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NATIONAL BANKSHARES INC

For the period ended Mar 31, 2025. Filed Mar 31, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Mar 31, 2025 · Filed Mar 31, 2025

NKSH$39.19-0.6%Stored close · as of Nov 6, 2026
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Contents

Pay versus Performance Table

As required by SEC rules, the following table provides information on total compensation and compensation “actually paid” to our principal executive officer (“PEO”) and to our other named executive officers (“NEOs”) for the fiscal years ended December 31, 2024, December 31, 2023 and December 31, 2022 and (i) the cumulative shareholder return on our common stock and (ii) our net income over the same time period. This information is presented based on methodology that has been prescribed by the SEC.

YearSummaryCompensation TableTotal for PEO(1) ($)CompensationActually Paidto PEO(1)(2)($)Average SummaryCompensationTable Total forNon-PEO NEOs(3)($)AverageCompensationActually Paid toNon-PEONEOs(3)(4)($)Value of Initial Fixed$100 InvestmentBased on TotalShareholderReturn(5)($)Net Income (S)
20241,038,2811,038,281283,288301,690887,623,000
2023852,129852,129332,452350,3839715,691,000
2022767,925(6)794,412245,268262,75511725,932,000

(1)

During 2024, 2023 and 2022, F. Brad Denardo was our PEO.

(2)

The following table sets forth the adjustments made during each year represented in the table above to arrive at compensation “actually paid” to our PEO during each of the years in question:

Adjustments to determine compensation “actually paid” for PEO2024 ($)2023 ($)2022 ($)
Deduction for amounts reported for aggregate change in the actuarial present value of the accumulated benefit under all defined benefit and actuarial pension plans reported inthe Summary Compensation Table---------
Increase for service cost, calculated as the actuarial present value of each benefit under all such plans attributable to services rendered during year------26,487
Increase for prior service cost, calculated as the entire cost of benefits granted (or credit for benefits reduced) in a plan amendment (or initiation) during the year that are attributed by the benefit formula to services rendered in periods prior to the amendment---------
Total Adjustments------26,487

(3)

During 2024, 2023 and 2022, our other NEOs consisted of Lora M. Jones, Paul M. Mylum, Lara E. Ramsey and David K. Skeens.

(4)

The following table sets forth the adjustments made during each year represented in the table above to arrive at average compensation “actually paid” to our other NEOs during each of the years in question:

Adjustments to determine compensation “actually paid” for non-PEO NEOs2024 ($)2023 ($)2022 ($)
Deduction for amounts reported for aggregate change in the actuarial present value of the accumulated benefit under all defined benefit and actuarial pension plans reported in the Summary Compensation Table---------
Increase for service cost, calculated as the actuarial present value of each benefit under all such plans attributable to services rendered during year18,40317,93217,487
Increase for prior service cost, calculated as the entire cost of benefits granted (or credit for benefits reduced) in a plan amendment (or initiation) during the year that are attributed by the benefit formula to services rendered in periods prior to the amendment---------
Total Adjustments18,40317,93217,487

(5)

Total shareholder return is calculated assuming a fixed investment of $100 in the Company’s common stock based on the closing price on December 31, 2021, the last trading day prior to January 1, 2022, assuming reinvestment of dividends, through and including the end of each fiscal year. The amount for 2023 represents the two year total shareholder return and the amount for 2024 represents the three year total shareholder return.

(6)

The amount of $767,925 was incorrectly reported as $813,972 in the Company’s 2023 proxy statement.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.