Bonnett Derek A 4

What Happened

• Derek A. Bonnett, Chief Risk Officer of First Community Bankshares, had 2,151 restricted stock units (RSUs) convert into common shares on May 26, 2026. To satisfy tax withholding, 1,342 of those shares were surrendered at $42.38/share for $56,874, leaving a net 809 shares issued to Bonnett. The implied gross value of the vested RSUs at $42.38 is about $91,159.
• On May 27, 2026 Bonnett was also granted 1,756 RSUs (reported as a derivative award). Those new RSUs are contingent and subject to future vesting and performance/continued-employment conditions.

Key Details

• Transaction dates: 2026-05-26 (RSU conversion and tax withholding); 2026-05-27 (new RSU grant).
• Prices reported: tax withholding at $42.38 per share (1,342 shares → $56,874); conversion/grant entries show $0.00 as exercise price (typical for RSU conversions/grants).
• Net shares delivered to insider from the May 26 vesting: 809 shares (2,151 vested − 1,342 withheld).
• Shares owned after transaction: not specified in the Form 4.
• Footnotes of note: the 2,151 RSUs cliff vested on May 26, 2026 based on satisfaction of three-year performance criteria and continued employment; the new 1,756 RSU award is contingent on future performance/continued employment (see filing footnotes).
• Filing timeliness: report filed May 28, 2026 for transactions on May 26–27 (appears timely under Form 4 rules).

Context

• These entries reflect RSU vesting and routine tax-withholding (code F), not an open-market buy or sell. The RSU conversion (code M) issued shares to Bonnett; withholding is common and should not be interpreted as a market sell decision by the insider.
• The newly granted RSUs are not immediately tradeable common stock — they vest later only if performance and employment conditions are met.