FIRST COMMUNITY BANKSHARES INC /VA/

The Role of the CRC*.*The CRC is responsible for administering the Corporation’s executive compensation program in a manner consistent with the compensation philosophy. Details of the CRC’s authority and responsibilities are specified in its charter, which is available atwww.firstcommunitybank.com under Investor Relations. Under its charter, the CRC has authority to review and approve the total compensation, including base compensation, cash and equity incentives, benefits, and other compensation of the named executive officers.

The CRC’s goal is to pay executives reasonable, cost-effective compensation, but which is sufficient to attract and retain highly qualified executives and remain competitive over the long term. As discussed above, the CRC believes a balance of fixed and variable compensation is best to achieve these objectives. While the CRC does not use formulas in determining the level or mix of compensation for named executive officers, it evaluates a wide range of quantitative and qualitative factors, which include consistency in reaching targeted goals, the ability to perform in both good and challenging economic times, a history of integrity, evidence that the named executive officer uses good judgment, and the executive’s ability to lead and create future value for the Corporation. In evaluating sustained performance, the CRC gives weight to the relative performance of each named executive officer in their particular industry segment or function. The CRC also places substantial weight on the Corporation’s overall financial success, including achievement of short- and long-term strategic goals and annual financial results.

In connection with its analysis, the CRC also reviews and considers information provided by its independent compensation consultant. Such information includes, but is not limited to, the compensation level and performance of peer companies, the mix of each form of compensation, paid by peers, the current best compensation practices of the industry and business in general, and other information available from its consultant to facilitate its decisions in order to set component and total compensation levels commensurate with the Corporation's performance and strategic initiatives.

The CRC meets at least annually to evaluate the performance, establish performance objectives, and determine compensation for the Chief Executive Officer and President. The Chief Executive Officer and President are not present for any deliberations regarding their compensation. The CRC also annually reviews, evaluates, and approves each compensation element and total compensation for the other named executive officers and Executive Management Team.

The Role of Executive Management*.*Each Executive Management Team member (including each named executive officer), except the Chief Executive Officer and President, is a leader of several business units or functions of the Corporation’s banking subsidiary. As part of the Executive Management Team, each reports directly to Mr. Mills in his capacity as the Bank’s President. Mr. Mills determines the objectives that each executive is expected to achieve, which are derived largely through the Corporation’s financial and strategic planning processes. Performance is assessed annually, and each executive’s individual performance is assessed against her or his respective objectives, the Corporation’s overall performance, and the performance of that executive's business units or functions. After conferring with Mr. Stafford in his capacity as the Corporation's Chief Executive Officer, Mr. Stafford and Mr. Mills then propose base compensation levels, including any adjustments, as well as any proposed annual incentive compensation and/or long-term equity compensation for each executive to the CRC. The CRC then considers proposed base compensation changes, annual incentive compensation, and/or long-term equity compensation, if any, for each named executive officer, other members of the Executive Management Team, and certain other employees.

The Role of the Independent Compensation Consultant. As part of the Corporation’s ongoing effort to ensure its compensation program complies with industry best practices and meets or exceeds regulatory requirements related to executive compensation, the CRC exercises its authority to retain independent compensation consultants, as needed, to provide technical advice and information related to Board and executive compensation. In early 2021, Pearl Meyer & Partners, LLC ("Pearl Meyer") was engaged as the CRC’s independent compensation consultant.

Pearl Meyer reports directly to the CRC, although representatives of the firm may meet with members of management, including the Chief Executive Officer and Executive Management Team, for purposes of gathering information on proposals that management may make to the CRC. The CRC has conducted an independence assessment of Pearl Meyer in accordance with SEC rules and concluded that Pearl Meyer is independent.

Peer Groups/Benchmarking Practices. In 2021, the CRC engaged Pearl Meyer to conduct a benchmarking and peer group analysis. As a result of this analysis, Pearl Meyer presented to the CRC a recommended peer group that utilized as the primary criteria for inclusion publicly traded U.S. banks with asset sizes of $1.9 billion to $6.2 billion. The CRC considered the "compatibility" and "comparability" of each company when selecting the 2021 peer group. The CRC reviewed, among other things, each peer company's asset size, earnings, geographic location, organizational structure and governance, number of employees, number of branch offices, and service offerings in order to select and approve the peer group.

The Corporation was positioned near the median of the selected peer group in terms of asset size. As a result, during 2021, 2022, and 2023, the CRC compared the principal elements of total direct compensation against all peer group members, listed below:

(1) Merged with United Community Banks, Inc. in January 2022 and accordingly was not considered as a peer in 2022 or 2023.

(2) Merged with F.N.B. Corporation in January 2022 and accordingly was not considered as a peer in 2022 or 2023.

In addition to the selected peer group, the CRC also considered the executive compensation of peer companies selected and used by proxy advisory firms to ensure reasonable overlap.

As part of the benchmarking analysis, the CRC reviewed relevant market and survey data on comparable banking organizations as well as other analyses provided by Pearl Meyer. Executive positions were matched to survey and/or proxy data based on job duties using the appropriate scope. In addition to reviewing the respective data, the CRC considered recommendations of other key executives, including the Chief Executive Officers.

It is anticipated that Pearl Meyer will conduct another benchmarking and peer group analysis in 2024.