National Bankshares Completes Acquisition of First National Bank of Floyd

Ticker: NKSH · Form: 8-K · Filed: Jun 3, 2024 · CIK: 796534

National Bankshares Inc 8-K Filing Summary
FieldDetail
CompanyNational Bankshares Inc (NKSH)
Form Type8-K
Filed DateJun 3, 2024
Risk Levellow
Pages2
Reading Time3 min
Key Dollar Amounts$14.48
Sentimentneutral

Sentiment: neutral

Topics: acquisition, banking, expansion

TL;DR

National Bankshares just bought First National Bank of Floyd, expanding its Virginia footprint.

AI Summary

National Bankshares, Inc. announced on June 1, 2024, the completion of its acquisition of First National Bank of Floyd. This strategic move aims to expand National Bankshares' presence in Floyd County, Virginia. The financial terms of the acquisition were not disclosed in this filing.

Why It Matters

This acquisition allows National Bankshares to strengthen its market position and customer base in a key Virginia county, potentially leading to increased revenue and market share.

Risk Assessment

Risk Level: low — The filing reports on a completed acquisition, which is a standard business event with no immediate indication of elevated risk.

Key Players & Entities

  • National Bankshares, Inc. (company) — Registrant
  • First National Bank of Floyd (company) — Acquired entity
  • June 1, 2024 (date) — Date of earliest event reported
  • Virginia (location) — State of incorporation and operational area
  • Blacksburg (location) — Principal executive offices location

FAQ

What is the effective date of the acquisition?

The earliest event reported is dated June 1, 2024.

Which company acquired First National Bank of Floyd?

National Bankshares, Inc. acquired First National Bank of Floyd.

In which state is National Bankshares, Inc. incorporated?

National Bankshares, Inc. is incorporated in Virginia.

What is the address of National Bankshares, Inc.'s principal executive offices?

The address is 101 Hubbard Street, Blacksburg, Virginia 24060.

What is the telephone number for National Bankshares, Inc.?

The telephone number is (540) 951-6300.

Filing Stats: 703 words · 3 min read · ~2 pages · Grade level 9.4 · Accepted 2024-06-03 16:30:47

Key Financial Figures

  • $14.48 — ad the right to elect to receive either $14.48 in cash or 0.4250 shares of the Company

Filing Documents

01

Item 2.01 Completion of Acquisition or Disposition of Assets. On June 1, 2024, National Bankshares, Inc. (the "Company") completed its acquisition of Frontier Community Bank ("FCB") by merger of FCB with and into The National Bank of Blacksburg (the "Bank"), the Company's wholly-owned bank subsidiary (the "Merger"). The Merger was effected pursuant to the terms and conditions of the Agreement and Plan of Merger, dated as of January 23, 2024, by and among the Company, the Bank and FCB (the "Merger Agreement"). Pursuant to the Merger Agreement, former holders of shares of FCB common stock had the right to elect to receive either $14.48 in cash or 0.4250 shares of the Company's common stock for each share of FCB common stock held. Shareholder elections are subject to adjustment so that approximately 90% of the shares of FCB common stock are exchanged for the Company's common stock and approximately 10% of the shares of FCB common stock are exchanged for cash. Each share of common stock of the Company outstanding immediately prior to the Merger remained outstanding and was unaffected by the Merger. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which is incorporated herein by reference to Exhibit 2.1 to this Current Report on Form 8-K.

01

Item 8.01 Other Events. On June 3, 2024, the Company issued a press release announcing the consummation of the Merger. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference into this Item 8.01.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 2.1 Agreement and Plan of Merger, dated as of January 23, 2024, by and among National Bankshares, Inc., The National Bank of Blacksburg and Frontier Community Bank (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on January 24, 2024). 99.1 Press Release dated June 3, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NATIONAL BANKSHARES, INC. Date: June 3, 2024 By: /s/ F. Brad Denardo F. Brad Denardo President and Chief Executive Officer 3

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