fmbm_8k.htm

 

  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 WASHINGTON, D.C. 20549

 

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): October 23, 2024

 

_________________________

 

F&M Bank Corp.

(Exact name of registrant as specified in its charter)

  

Virginia

 

000-13273

 

54-1280811

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

P.O. Box 1111, Timberville, Virginia 22853

(Address of principal executive offices) (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (540) 896-8941

 

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:

 

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

 

None

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company  ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(d) On October 23, 2024, the Board of Directors of F&M Bank Corp. (the “Company”) appointed Neil A. Houff as a director of the Company to serve until the Company’s next annual meeting of shareholders. Mr. Houff was also appointed as a member of the Board of Directors of Farmers & Merchants Bank, the Company’s wholly owned banking subsidiary. There are no arrangements or understandings between Mr. Houff and any other persons pursuant to which he was selected as a director. There are no transactions involving the Company and Mr. Houff that the Company would be required to report pursuant to Item 404(a) of Regulation S-K. Mr. Houff has never served as one of the Company’s officers or employees.

 

Mr. Houff will receive compensation in accordance with the Company’s standard compensation arrangements for non-employee directors, including meeting fees, retainers and bonuses, as described in the Company’s proxy statement filed in connection with the 2024 annual meeting of shareholders, as adjusted by the Company’s Board of Directors from time to time.

 

Mr. Houff is the President of Houff Corporation in Weyers Cave, Virginia.

 

 
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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.

 

 

F & M Bank Corp.

 

 

 

 

 

 

By:

/s/ Lisa F. Campbell

 

 

 

Lisa F. Campbell

 

 

 

Executive Vice President and Chief Financial Officer 

 

 

Date: October 28, 2024

 

 
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