FIRST COMMUNITY BANKSHARES INC /VA/
For the period ended Nov 12, 2025. Filed Nov 12, 2025.
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Nov 12, 2025 · Filed Nov 12, 2025
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Amendment and Supplement of the Proxy Statement/Prospectus
In connection with the Merger, First Community filed a proxy statement/prospectus on Form S-4 (File No. 333-290201) (the “Proxy Statement/Prospectus”), which automatically became effective on October 27, 2025, and was first mailed or otherwise delivered to the shareholders of Hometown on or about October 28, 2025. Defined terms used but not defined herein have the meanings set forth in the Proxy Statement/Prospectus and all page references are to pages in the Proxy Statement/Prospectus.
First Community is filing this Current Report on Form 8-K to amend and supplement the Proxy Statement/Prospectus in order to correct an error in the Proxy Statement/Prospectus concerning the indication of interest received by Hometown from Institution A. The correction to the existing disclosure in the Proxy Statement/Prospectus is set forth below. Other than this correction, the Proxy Statement/Prospectus remains unchanged, and this supplement does not otherwise amend, supplement, or affect the Proxy Statement/Prospectus. From and after the date of this supplement, any references to the “Proxy Statement/Prospectus” are to the Proxy Statement/Prospectus as amended and supplemented by this supplement. This supplement should be read in conjunction with the Proxy Statement/Prospectus and the other proxy materials previously made available to shareholders in connection with the Hometown special meeting. If you have already voted your shares, you do not need to vote again unless you would like to change or revoke your prior vote on any proposal.
Error Correction (Page 34 Proxy Statement/Prospectus).** **The second sentence of the second paragraph on page 34 of the Proxy Statement/Prospectus is hereby amended and restated in its entirety to read:
“Institution A proposed a 100% cash transaction and valued Hometown at alower valuation than the terms of First Community’s indication of interest, discussed below.”
On November 12, 2025, Hometown sent a letter to its shareholders addressing the aforementioned correction. A copy of the letter is attached hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits |
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