approvals for Merger STRASBURG, Va. and PRINCE GEORGE, Va., August 8, 2024 - First National Corporation (“First National”) (NASDAQ: FXNC), the bank holding company of First Bank, and Touchstone Bankshares, Inc. (“Touchstone”) (OTCPK: TSBA), the bank holding company of Touchstone Bank, announced t

August 8, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 FIRST NATIONAL COR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

August 8, 2024 EX-99.1

First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Regulatory Approvals for Merger

Exhibit 99.1 First National Corporation and Touchstone Bankshares, Inc. Announce Receipt of Regulatory Approvals for Merger STRASBURG, Va. and PRINCE GEORGE, Va., August 8, 2024 - First National Corporation (“First National”) (NASDAQ: FXNC), the bank holding company of First Bank, and Touchstone Bankshares, Inc. (“Touchstone”) (OTCPK: TSBA), the bank holding company of Touchstone Bank, announced t

August 8, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

August 1, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number

August 1, 2024 EX-99.1

First National Corporation Reports Second Quarter Financial Results

EX-99.1 2 ex687172.htm EXHIBIT 99.1 Exhibit 99.1 First National Corporation Reports Second Quarter Financial Results STRASBURG, Va., July 31, 2024 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), reported unaudited consolidated net income of $2.4 million and basic and diluted earnings per common share of $0.39 for the second quarter of 2024 and adjusted net income(1

July 9, 2024 424B3

MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT

TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-280378     MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT July 8, 2024 To the Shareholders of First National Corporation and Touchstone Bankshares, Inc.: On March 25, 2024, First National Corporation, which we refer to as First National, and Touchstone Bankshares, Inc., which we refer to as Touchstone, entered into an A

July 5, 2024 S-4/A

As filed with the U.S. Securities and Exchange Commission on July 5, 2024

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on July 5, 2024 File No. 333-280378 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 6022 54-1232965 (State or o

July 5, 2024 EX-99.7

EX-99.7

Exhibit 99.7

July 5, 2024 EX-99.6

EX-99.6

Exhibit 99.6

July 5, 2024 CORRESP

First National Corporation 112 West King Street Strasburg, VA 22657 July 5, 2024

First National Corporation 112 West King Street Strasburg, VA 22657 July 5, 2024 U.

July 5, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Form S-4 (Form Type) First National Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) First National Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Common Stock, par value $1.

June 21, 2024 S-4

As filed with the U.S. Securities and Exchange Commission on June 21, 2024

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on June 21, 2024 File No. 333-   UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 6022 54-1232965 (State or other jurisdiction of incorporation o

June 21, 2024 EX-99.2

CONSENT OF PIPER SANDLER & CO.

Exhibit 99.2 1251 AVENUE OF THE AMERICAS, 6TH FLOOR NEW YORK, NY 10020 P 212 466-7800 | TF 800 635-6851 Piper Sandler & Co. Since 1885. Member SIPC and NYSE. CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of Touchstone Bankshares, Inc. (the “Company”) as an Annex to the Joint Proxy Statement/Prospectus relating to the proposed merg

June 21, 2024 EX-99.4

CONSENT OF DIRECTOR-NOMINEE

Exhibit 99.4 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities Exchange Commission (as it may be amended from time to time, the “Registration Statement”) for the registration under the Securities Act of 1933, as amended, of the shares of First Nationa

June 21, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Form S-4 (Form Type) First National Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) First National Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Common Stock, par value $1.

June 21, 2024 EX-99.3

CONSENT OF DIRECTOR-NOMINEE

Exhibit 99.3 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities Exchange Commission (as it may be amended from time to time, the “Registration Statement”) for the registration under the Securities Act of 1933, as amended, of the shares of First Nationa

June 21, 2024 EX-99.1

June 21, 2024

Exhibit 99.1 June 21, 2024 Board of Directors First National Corporation 1835 Valley Avenue Winchester, Virginia 22601 Dear Board of Directors: We hereby consent to the inclusion of our opinion letter dated March 25, 2024 to the Board of Directors of First National Corporation (the “Company”) as Annex B to the Joint Proxy Statement/Prospectus relating to the proposed acquisition by the Company of

June 21, 2024 EX-99.5

CONSENT OF DIRECTOR-NOMINEE

Exhibit 99.5 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities Exchange Commission (as it may be amended from time to time, the “Registration Statement”) for the registration under the Securities Act of 1933, as amended, of the shares of First Nationa

May 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa

May 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 FIRST NATIONAL CORPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 8, 2024 EX-99.1

EX-99.1

Exhibit 99.1

May 8, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

April 30, 2024 EX-99.1

First National Corporation Reports First Quarter Financial Results

Exhibit 99.1 First National Corporation Reports First Quarter Financial Results STRASBURG, Va., April 30, 2024 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.2 million and diluted earnings per common share of $0.51 for the three months ended March 31, 2024. FIRST

April 30, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 FIRST NATIONAL COR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

March 29, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 29, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam

March 29, 2024 EX-21.1

Subsidiaries of the Company.

Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - Bank of Fincastle Financial Service, Inc. Virginia - ESF, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware

March 29, 2024 EX-97.1

Clawback Policy

Exhibit 97.1 First National Corporation CLAWBACK POLICY (Effective August 9, 2023) Introduction The Board of Directors (the “Board”) of First National Corporation (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensatio

March 26, 2024 EX-99.2

Investor Presentation dated March 26, 2024.

Exhibit 99.2

March 26, 2024 EX-99.1

First National Corporation to Acquire Touchstone Bankshares, Inc.

Exhibit 99.1 First National Corporation to Acquire Touchstone Bankshares, Inc. STRASBURG, Va. and PRINCE GEORGE, Va., March 26, 2024 - First National Corporation (“First National”) (NASDAQ: FXNC) and Touchstone Bankshares, Inc. (“Touchstone”) (OTCPK: TSBA) announced today they have entered into a definitive merger agreement for First National to acquire Touchstone in an all-stock transaction. The

March 26, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

March 26, 2024 EX-99.1

First National Corporation to Acquire Touchstone Bankshares, Inc.

Exhibit 99.1 First National Corporation to Acquire Touchstone Bankshares, Inc. STRASBURG, Va. and PRINCE GEORGE, Va., March 26, 2024 - First National Corporation (“First National”) (NASDAQ: FXNC) and Touchstone Bankshares, Inc. (“Touchstone”) (OTCPK: TSBA) announced today they have entered into a definitive merger agreement for First National to acquire Touchstone in an all-stock transaction. The

March 26, 2024 EX-99.2

Investor Presentation dated March 26, 2024.

Exhibit 99.2

March 26, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 FIRST NATIONAL COR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

March 26, 2024 EX-2.1

Agreement and Plan of Merger, dated as of March 25, 2024, by and between First National Corporation and Touchstone Bankshares, Inc.

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER By And Between FIRST NATIONAL CORPORATION And TOUCHSTONE BANKSHARES, INC. Dated as of March 25, 2024 TABLE OF CONTENTS Page LIST OF EXHIBITS iv RECITALS 1 ARTICLE 1 TRANSACTIONS AND TERMS OF MERGER 2 1.1 Merger 2 1.2 Time and Place of Closing 2 1.3 Effective Time 2 1.4 Restructure of Transaction 3 ARTICLE 2 TERMS OF MERGER 3 2.1 Articles of Incorporation 3

March 26, 2024 EX-2.1

Agreement and Plan of Merger, dated as of March 25, 2024, by and between First National Corporation and Touchstone Bankshares, Inc.

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER By And Between FIRST NATIONAL CORPORATION And TOUCHSTONE BANKSHARES, INC. Dated as of March 25, 2024 TABLE OF CONTENTS Page LIST OF EXHIBITS iv RECITALS 1 ARTICLE 1 TRANSACTIONS AND TERMS OF MERGER 2 1.1 Merger 2 1.2 Time and Place of Closing 2 1.3 Effective Time 2 1.4 Restructure of Transaction 3 ARTICLE 2 TERMS OF MERGER 3 2.1 Articles of Incorporation 3

February 16, 2024 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

February 14, 2024 SC 13G

FXNC / First National Corporation / Siena Capital Partners GP, LLC Passive Investment

SC 13G 1 siena-fxnc123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* First National Corporation (Name of Issuer) Common stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check th

February 14, 2024 SC 13G/A

FXNC / First National Corporation / Fourthstone LLC - AMENDMENT TO FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 3)* Under the Securities Exchange Act of 1934 First National Corp. (Name of Issuer) Common Stock $1.25 par value per share (Titles of Class of Securities) 32106V107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

February 2, 2024 EX-99.1

First National Corporation Reports Annual and Fourth Quarter 2023 Financial Results

Exhibit 99.1 First National Corporation Reports Annual and Fourth Quarter 2023 Financial Results STRASBURG, Va., February 1, 2024 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $9.6 million and diluted earnings per common share of $1.53 for the year ended December 31

February 2, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2024 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

November 13, 2023 EX-10.2

Form of First National Corporation Director Stock Award Agreement

EXHIBIT 10.2 FIRST NATIONAL CORPORATION DIRECTOR STOCK AWARD AGREEMENT This Stock Award Agreement (the “Agreement”), dated as of [ , ], by and between First National Corporation (the “Company”) and [Recipient] evidences the grant on [ , ] (the “Grant Date”) by the Company of an award of common stock (the “Stock Award”) to you and your acceptance of the Stock Award. The grant of this Stock Award is

November 13, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

S Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 13, 2023 EX-10.1

Form of First National Corporation Restricted Stock Unit Agreement

EXHIBIT 10.1 FIRST NATIONAL CORPORATION RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”), dated as of the day of , 20, by and between FIRST NATIONAL CORPORATION, a Virginia corporation (the “Company”), and evidences the grant on , 20 (“Award Date”) by the Company of an award of restricted stock units (the “Restricted Stock Unit Award”) to you and your acceptan

November 9, 2023 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

October 27, 2023 EX-99.1

First National Corporation Reports Third Quarter 2023 Financial Results

Exhibit 99.1 First National Corporation Reports Third Quarter 2023 Financial Results STRASBURG, Va., October 26, 2023 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.1 million and diluted earnings per common share of $0.50 for the three-months ending September 30,

October 27, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

September 28, 2023 EX-99.1

EX-99.1

Exhibit 99.1

September 28, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2023 FIRST NATIONAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File N

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac

August 11, 2023 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

July 27, 2023 EX-99.1

First National Corporation Reports Second Quarter 2023 Financial Results

Exhibit 99.1 First National Corporation Reports Second Quarter 2023 Financial Results STRASBURG, Va., July 26, 2023 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.5 million and diluted earnings per common share of $0.56 for the three months ended June 30, 2023. Th

July 27, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number

July 19, 2023 SC 13D/A

FXNC / First National Corp. (Strasburg, VA) / WILKINS III JAMES R - SCHEDULE 13D/A Activist Investment

SC 13D/A 1 wilkins20230718sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* FIRST NATIONAL CORPORATION (Name of Issuer) COMMON STOCK, PAR VALUE $1.25 PER SHARE (Title of Class of Securities) 32106V107 (CUSIP Number) M. SHANE BELL FIRST NATIONAL CORPORATION 112 WEST KING STREE

June 23, 2023 S-8

As filed with the Securities and Exchange Commission on June 23, 2023

As filed with the Securities and Exchange Commission on June 23, 2023 Registration No.

June 23, 2023 EX-FILING FEES

Filing Fee Table*

Exhibit 107 Calculation of Filing Fee Table Form S-8 Registration Statement under the Securities Act of 1933 (Form Type) First National Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $1.

May 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa

May 11, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 FIRST NATIONAL CORPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 10, 2023 EX-99.1

EX-99.1

Exhibit 99.1

May 10, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 FIRST NATIONAL CORPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 2, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 FIRST NATIONAL CORPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 2, 2023 EX-99.1

First National Corporation Reports First Quarter 2023 Financial Results

Exhibit 99.1 First National Corporation Reports First Quarter 2023 Financial Results STRASBURG, Va., April 26, 2023 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.8 million and diluted earnings per common share of $0.61 for the three months ended March 31, 2023. T

March 31, 2023 DEF 14A

First National Corporation 2023 Stock Incentive Plan (incorporated by reference to Appendix A of First National Corporation's proxy statement for the 2023 annual meeting of Shareholders, filed March 31, 2023).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 30, 2023 EX-21.1

Subsidiaries of the Company.

Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - Bank of Fincastle Financial Service, Inc. Virginia - ESF, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware

March 30, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam

February 14, 2023 SC 13G/A

FXNC / First National Corporation / Fourthstone LLC - AMENDMENT TO FORM SC 13G Passive Investment

SC 13G/A 1 fxnc-sc13ga123122.htm AMENDMENT TO FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2)* Under the Securities Exchange Act of 1934 First National Corp. (Name of Issuer) Common Stock $1.25 par value per share (Titles of Class of Securities) 32106V107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of th

February 13, 2023 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

February 13, 2023 EX-99.1

First National Corporation Announces 7% Increase in Cash Dividend

Exhibit 99.1 First National Corporation Announces 7% Increase in Cash Dividend STRASBURG, Va., February 13, 2023 - The Board of Directors of First National Corporation (Nasdaq: FXNC) declared a quarterly cash dividend of $0.15 per share on February 8, 2023. This was a 7% increase compared to the quarterly dividend paid on December 16, 2022. The dividend is payable on March 10, 2023, to shareholder

February 10, 2023 SC 13G/A

FXNC / First National Corporation / Siena Capital Partners GP, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

January 26, 2023 EX-99.1

First National Corporation Reports Record Earnings

Exhibit 99.1 First National Corporation Reports Record Earnings STRASBURG, Va., January 26, 2023 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $4.8 million and diluted earnings per common share of $0.76 for the fourth quarter ended December 31, 2022. This compares t

January 26, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2023 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

December 21, 2022 SC 13D/A

FXNC / First National Corporation / Smith Gerald F Jr - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* FIRST NATIONAL CORPORATION (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) Gerald F. Smith, Jr. c/o First National Corporation 112 West King Street Strasburg, Virginia 22657 (540) 465-9121

November 21, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

November 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874

November 3, 2022 EX-99.1

EX-99.1

Exhibit 99.1

November 3, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

October 26, 2022 EX-99.1

First National Corporation Announces Third Quarter Results and Stock Repurchase Plan

Exhibit 99.1 First National Corporation Announces Third Quarter Results and Stock Repurchase Plan STRASBURG, Va., October 25, 2022 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $4.5 million and basic and diluted earnings per common share of $0.71 for the third quart

October 26, 2022 EX-3.1

BY-LAWS FIRST NATIONAL CORPORATION (as amended October 12, 2022) ARTICLE I Stockholders’ Meetings

Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended October 12, 2022) ARTICLE I Stockholders? Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a legal holiday. B. All meetings of th

October 26, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Results of Operations and Financial Condition

-12-31 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission F

September 19, 2022 EX-99.1

EX-99.1

Exhibit 99.1

September 19, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File N

August 15, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numb

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac

July 28, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number

July 28, 2022 EX-99.1

First National Corporation Reports Second Quarter 2022 Financial Results

Exhibit 99.1 First National Corporation Reports Second Quarter 2022 Financial Results STRASBURG, Va., July 26, 2022 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $3.8 million, or $0.61 per basic and diluted share, for the second quarter of 2022. This compares to net

May 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa

May 12, 2022 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 11, 2022 EX-99.1

EX-99.1

Exhibit 99.1

May 11, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

April 29, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

April 29, 2022 EX-99.1

First National Corporation Reports First Quarter 2022 Financial Results

Exhibit 99.1 First National Corporation Reports First Quarter 2022 Financial Results STRASBURG, Va., April 26, 2022 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $3.7 million, or $0.60 per basic and diluted share, for the first quarter of 2022. This compares to net

April 1, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 1, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 30, 2022 EX-21.1

Subsidiaries of the Company.

Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia - Bank of Fincastle Financial Service, Inc. Virginia - ESF, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware

March 30, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam

March 29, 2022 SC 13D

FXNC / First National Corporation / Smith Gerald F Jr - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* FIRST NATIONAL CORPORATION (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) Gerald F. Smith, Jr. c/o First National Corporation 112 West King Street Strasburg, Virginia 22657 (540) 465-9121 (

March 29, 2022 SC 13G/A

FXNC / First National Corporation / Gerald F. Smith Irrevocable Trust f/b/o Gerald F. Smith, Jr. dated 9/30/02 - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* First National Corporation (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) March 22, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

February 14, 2022 SC 13G/A

FXNC / First National Corporation / Fourthstone LLC - AMENDMENT TO FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 First National Corp. (Name of Issuer) Common Stock, $ par value (Titles of Class of Securities) 32106V107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

February 10, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

February 10, 2022 EX-99.1

First National Corporation Announces 17% Increase in Cash Dividend

Exhibit 99.1 First National Corporation Announces 17% Increase in Cash Dividend STRASBURG, Va., February 10, 2022 - The Board of Directors of First National Corporation (Nasdaq: FXNC) declared a quarterly cash dividend of $0.14 per share on February 9, 2022. This was a 17% increase compared to the quarterly dividend paid on December 10, 2021. The dividend is payable on March 11, 2022 to shareholde

February 4, 2022 EX-99.1

First National Corporation Reports Fourth Quarter 2021 Financial Results

Exhibit 99.1 First National Corporation Reports Fourth Quarter 2021 Financial Results STRASBURG, Va., January 31, 2022 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $2.2 million, or $0.35 per diluted share, for the fourth quarter of 2021, which included $1.3 million

February 4, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2022 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

January 14, 2022 CORRESP

January 14, 2022

January 14, 2022 BY EDGAR TRANSMISSION Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, D.

December 20, 2021 S-3

As filed with the Securities and Exchange Commission on December 17, 2021.

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 17, 2021.

December 20, 2021 EX-4.3

FIRST NATIONAL CORPORATION [ ] SENIOR INDENTURE Dated as of [ ], 20[ ] Senior Debt Securities TABLE OF CONTENTS

Exhibit 4.3 FIRST NATIONAL CORPORATION Issuer and [ ] Trustee SENIOR INDENTURE Dated as of [ ], 20[ ] Senior Debt Securities TABLE OF CONTENTS Page ARTICLE ONE DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 7 Section 1.03 Form of Documents Delivered to Trustee 8 Section 1.04 Acts of Holders 8 Section 1.05 Notices

December 20, 2021 EX-4.5

FIRST NATIONAL CORPORATION [ ] SUBORDINATED INDENTURE Dated as of [ ], 20[ ] Subordinated Debt Securities TABLE OF CONTENTS

Exhibit 4.5 FIRST NATIONAL CORPORATION Issuer and [ ] Trustee SUBORDINATED INDENTURE Dated as of [ ], 20[ ] Subordinated Debt Securities TABLE OF CONTENTS Page ARTICLE ONE DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01 Definitions 1 Section 1.02 Compliance Certificates and Opinions 7 Section 1.03 Form of Documents Delivered to Trustee 8 Section 1.04 Acts of Holders 8 Section

November 15, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874

November 12, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Nu

October 29, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Num

October 29, 2021 EX-99.1

First National Corporation Reports Third Quarter 2021 Financial Results

Exhibit 99.1 First National Corporation Reports Third Quarter 2021 Financial Results STRASBURG, Va., October 29, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $2.4 million, or $0.38 per diluted share for the third quarter of 2021, which resulted in return on av

September 30, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File N

September 30, 2021 EX-99.1

First Bank Names Matt Paciocco as Regional Market Executive for Richmond Market

Exhibit 99.1 First Bank Names Matt Paciocco as Regional Market Executive for Richmond Market STRASBURG, Va., September 30, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), announced today that Matt Paciocco has been named First Bank?s Regional Market Executive for the Richmond area. The Richmond banking leade

August 16, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exac

August 13, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Numb

August 4, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number

August 4, 2021 EX-99.1

First National Corporation Reports Second Quarter 2021 Financial Results

Exhibit 99.1 First National Corporation Reports Second Quarter 2021 Financial Results STRASBURG, Va., July 29, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $3.3 million, or $0.69 per diluted share, for the second quarter of 2021, which resulted in return on av

July 1, 2021 EX-99.1

First National Corporation Completes Acquisition of The Bank of Fincastle

EX-99.1 3 ex260924.htm EXHIBIT 99.1 Exhibit 99.1 First National Corporation Completes Acquisition of The Bank of Fincastle STRASBURG, VA, July 1, 2021 – First National Corporation (NASDAQ: FXNC) (the “Company” or “First National”), the one-bank holding company of First Bank, announced today that it has completed the acquisition of The Bank of Fincastle (“Fincastle”) effective July 1, 2021 (the “Me

July 1, 2021 EX-99.1

First National Corporation Completes Acquisition of The Bank of Fincastle

Exhibit 99.1 First National Corporation Completes Acquisition of The Bank of Fincastle STRASBURG, VA, July 1, 2021 ? First National Corporation (NASDAQ: FXNC) (the ?Company? or ?First National?), the one-bank holding company of First Bank, announced today that it has completed the acquisition of The Bank of Fincastle (?Fincastle?) effective July 1, 2021 (the ?Merger?). Following completion of the

July 1, 2021 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2021 FIRST NATIONAL CORPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

July 1, 2021 EX-3.1

By-laws of First National Corporation (included as Exhibit 3.1 to the Current Report on Form 8-K filed July 1, 2021).

Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended July 1, 2021) ARTICLE I Stockholders? Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a legal holiday. B. All meetings of the st

July 1, 2021 EX-3.1

BY-LAWS FIRST NATIONAL CORPORATION (as amended July 1, 2021) ARTICLE I Stockholders’ Meetings

Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended July 1, 2021) ARTICLE I Stockholders? Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a legal holiday. B. All meetings of the st

July 1, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

June 22, 2021 EX-99.1

First National Corporation and The Bank of Fincastle Receive Shareholder Approvals for Merger

Exhibit 99.1 First National Corporation and The Bank of Fincastle Receive Shareholder Approvals for Merger STRASBURG, VA and FINCASTLE, VA., June 22, 2021 - At separate shareholder meetings held on June 16, 2021, First National (NASDAQ: FXNC) (the ?Company? or ?First National?), the parent holding company of First Bank, and The Bank of Fincastle (OTC: BFTL) (?Fincastle?), received the required app

June 22, 2021 EX-99.1

First National Corporation and The Bank of Fincastle Receive Shareholder Approvals for Merger

Exhibit 99.1 First National Corporation and The Bank of Fincastle Receive Shareholder Approvals for Merger STRASBURG, VA and FINCASTLE, VA., June 22, 2021 - At separate shareholder meetings held on June 16, 2021, First National (NASDAQ: FXNC) (the ?Company? or ?First National?), the parent holding company of First Bank, and The Bank of Fincastle (OTC: BFTL) (?Fincastle?), received the required app

June 22, 2021 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number

June 22, 2021 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 FIRST NATIONAL CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number

May 25, 2021 425

May 21, 2021

Filed by First National Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: First National Corporation Commission File No.

May 17, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-38874 (Exa

May 13, 2021 EX-99.1

Agenda for Annual Meeting of Shareholders held on May 12, 2021 and reminder for shareholders to vote for the proposed merger with the Bank of Fincastle

Exhibit 99.1

May 13, 2021 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 13, 2021 EX-99.1

Agenda for Annual Meeting of Shareholders held on May 12, 2021 and reminder for shareholders to vote for the proposed merger with the Bank of Fincastle

Exhibit 99.1

May 13, 2021 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 FIRST NATIONAL CORPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Number)

May 5, 2021 EX-99.1

First National Corporation Reports First Quarter 2021 Financial Results

Exhibit 99.1 First National Corporation Reports First Quarter 2021 Financial Results STRASBURG, Va., April 30, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank (the ?Bank?), reported unaudited consolidated net income of $2.4 million, or $0.50 per diluted share, for the first quarter of 2021, which resulted in return on ave

May 5, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Numbe

April 27, 2021 424B3

MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT

TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-255180 ? ? ? ? MERGER PROPOSED?YOUR VOTE IS VERY IMPORTANT April 23, 2021 To the Shareholders of First National Corporation and The Bank of Fincastle: On February 18, 2021, First National Corporation, which we refer to as First National, First Bank, the wholly owned subsidiary of First National, which we refer to as First Bank

April 26, 2021 CORRESP

First National Corporation 112 West King Street Strasburg, VA 22657 April 26, 2021

First National Corporation 112 West King Street Strasburg, VA 22657 April 26, 2021 U.

April 23, 2021 EX-99.7

EX-99.7

Exhibit 99.7

April 23, 2021 EX-99.6

0000512486_2 R1.0.0.177 Important Notice Regarding the Availability of Proxy Materials for the Special Meeting:The Notice of Meeting and Joint Proxy Statement/Prospectus are available at www.proxyvote.com FIRST NATIONAL CORPORATION - VASpecial Meetin

Exhibit 99.6 234567234567234567234567234567234567 1 OF11 NAMETHE COMPANY NAME INC. - COMMON THE COMPANY NAME INC. - CLASS A THE COMPANY NAME INC. - CLASS B THE COMPANY NAME INC. - CLASS C THE COMPANY NAME INC. - CLASS D THE COMPANY NAME INC. - CLASS E THE COMPANY NAME INC. - CLASS F THE COMPANY NAME INC. - 401 K x 02 0000000000 JOB # 2 1 OF 123,456,789,012.12345123,456,789,012.12345123,456,789,012

April 23, 2021 S-4/A

Registration Statement on Form S-4 (333-255180)

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on April 23, 2021 File No. 333-255180 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia ? ? 6022 ? ? 54-1232965 (State or other

April 12, 2021 EX-99.1

CONSENT OF PIPER SANDLER & CO.

EX-99.1 6 nt10022733x1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 1251 AVENUE OF THE AMERICAS, 6TH FLOOR NEW YORK, NY 10020 P 212 466-7800 | TF 800 635-6851 Piper Sandler & Co. Since 1885. Member SIPC and NYSE. CONSENT OF PIPER SANDLER & CO. We hereby consent to the inclusion of our opinion letter to the Board of Directors of First National Corporation (the “Company”) as an Annex B to the Joint Proxy Sta

April 12, 2021 EX-99.4

CONSENT OF DIRECTOR-NOMINEE

EX-99.4 9 nt10022733x1ex99-4.htm EXHIBIT 99.4 Exhibit 99.4 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities and Exchange Commission (as it may be amended from time to time, the “Registration Statement”) for the registration under the Securities Act o

April 12, 2021 EX-99.3

CONSENT OF DIRECTOR-NOMINEE

Exhibit 99.3 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities and Exchange Commission (as it may be amended from time to time, the ?Registration Statement?) for the registration under the Securities Act of 1933, as amended, of the shares of First Nat

April 12, 2021 EX-99.5

CONSENT OF DIRECTOR-NOMINEE

Exhibit 99.5 CONSENT OF DIRECTOR-NOMINEE This Consent of Director-Nominee is delivered in connection with the registration statement on Form S-4 of First National Corporation to be filed with the U.S. Securities and Exchange Commission (as it may be amended from time to time, the ?Registration Statement?) for the registration under the Securities Act of 1933, as amended, of the shares of First Nat

April 12, 2021 S-4

- S-4

TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on April 12, 2021 File No. 333-???? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia ? ? 6022 ? ? 54-1232965 (State or other jurisdiction of inco

April 12, 2021 EX-99.2

CONSENT OF RP FINANCIAL, LC.

EX-99.2 7 nt10022733x1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 CONSENT OF RP FINANCIAL, LC. We hereby consent to the inclusion of our opinion letter, dated February 18, 2021, to the Board of Directors of The Bank of Fincastle as an Annex to the Joint Proxy Statement/Prospectus, which forms a part of the Registration Statement on Form S-4 of First National Corporation, and to the references to our name

April 1, 2021 DEFA14A

- FORM DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 1, 2021 DEF 14A

- FORM DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 31, 2021 EX-21.1

Subsidiaries of the Company.

EX-21.1 2 ex223257.htm EXHIBIT 21.1 Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware

March 31, 2021 10-K

Annual Report - FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-38874 (Exact nam

February 18, 2021 EX-99.2

Investor Presentation dated February 18, 2021.

EX-99.2 4 ex227464.htm EXHIBIT 99.2 Exhibit 99.2

February 18, 2021 425

Merger Prospectus - FORM 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

February 18, 2021 EX-2.1

Agreement and Plan of Merger, dated as of February 18, 2021, by and between First National Corporation, First Bank, and The Bank of Fincastle (incorporated herein by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed February 18, 2021).

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER By And Between FIRST NATIONAL CORPORATION, FIRST BANK and THE BANK OF FINCASTLE Dated as of February 18, 2021 TABLE OF CONTENTS Page LIST OF EXHIBITS iv RECITALS 1 ARTICLE 1 TRANSACTIONS AND TERMS OF MERGER 2 1.1 Merger 2 1.2 Time and Place of Closing 2 1.3 Effective Time 2 1.4 Restructure of Transaction 3 ARTICLE 2 TERMS OF MERGER 3 2.1 A

February 18, 2021 EX-99.2

Investor Presentation dated February 18, 2021.

EX-99.2 4 ex227698.htm EXHIBIT 99.2 Exhibit 99.2

February 18, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 1-38874 (Commission File Nu

February 18, 2021 EX-2.1

Agreement and Plan of Merger, dated as of February 18, 2021, by and between First National Corporation, First Bank, and The Bank of Fincastle.

EX-2.1 2 ex227696.htm EXHIBIT 2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER By And Between FIRST NATIONAL CORPORATION, FIRST BANK and THE BANK OF FINCASTLE Dated as of February 18, 2021 TABLE OF CONTENTS Page LIST OF EXHIBITS iv RECITALS 1 ARTICLE 1 TRANSACTIONS AND TERMS OF MERGER 2 1.1 Merger 2 1.2 Time and Place of Closing 2 1.3 Effective Time 2 1.4 Restructure of Transaction 3

February 18, 2021 EX-99.1

First National Corporation to Acquire The Bank of Fincastle

Exhibit 99.1 First National Corporation to Acquire The Bank of Fincastle STRASBURG, Va. and FINCASTLE, Va., February 18, 2021 - First National Corporation (the ?Company? or ?First National?) (NASDAQ: FXNC), the bank holding company of First Bank ( ?First Bank?) and The Bank of Fincastle (?Fincastle?) (OTCPK: BFTL) jointly announced today the signing of a definitive merger agreement. Upon completio

February 18, 2021 EX-99.1

First National Corporation to Acquire The Bank of Fincastle

Exhibit 99.1 First National Corporation to Acquire The Bank of Fincastle STRASBURG, Va. and FINCASTLE, Va., February 18, 2021 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank ( “First Bank”) and The Bank of Fincastle (“Fincastle”) (OTCPK: BFTL) jointly announced today the signing of a definitive merger agreement. Upon completio

February 17, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 First National Corporation (Name of Issuer) Common Stock, par value $1.25 per share (Titles of Class o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 First National Corporation (Name of Issuer) Common Stock, par value $1.25 per share (Titles of Class of Securities) 32106V107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

February 16, 2021 EX-99.1

Joint Filing Agreement, dated February 16, 2021, as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (incorporated by reference to Exhibit 99.1 to Schedule 13G filed by the Trust and the Trustee on February 16, 2021)

EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to beneficial ownership of common stock of First National Corporation and further agree that this agreement be included as

February 16, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* First National Corporation (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Se

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* First National Corporation (Name of Issuer) Common Stock, par value $1.25 per share (Title of Class of Securities) 32106V107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig

February 11, 2021 EX-99.1

First National Corporation Announces 9% Increase in Cash Dividend

Exhibit 99.1 First National Corporation Announces 9% Increase in Cash Dividend STRASBURG, Va., February 11, 2021 - The Board of Directors of First National Corporation (Nasdaq: FXNC) declared a quarterly cash dividend of $0.12 per share on February 10, 2021. This was a 9% increase compared to the quarterly dividend paid on December 29, 2020. The dividend is payable on March 12, 2021 to shareholder

February 11, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Nu

February 2, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2021 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num

February 2, 2021 EX-99.1

First National Corporation Reports Fourth Quarter 2020 Financial Results

Exhibit 99.1 First National Corporation Reports Fourth Quarter 2020 Financial Results STRASBURG, Va., January 29, 2021 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $3.2 million, or $0.65 per diluted share, for the fourth quarter of 2020, which resulted in a return

December 10, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num

November 9, 2020 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-23976

October 29, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num

October 29, 2020 EX-99.1

First National Corporation Reports Third Quarter 2020 Net Income

Exhibit 99.1 First National Corporation Reports Third Quarter 2020 Net Income STRASBURG, Va., October 29, 2020 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $1.8 million, or $0.36 per diluted share, for the third quarter of 2020, which resulted in a return on averag

September 10, 2020 8-K

Other Events - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Nu

August 10, 2020 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-23976 (Exac

July 29, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number

July 29, 2020 EX-99.1

First National Corporation Reports Second Quarter 2020 Net Income

Exhibit 99.1 First National Corporation Reports Second Quarter 2020 Net Income STRASBURG, Va., July 29, 2020 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC), the bank holding company of First Bank (the “Bank”), reported unaudited consolidated net income of $2.2 million, or $0.46 per diluted share, for the second quarter of 2020, which resulted in a return on average

July 6, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number

July 6, 2020 EX-4.1

Form of 5.50% Fixed to Floating Rate Subordinated Note due 2030 (incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed July 6, 2020).

Exhibit 4.1 FORM OF SUBORDINATED NOTE FIRST NATIONAL CORPORATION 5.50% FIXED TO FLOATING RATE SUBORDINATED NOTE DUE 2030 THE INDEBTEDNESS EVIDENCED BY THIS SUBORDINATED NOTE IS NOT A DEPOSIT AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY OR FUND. THE INDEBTEDNESS EVIDENCED BY THIS SUBORDINATED NOTE IS SUBORDINATED AND JUNIOR IN RIGHT OF PAYMENT TO SE

June 15, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number

May 22, 2020 SC 13D/A

FXNC / First National Corp. / WILKINS III JAMES R - SCHEDULE 13D/A Activist Investment

SC 13D/A 1 wilkins20200522sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* FIRST NATIONAL CORPORATION (Name of Issuer) COMMON STOCK, PAR VALUE $1.25 PER SHARE (Title of Class of Securities) 32106V107 (CUSIP Number) M. SHANE BELL FIRST NATIONAL CORPORATION 112 WEST KING STREE

May 15, 2020 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 fxnc202005158k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation

May 11, 2020 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-23976 (Exa

May 5, 2020 EX-99.1

First National Corporation Reports First Quarter 2020 Net Income

Exhibit 99.1 First National Corporation Reports First Quarter 2020 Net Income STRASBURG, Va., April 29, 2020 - First National Corporation (the “Company” or “First National”) (NASDAQ: FXNC) reported unaudited consolidated net income of $1.7 million, or $0.34 per diluted share, for the first quarter of 2020, which resulted in a return on average assets of 0.85% and a return on average equity of 8.72

May 5, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Numbe

April 3, 2020 DEF 14A

FXNC / First National Corp. DEF 14A - - FORM DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 3, 2020 DEFA14A

FXNC / First National Corp. DEFA14A - - FORM DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 2, 2020 EX-3.1

By-laws of First National Corporation (as amended October 12, 2022), attached as Exhibit 3.1 to the Current Report on Form 8-K filed October 26, 2022 and incorporated by reference herein.

Exhibit 3.1 BY-LAWS OF FIRST NATIONAL CORPORATION (as amended April 1, 2020) ARTICLE I Stockholders’ Meetings A. The annual meeting of the stockholders of the Corporation shall be held annually on a date to be fixed by the Board of Directors (beginning in 1984). If that day is a legal holiday, the annual meeting shall be held on the next succeeding day not a legal holiday. B. All meetings of the s

April 2, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number

March 30, 2020 SC 13G

FXNC / First National Corp. / Fourthstone Llc - ACQUISITION OF BENEFICIAL OWNERSHIP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 First National Corporation (Name of Issuer) Common Stock (Titles of Class of Securities) 32106V10 (CUSIP Number) March 20, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

March 13, 2020 EX-4.2

Description of Securities (incorporated herein by reference to Exhibit 4.2 to the Company's Annual Report on Form 10-K for the year ended December 31, 2019).

Exhibit 4.2 DESCRIPTION OF SECURITIES As of December 31, 2019, the common stock, par value $1.25 per share, was the only class of securities of First National Corporation (the “Company”) registered under Section 12 of the Securities Exchange Act of 1934, as amended. The following section describes the general terms and provisions of the shares of the Company’s common stock. You should read the Com

March 13, 2020 EX-21.1

Subsidiaries of the Company.

Exhibit 21.1 Subsidiaries of First National Corporation Name of Subsidiary State of Organization First Bank, Inc. Virginia - First Bank Financial Services, Inc. Virginia - Shen-Valley Land Holdings, LLC Virginia First National (VA) Statutory Trust II Delaware First National (VA) Statutory Trust III Delaware

March 13, 2020 10-K

FXNC / First National Corp. 10-K - Annual Report - FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-23976 (Exact nam

February 14, 2020 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Nu

February 14, 2020 EX-99.1

First National Corporation Announces 22% Increase in Cash Dividend

Exhibit 99.1 First National Corporation Announces 22% Increase in Cash Dividend STRASBURG, Va., February 14, 2020 - The Board of Directors of First National Corporation (Nasdaq: FXNC) declared a quarterly cash dividend of $0.11 per share on February 12, 2020. This was a 22% increase compared to the quarterly dividend paid on December 13, 2019. The dividend is payable on March 13, 2020 to sharehold

January 29, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2020 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num

January 29, 2020 EX-99.1

First National Corporation Reports 17% Increase in Fourth Quarter 2019 Net Income

Exhibit 99.1 First National Corporation Reports 17% Increase in Fourth Quarter 2019 Net Income STRASBURG, Va., January 28, 2020 - First National Corporation (the “Company” or “First National”) (NASDAQ:FXNC) reported net income of $2.7 million, or $0.55 per diluted share, for the fourth quarter of 2019, which resulted in a return on average assets of 1.36% and a return on average equity of 14.10%.

December 3, 2019 EX-99.2

First National Corporation Announces $5 Million Stock Repurchase Plan

Exhibit 99.2 First National Corporation Announces $5 Million Stock Repurchase Plan STRASBURG, Va., December 2, 2019 - First National Corporation (the “Company” or “First National”) (NASDAQ:FXNC), the parent company for First Bank, today announced that its board of directors has authorized a stock repurchase plan pursuant to which First National may repurchase up to $5 million of the Company’s outs

December 3, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2019 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num

December 3, 2019 EX-99.1

EX-99.1

Exhibit 99.1

November 18, 2019 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2019 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Nu

November 8, 2019 10-Q

FXNC / First National Corp. 10-Q - Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-23976

October 25, 2019 EX-99.1

First National Corporation Announces Third Quarter Earnings

Exhibit 99.1 First National Corporation Announces Third Quarter Earnings STRASBURG, Va., October 23, 2019 - First National Corporation (the “Company” or “First National”) (NASDAQ:FXNC) reported net income of $2.5 million, or $0.50 per diluted share, for the third quarter of 2019, which resulted in a return on average assets of 1.27% and a return on average equity of 13.31%. This compared to $2.7 m

October 25, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2019 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Num

August 16, 2019 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2019 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Numb

August 8, 2019 10-Q

FXNC / First National Corp. 10-Q - Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-23976 (Exac

July 24, 2019 EX-99.1

First National Corporation Announces Second Quarter Earnings

Exhibit 99.1 First National Corporation Announces Second Quarter Earnings STRASBURG, Va., July 23, 2019 - First National Corporation (the “Company” or “First National”) (NASDAQ:FXNC) reported net income of $2.1 million, or $0.42 per diluted share, for the second quarter of 2019, compared to $2.5 million or $0.49 per diluted share for the second quarter of 2018. The decrease in net income resulted

July 24, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2019 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number

May 9, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2019 FIRST NATIONAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-23976 (Commission File Number)

May 9, 2019 EX-99.1

1 Investor PresentationMay 2019 Photography courtesy of Nasdaq, Inc. Forward-Looking Statements The Company makes forward-looking statements in this presentation that are subject to risks and uncertainties. These forward-looking statements may includ

Exhibit 99.1 1 Investor PresentationMay 2019 Photography courtesy of Nasdaq, Inc. Forward-Looking Statements The Company makes forward-looking statements in this presentation that are subject to risks and uncertainties. These forward-looking statements may include statements regarding profitability, liquidity, adequacy of capital, the allowance for loan losses, interest rate sensitivity, market ri

May 9, 2019 10-Q

FXNC / First National Corp. 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-23976 (Exact name of registr

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista