f8kfnc021214.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 12, 2014
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FIRST NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
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Virginia
(State or other jurisdiction
of incorporation)
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0-23976
(Commission File Number)
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54-1232965
(IRS Employer
Identification No.)
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112 West King Street
Strasburg, Virginia
(Address of principal executive offices)
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22657
(Zip Code)
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Registrant’s telephone number, including area code: (540) 465-9121
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.03
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
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(a) On February 12, 2014, the Board of Directors of the Registrant amended Article II (E) of its Bylaws, effective immediately. The amendment revised the mandatory director retirement requirement to provide that, upon reaching age 75, a Director may not stand for reelection the following year. This provision previously provided that a director would serve until December 31 of the year in which he or she reaches age 75.
The full text of the Bylaws, as amended to date, is attached as Exhibit 3.1 to this report and is incorporated by reference into this Item 5.03.
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Item 9.01
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Financial Statement and Exhibits
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(d)
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Exhibits.
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Exhibit No.
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Description
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3.1
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Bylaws of First National Corporation (as restated in electronic format as of February 12, 2014).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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FIRST NATIONAL CORPORATION
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(Registrant)
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Date: February 18, 2014
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By:
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/s/ M. Shane Bell
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M. Shane Bell
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Executive Vice President and Chief Financial Officer
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EXHIBIT INDEX
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3.1
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Bylaws of First National Corporation (as restated in electronic format as of February 12, 2014).
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