M&A: FIRST NATIONAL CORP /VA/

Form Type: SCHEDULE 13D/A

Filing Date: 2024-12-30

Corporate Action: Merger

Type: Update

Accession Number: 000143774924038528

Comments: This Amendment No. 2 to Schedule 13D notes that the Reporting Person, Gerald F. Smith, Jr., no longer holds more than five percent of the Common Stock of First National Corp due to the merger of Touchstone Bankshares, Inc. with and into the Issuer. Consequently, the Reporting Person's holdings decreased below five percent following the issuance of 2,673,640 shares of Common Stock as consideration in this merger. As a result, the Reporting Person is no longer required to file a Schedule 13D, provided he maintains below a five percent stake. As of December 30, 2024, the Reporting Person beneficially owns 402,791 shares, representing approximately 4.5% of the Issuer's stock. The document confirms the shifts in ownership and details regarding the exercise of voting and disposition powers concerning the held shares.

Document Link: View Document

Additional details:

Reporting Person: Gerald F. Smith, Jr.


Amount Beneficially Owned: 402,791


Percent Of Class: 4.5%


Sole Power To Vote: 67,573


Shared Power To Vote: 335,218


Sole Power To Dispose: 67,573


Shared Power To Dispose: 335,218


Transfers: [{"date":"2024-12-16","shares_transferred":"6,186","transferor":"The Smith 2012 GST Trust uad 12\/03\/2012","recipient":"Kaye DeHaven Smith Revocable Trust","price_per_share":"$24.86","description":"Transfer of shares as part of estate planning."},{"date":"2024-12-17","shares_transferred":"6,186","transferor":"Kaye DeHaven Smith Revocable Trust","recipient":"Charitable Organization","price_per_share":"N\/A","description":"Charitable gift of shares."}]