Brown David D 4

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.