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) April 23, 2020 (April 23, 2020)

National Bankshares, Inc.

(Exact name of Registrant as specified in its charter)

101 Hubbard Street

Blacksburg, VA 24060

(Address of principal executive offices)

(540) 951-6300

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report) Not applicable

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 (see General Instruction A.2. below):

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.

On April 23, 2020, National Bankshares, Inc. issued a press release announcing and commenting on its financial results for the quarter ended March 31, 2020.  A copy of the press release is attached as Exhibit 99.1.

SIGNATURE

Pursuant to the requirements of the Securities and 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: April 23, 2020

Page 2 of 2 Pages

Exhibit 99.1

FOR IMMEDIATE RELEASE

National Bankshares, Inc. Reports First Quarter Earnings

BLACKSBURG, Va., April 23, 2020 -- National Bankshares, Inc. (the “Company”) (NASDAQ: NKSH), parent company of The National Bank of Blacksburg, today announced its results of operations for the first quarter of 2020. The Company reported net income of $3.98 million, or $0.61 per common share, for the quarter ended March 31, 2020. National Bankshares, Inc. ended the first quarter of 2020 with total assets of $1.32 billion.

First Quarter 2020 Highlights

F. Brad Denardo, National Bankshares Chairman, President and CEO stated, “The coronavirus (COVID-19) pandemic poses an unprecedented challenge to our world, to our nation, and to our local communities. Our priority is helping our customers and our communities get through this crisis while protecting the health and well-being of our employees and the people we serve.”

Mr. Denardo added, “Our first quarter results continue to reflect the underlying strength of our business model, with gains in total assets, net loans, and interest income. Despite the economic uncertainties presented by COVID-19, National Bankshares remains strong and well-capitalized. We are confident that our balance sheet strength will allow us to meet the credit and liquidity needs of our customers and community during this critical period.”

He continued, “The large addition to the Allowance for Loan Losses, up to the maximum amount allowed by bank policy, is indicative of the Company’s evaluation of its exposure to the possibility of increased loan losses related to the COVID-19 pandemic. We have further identified industry segments that are most impacted by the pandemic and are monitoring them closely.”

101 Hubbard Street / Blacksburg, Virginia 24060
P.O. Box 90002 / Blacksburg, Virginia 24062-9002
540 951-6300 / 800 552-4123
www.nationalbankshares.com

“The nation’s banks play an essential role in times of crisis, and this is a responsibility we take very seriously,” said Mr. Denardo. “We are working with customers directly and through emergency programs such as the Small Business Administration’s Paycheck Protection Program to help them navigate and survive the current economic upheaval. We are also taking all necessary precautions to protect public health while continuing to serve our customers. All of our branch offices have switched to drive-through only service with lobby service available for special needs. We are encouraging customers to use our online banking, mobile banking and ATM networks to safely conduct their everyday transactions. Internally, we have reduced office occupancy and facilitated telework whenever possible. I am very proud of our employees, who are working hard under extraordinary circumstances to follow health and safety guidelines while making sure our customers’ financial needs are met. And we are thankful for our customers and shareholders, who continue to support National Bankshares during these challenging times.”

Non-GAAP Financial Measures

In addition to financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures that provide useful information for financial and operational decision making, evaluating trends and comparing financial results to other financial institutions. The non-GAAP financial measures presented in this document include the efficiency ratio and certain financial measures presented on a fully taxable-equivalent (“FTE”) basis. FTE basis is calculated using the federal statutory income tax rate of 21%. The Company believes certain non-GAAP financial measures enhance the understanding of its business and performance. Non-GAAP financial measures are supplemental and not a substitute for, or more important than, financial measure prepared in accordance with GAAP and may not be comparable to those reported by other financial institutions.

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 25 full service offices and one loan production office throughout Southwest Virginia. 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.” Additional information is available at www.nationalbankshares.com.

Forward-Looking Statements

Certain statements in this press release may be “forward-looking statements.” Forward-looking statements are statements that include projections, predictions, expectations or beliefs about future events or results that are not statements of historical fact and that involve significant risks and uncertainties. Although the Company believes that its expectations with regard to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual Company results will not differ materially from any future results implied by the forward-looking statements. Actual results may be materially different from past or anticipated results because of many factors, some of which may include changes in economic conditions, the interest rate environment, legislative and regulatory requirements, new products, competition, changes in the stock and bond markets and technology. The Company does not update any forward-looking statements that it may make.

National Bankshares, Inc. and Subsidiaries

Consolidated Balance Sheets

(Unaudited)

National Bankshares, Inc. and Subsidiaries

Consolidated Statements of Income

(Unaudited)

National Bankshares, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income

(Unaudited)

Key Ratios and Other Data

(Unaudited)

Asset Quality Data

(Unaudited)