BLACKSBURG, Va., March 31,
2023 /PRNewswire/ -- National Bankshares, Inc. (the
"Company") (Nasdaq: NKSH) announced that Driver Management
Company LLC ("Driver") has withdrawn its nominees for the Company's
Board of Directors (the "Board"). The withdrawal of Driver's
nominees is not the result of any concessions by the Company or
negotiated settlement with Driver. Shareholders will receive
further information and an updated proxy card in the coming
days. The Company urges investors to support the four
nominees up for reelection to the Board and to vote in favor of the
stock incentive plan on the ballot at the Annual Meeting of
Shareholders to be held on May 9,
2023.
"We are grateful for the outpouring of support from shareholders
in recent days, who have expressed their strong belief in our Board
and strategy," said F. Brad Denardo,
Chairman of the Board, President and Chief Executive Officer of the
Company and its wholly-owned subsidiary bank, The National Bank of
Blacksburg. "Avoiding a protracted contest for these Board
seats is good for shareholders and the Company. We will
continue to drive a strategy that benefits our shareholders,
customers, communities and employees for the long run, and remain
open to ideas from any investor on how we can best drive value
going forward."
About National Bankshares
National Bankshares, Inc., headquartered in Blacksburg, Virginia, is the parent company of
The National Bank of Blacksburg,
which does business as National Bank, and of National Bankshares
Financial Services, Inc. National Bank is a community bank
operating from 24 full-service offices, primarily in southwest
Virginia, and three loan
production offices. National Bankshares Financial Services,
Inc. is an investment and insurance subsidiary in the same trade
area. The Company's stock is traded on the Nasdaq Capital
Market under the symbol "NKSH."
Forward-looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. In some cases, forward-looking statements can be identified
by use of words such as "may," "will," "anticipates," "believes,"
"expects," "plans," "estimates," "potential," "continue," "should,"
and similar words or phrases. These statements are based upon
current and anticipated economic conditions, nationally and in the
Company's market, interest rates and interest rate policy,
competitive factors, and other conditions which by their nature,
are not susceptible to accurate forecast and are subject to
significant uncertainty. Because of these uncertainties and the
assumptions on which this discussion and the forward-looking
statements are based, actual future operations and results in the
future may differ materially from those indicated herein. For
details on factors that could affect these expectations, see the
risk factors and other cautionary language included in the
Company's Annual Report on Form 10-K for the year ended
December 31, 2022 and in the
Company's other periodic and current reports filed with the
Securities and Exchange Commission ("SEC"). Readers are cautioned
against placing undue reliance on any such forward-looking
statements. The Company's past results are not necessarily
indicative of future performance.
Important Additional Information
The Company filed a definitive proxy statement (the "Proxy
Statement") with the SEC on March 24,
2023 in connection with its upcoming 2023 Annual Meeting of
Shareholders. SHAREHOLDERS OF THE COMPANY ARE URGED TO READ THE
PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO)
AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND
IN THEIR ENTIRETY AS THEY WILL CONTAIN IMPORTANT INFORMATION. The
Company, its directors and its executive officers may be deemed to
be participants in the solicitation of proxies from the Company's
shareholders in connection with the 2023 Annual Meeting of
Shareholders. Information about the Company's directors and
executive officers is included in the Proxy Statement. To the
extent holdings of the Company's securities by our directors and
executive officers reported in the Proxy Statement have changed,
such changes have been or will be reflected on Statements of Change
in Ownership on Forms 3, 4 or 5 filed with the SEC. Shareholders
can obtain the Proxy Statement, any amendments or supplements to
the Proxy Statement, and other documents filed by the Company with
the SEC at no charge at the SEC's website at www.sec.gov. Copies of
the Company's SEC filings are also available at no charge on the
Company's website at www.nationalbankshares.com.
Company Contact:
F. Brad Denardo
(540) 951-6213
bdenardo@nbbank.com
Investor Contact:
William P. Fiske, Georgeson LLC
(212) 440-9128
Media Contact:
Andrew
Wilson, DrivePath Advisors
(773) 425-4991
awilson@drivepathadvisors.com
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SOURCE National Bankshares, Inc.