Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
44
Table of Contents
Item 5. Other I nformation
(a) None.
(b) None.
(c) During the fiscal quarter ended June 30, 2025 , none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408(a) of Regulation S-K).
Item 6. E xhibits
Index of Exhibits
Exhibit No.
Description
2(i)
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 herein by reference to Exhibit 2.1 of the Form 8-K filed on January 24, 2024)
3(i)
Amended and Restated Articles of Incorporation of National Bankshares, Inc.
(incorporated herein by reference to Exhibit 3.1 of the Form 8-K filed on March 16, 2006)
3(ii)
Amended and Restated Bylaws of National Bankshares, Inc.
(incorporated herein by reference to Exhibit 3.2 of the Form 8-K filed on July 10, 2024)
4
Specimen copy of certificate for National Bankshares, Inc. common stock
(incorporated herein by reference to Exhibit 4(a) of the Annual Report on Form 10-K for fiscal year ended December 31, 1993)
+31(i)
Section 302 Certification of Chief Executive Officer
Filed herewith
+31(ii)
Section 302 Certification of Chief Financial Officer
Filed herewith
+32(i)
18 U.S.C. Section 1350 Certification of Chief Executive Officer
Filed herewith
+32(ii)
18 U.S.C. Section 1350 Certification of Chief Financial Officer
Filed herewith
+101
The following materials from National Bankshares, Inc.’s Quarterly Report on Form 10-Q for the period ended June 30, 2025 are formatted in iXBRL (Inline Extensible Business Reporting Language), furnished herewith: (i) Consolidated Balance Sheets at June 30, 2025 and December 31, 2024; (ii) Consolidated Statements of Income (Loss) for the three and six months ended June 30, 2025 and 2024; (iii) Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2025 and 2024; (iv) Consolidated Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2025 and 2024; (v) Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024; and (vi) Notes to Consolidated Financial Statements.
Filed herewith
104
Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
Filed herewith
45
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Signa tures
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 thereunto duly authorized.
NATIONAL BANKSHARES, INC.
Date: August 13, 2025
/s/ Lara Ramsey
By: Lara Ramsey
Chief Executive Officer
(Principal Executive Officer)
Date: August 13, 2025
/s/ Lora M. Jones
By: Lora M. Jones
Treasurer and
Chief Financial Officer
(Principal Financial Officer)
(Principal Accounting Officer)
46
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.