Brown David D 4
4 · FIRST COMMUNITY BANKSHARES INC /VA/ · Filed May 28, 2026
Research Summary
AI-generated summary of this filing
First Community Bankshares (FCBC) CFO David Brown Sells 3,132 Shares
What Happened David D. Brown, Chief Financial Officer of First Community Bankshares, converted 3,132 restricted stock units (RSUs) into shares that were immediately settled for cash on May 26, 2026, resulting in proceeds of $132,734 (sale price $42.38 per share). At the same time he was granted new derivative awards: 2,033 RSUs valued at $42.73 each (aggregate $86,870) on May 26, 2026, and an additional 2,153 derivative units reported on May 27, 2026 (reported $0 value in the filing).
Key Details
- Transaction dates/prices:
- 05/26/2026: Conversion/vesting of 3,132 RSUs and cash settlement at $42.38 → $132,734.
- 05/26/2026: Grant of 2,033 derivative RSUs at $42.73 → $86,870 (reported as award).
- 05/27/2026: Grant of 2,153 derivative units reported at $0.
- Shares owned after transaction: Not specified in the provided filing excerpt.
- Notable footnotes from the filing:
- F1: The 3,132 RSUs converted to one share each and cliff vested on 5/26/2026 based on 3-year performance and continued employment.
- F2: Those vested RSUs were settled in cash (cash-out on vesting).
- F4/F6–F8: Other awards are phantom stock or RSUs with future vesting schedules and performance/continued-employment conditions.
- Filing timeliness: Reported filing dated 05/28/2026 for transactions on 05/26/2026 — appears timely (Form 4 is generally due within two business days).
Context This was largely a routine compensation event: performance-based RSUs vested and were cash-settled (not an open-market sale). The new grants are retention/performance awards subject to future vesting; they do not represent an immediate outlay of personal cash. Such cash-settlements and awards are common for executive compensation and do not by themselves indicate the insider’s market view.
Insider Transaction Report
- Exercise/Conversion
COMMON STOCK
[F1]2026-05-26+3,132→ 15,808 total - Disposition to Issuer
COMMON STOCK
[F2]2026-05-26$42.38/sh−3,132$132,734→ 12,676 total - Award
PHANTOM STOCK
[F4]2026-05-26$42.73/sh+2,033$86,870→ 14,733 total(indirect: By 401(k))→ COMMON STOCK (2,033 underlying) - Exercise/Conversion
RESTRICTED STOCK UNITS
[F1]2026-05-26−3,132→ 0 total→ COMMON STOCK (3,132 underlying) - Award
RESTRICTED STOCK UNIT
[F8]2026-05-27+2,153→ 2,153 total→ COMMON STOCK (2,153 underlying)
- 1,800(indirect: By IRA)
COMMON STOCK
- 5,453(indirect: By Employee Stock Ownership & Savings Plan)
COMMON STOCK
[F3] - 4,455
STOCK OPTION
[F5]Exercise: $33.00From: 2022-03-31Exp: 2031-03-19→ COMMON STOCK (4,455 underlying) - 2,427
RESTRICTED STOCK UNITS
[F6]→ COMMON STOCK (2,427 underlying) - 2,332
RESTRICTED STOCK UNIT
[F7]→ COMMON STOCK (2,332 underlying)
Footnotes (8)
- [F1]Each restricted stock unit converted into one share of First Community Bankshares Inc. common stock. The restricted stock units cliff vested on May 26, 2026 based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2026 and the continued employment of the reporting person.
- [F2]The reporting person settled these shares in cash upon vesting.
- [F3]Shares were acquired due to nondiscretionary company contribution and allocation under 401(k) plan as well as quarterly dividend reinvestment.
- [F4]Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable, in cash or common stock, at the election of the reporting person, upon the reporting person's termination of employment.
- [F5]Stock options vest in three equal installments over three years beginning with 03/31/2022.
- [F6]Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. The restricted stock units cliff vest on May 29, 2027 based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2027 and the continued employment of the reporting person.
- [F7]Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. 30% of the restricted stock units cliff vest on May 28, 2028, and 70% of the units vest based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2028. All vesting is contingent upon the continued employment of the reporting person.
- [F8]Each restricted stock unit represents a contingent right to receive one share of First Community Bankshares Inc. common stock, or at the reporting persons election, the cash value thereof. 30% of the restricted stock units cliff vest on May 27, 2029, and 70% of the units vest based on First Community Bankshares, Inc. satisfaction of certain performance criteria for the three years ending March 31, 2029. All vesting is contingent upon the continued employment of the reporting person.