FIRST NATIONAL CORP /VA/
For the period ended Dec 31, 2024. Filed Mar 31, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Mar 31, 2025
FXNC$30.25-1.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibits, Financial Statement Schedules
| Item 15. | Exhibits, Financial Statement Schedules |
|---|
| (a) | (1) | The response to this portion of Item 15 is included in Item 8 above. | |
|---|---|---|---|
| (2) | The response to this portion of Item 15 is included in Item 8 above. | ||
| (3) | The following documents are attached hereto or incorporated herein by reference to Exhibits: | ||
| 2.1 | Agreement and Plan of Merger, dated as of March 25, 2024, by and between First National Corporation and Touchstone Bankshares, Inc. (incorporated herein by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed March 26, 2024). | ||
| 3.1 | Amended and Restated Articles of Incorporation, as amended and restated on March 3, 2009 (incorporated herein by reference to Exhibit 3.1 to the Company’s Form 10-K for the year ended December 31, 2008). | ||
| 3.2 | Articles of Amendment to Article of Incorporation of First National Corporation (incorporated herein by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024). | ||
| 3.3 | Bylaws of First National Corporation (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 1, 2024.) | ||
| 4.1 | Specimen of Common Stock Certificate (incorporated herein by reference to Exhibit 1 to the Company’s Form 10 filed with SEC on May 2, 1994) (paper filing). | ||
| 4.2 | Description of Securities. | ||
| 4.3 | 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). | ||
| 4.4 | Form of 6.00% Fixed to Floating Rate Subordinated Note due August 15, 2030 | ||
| 4.5 | Form of 4.00% Fixed to Floating Rate Subordinated Note due January 30, 2032 | ||
| 10.1 | Amended and Restated Employment Agreement, dated as of June 1, 2007, between the Company and Dennis A. Dysart (incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended September 30, 2007). | ||
| 10.2 | Amended and Restated Employment Agreement, dated as of June 1, 2007, between the Company and M. Shane Bell (incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2007). | ||
| 10.4 | Amendment to Employment Agreement between the Company and Dennis A. Dysart and M. Shane Bell (incorporated by reference to Exhibit 10.6 to the Company’s Form 10-K for the year ended December 31, 2008). | ||
| 10.8 | Employment Agreement between the Company and Scott C. Harvard (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on May 22, 2014). | ||
| 10.9 | Executive Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on March 19, 2013). | ||
| 10.10 | 2014 Stock Incentive Plan (incorporated by reference to Exhibit 99.1 to the Company’s Registration Statement on Form S-8, filed February 11, 2015). | ||
| 10.11 | Form of Restricted Stock Unit (incorporated herein by reference to Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended March 31, 2015). | ||
| 10.12 | Subordinated Loan Agreement, dated October 30, 2015, between First National Corporation and Community Funding CLO, Ltd. (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on November 5, 2015). | ||
| 10.13 | Supplemental Executive Retirement Plan (incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed March 21, 2019). | ||
| 10.14 | Supplemental Executive Retirement Plan, dated March 15, 2019, for the benefit of Scott C. Harvard (incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, filed on March 21, 2019). | ||
| 10.15 | Supplemental Executive Retirement Plan, dated March 15, 2019, for the benefit of Dennis A. Dysart (incorporated herein by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K, filed on March 21, 2019). | ||
| 10.16 | Supplemental Executive Retirement Plan, dated March 15, 2019, for the benefit of M. Shane Bell (incorporated herein by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K, filed on March 21, 2019). | ||
| 10.17 | 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). | ||
| 10.18 | Form of First National Corporation Restricted Stock Unit Agreement (incorporated herein by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023). | ||
| 10.19 | Form of First National Corporation Director Stock Award Agreement (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023). | ||
| 14.1 | Code of Conduct and Ethics (incorporated herein by reference to Exhibit 14.1 to the Company’s Current Report on Form 8-K, filed on April 11, 2008). | ||
| 19.1 | Insider Trading Policy. | ||
| 21.1 | Subsidiaries of the Company. | ||
| 23.1 | Consent of Yount, Hyde & Barbour, P.C. | ||
| 31.1 | Certification of Chief Executive Officer, Section 302 Certification. | ||
| 31.2 | Certification of Chief Financial Officer, Section 302 Certification. | ||
| 32.1 | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350. | ||
| 32.2 | Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350. | ||
| 97.1 | Clawback Policy (incorporated herein by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023). | ||
| 101 | The following materials from First National Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024 formatted in Inline eXtensible Business Reporting Language (iXBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income (Loss), (iv) Consolidated Statements of Cash Flows, (v) Consolidated Statements of Changes in Shareholders’ Equity, and (vi) Notes to Consolidated Financial Statements. | ||
| 104 | The cover page from First National Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024, formatted in Inline XBRL (included with Exhibit 101). | ||
| (b) · Exhibits | |||
| See Item 15(a)(3) above. | |||
| (c) · Financial Statement Schedules | |||
| See Item 15(a)(2) above. | |||
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