Business Context and Reporting Period
This Form 8-K Current Report from First National Corporation covers events occurring on May 13, 2026, specifically the Company's Annual Meeting of Shareholders and subsequent Board actions. The Company is incorporated in Virginia and its common stock trades on The Nasdaq Stock Market LLC under the symbol FXNC.
Key Financial Metrics
This filing does not contain comprehensive financial statements, revenue, profit, cash flow, or debt metrics. The only financial metric disclosed is a dividend declaration:
- Quarterly Cash Dividend: $0.17 per common share.
- Record Date: May 29, 2026.
- Payment Date: June 12, 2026.
Material Changes and Corporate Actions
Shareholder Voting Results
Shareholders approved two proposals at the Annual Meeting:
- Election of Directors: All twelve nominees were elected. Votes ranged from approximately 5.53 million to 5.58 million "For" votes per nominee, with "Withheld" votes ranging from approximately 144,000 to 198,000. Broker non-votes were consistent at 1,073,246 for all nominees.
- Ratification of Auditors: Shareholders ratified the appointment of Yount, Hyde & Barbour, P.C. as the independent registered public accounting firm for the year ending December 31, 2026. The vote was 6,773,790 For, 26,530 Against, and 1,435 Abstain.
Board Leadership Changes
Following the Annual Meeting, the Board elected new leadership:
- Chair of the Board: Gerald F. Smith, Jr.
- Vice Chair of the Board: James R. Wilkins, III.
- Context: These elections follow the retirement of Elizabeth Cottrell, who concluded her tenure as Chairperson.
Guidance, Outlook, and Risks
The filing text does not provide forward-looking guidance, management commentary on future performance, specific risk factors, or contingencies beyond the standard corporate governance updates.
Investor Verification Checklist
- Verify the dividend payment date of June 12, 2026, and ensure shares are held by the May 29, 2026 record date.
- Confirm the new Board leadership structure with Gerald F. Smith, Jr. as Chair and James R. Wilkins, III as Vice Chair.
- Review the full list of elected directors to confirm the composition of the Board for the upcoming term.
- Note that the independent auditor for the 2026 fiscal year is Yount, Hyde & Barbour, P.C.