FIRST COMMUNITY BANKSHARES INC /VA/
For the period ended Apr 28, 2026. Filed Mar 11, 2026.
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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.
Apr 28, 2026 · Filed Mar 11, 2026
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended
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)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under § 240.14a-12 |
FIRST COMMUNITY BANKSHARES, INC.
(Name of Registrant as Specified in Its Charter)
Not Applicable
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
NOTICE OF 2026 ANNUAL MEETING OF SHAREHOLDERS
April 28, 2026, at 2:00 p.m. Eastern Daylight Time
March 11, 2026
To First Community Bankshares, Inc. Shareholders:
First Community Bankshares, Inc.’s Annual Meeting of Shareholders will be held at the First Community Bankshares, Inc. Corporate Center located at 29 College Drive, Bluefield, Virginia, 24605, at 2:00 p.m. Eastern Daylight Time on Tuesday, April 28, 2026.
At the Annual Meeting shareholders will:
| • | Vote on the election of two (2) directors to serve as members of the Board of Directors, Class of 2029; |
| • | Vote on a non-binding, advisory basis to approve the compensation of the Corporation’s named executive officers; |
| • | Vote on a non-binding, advisory basis to approve the frequency of future advisory approvals of the Corporation's executive compensation; |
| • | Vote on ratification of the selection of the independent registered public accounting firm for 2026; and |
| • | Transact other business that may properly come before the meeting. |
Shareholders of record at the close of business on February 27, 2026, will be entitled to vote at the Annual Meeting and any adjournments.
/s/Sarah W. Harmon
Sarah W. Harmon
Secretary
IMPORTANT NOTICE
REGARDING THE AVAILABILITY OF PROXY MATERIALS
FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON
April 28, 2026
The proxy materials for this Annual Meeting of Shareholders of First Community Bankshares, Inc., consisting of the proxy statement, annual report, and proxy card are available online atwww.firstcommunitybank.com under Investor Relations.
**All persons attending the 2026 Annual Meeting must present photo identification.**Advance registration instructions for attending the 2026 Annual Meeting are set forth on page 50 of this proxy statement. These requirements must be followed if your shares are held for you by a bank, broker, or other institution.
WHETHER OR NOT YOU ATTEND THE ANNUAL MEETING, YOUR VOTE IS IMPORTANT TO FIRST COMMUNITY BANKSHARES, INC. YOU MAY VOTE BY THE FOLLOWING METHODS:
| 1. | By telephone: (800) 690-6903 until 11:59 p.m. Eastern Daylight Time on April 27, 2026; |
| 2. | On the Internet at http://www.proxyvote.com until 11:59 p.m. Eastern Daylight Time on April 27, 2026; or |
| 3. | If you requested printed copies of the proxy materials, complete, sign and return the enclosed proxy card as promptly as possible whether or not you plan to attend the Annual Meeting. An addressed return envelope is enclosed for your convenience. |
FIRST COMMUNITY BANKSHARES, INC. ENCOURAGES SHAREHOLDERS TO SUBMIT THEIR PROXIES IN ADVANCE OF THE ANNUAL MEETING. YOU MAY REVOKE YOUR PROXY AT ANY TIME PRIOR TO THE TIME IT IS VOTED.
P. O. Box 989
Bluefield, Virginia 24605-0989
March 11, 2026
Dear Shareholder,
You are invited to attend the 2026 Annual Meeting of Shareholders of First Community Bankshares, Inc. (the “Corporation”) to be held on Tuesday, April 28, 2026, at 2:00 p.m. Eastern Daylight Time at the First Community Bankshares, Inc. Corporate Center located at 29 College Drive, Bluefield, Virginia.
The Annual Meeting will begin with discussion and voting on the matters set forth within the accompanying Notice of Annual Meeting and discussion of other business matters properly brought before the meeting.
If you plan to attend the Annual Meeting, please follow the registration instructions on the last page of this proxy statement. All persons attending the Annual Meeting must present photo identification. Advance registration instructions for attending the Annual Meeting are set forth on page 50 of this proxy statement. These requirements must be followed if your shares are held for you by a bank, broker, or other institution.
Whether or not you plan to attend, please ensure that your shares are represented at the meeting by promptly voting and submitting your proxy by telephone, on the Internet, or, if you requested printed copies of the proxy materials, by completing, signing, dating, and returning your proxy card in the enclosed envelope.
Very truly yours,
/s/ William P. Stafford, II
William P. Stafford, II
Chairman of the Board
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.