fbss-8k_20200821.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): August 21, 2020

Fauquier Bankshares, Inc.

(Exact name of Registrant as Specified in Its Charter)

Virginia	000-25805	54-1288193
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10 Courthouse Square, Warrenton, Virginia		20186
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (540) 347-2700

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 (see General Instructions A.2. below):

☐	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

Common Stock
Par value $3.13 per share

FBSS

The Nasdaq Capital Market


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).
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 8.01 Other Events.

On August 21, 2020, Fauquier Bankshares, Inc. issued a press release announcing the declaration of a quarterly dividend of $0.125 per share, payable on October 1, 2020 to shareholders of record as of the close of business on September 18, 2020. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is filed herewith:

Exhibit No.Description

99.1 Fauquier Bankshares, Inc. Press Release dated August 21, 2020.

104Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

	Fauquier Bankshares, Inc.

Date: August 21, 2020	By:	/s/ Christine E. Headly
		Christine E. Headly
		Executive Vice President and Chief Financial Officer

fbss-ex991_6.htm

Exhibit 99.1

PRESS RELEASE

CONTACT CHRIS HEADLY

(540) 349-0218 or

chris.headly@TFB.bank

Fauquier Bankshares, Inc. Announces Quarterly Dividend

WARRENTON, VA, August 21, 2020 – Fauquier Bankshares, Inc. (NASDAQ: FBSS) announced today that its Board of Directors on August 20, 2020 declared a quarterly dividend of $0.125 per share. This represents a $0.50 dividend on an annualized basis. This dividend was declared for shareholders of record as of the close of business on September 18, 2020 and will be payable on October 1, 2020.

Fauquier Bankshares, Inc. and its principal subsidiary, The Fauquier Bank, had combined assets of $825.6 million and total shareholders’ equity of $71.1 million at June 30, 2020. The Fauquier Bank is an independent community bank offering a full range of financial services, including internet banking, mobile banking, commercial, retail, insurance, wealth management, and financial planning services through eleven banking offices located in Fauquier and Prince William Counties in Virginia.

This press release may contain “forward-looking statements” as defined by federal securities laws. These statements address issues that involve risks, uncertainties, estimates and assumptions made by management, and actual results could differ materially from the results contemplated by these forward-looking statements. Factors that could have a material adverse effect on our operations and future prospects include, but are not limited to, changes in: interest rates, general economic conditions, the legislative/regulatory climate, monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Board of Governors of the Federal Reserve System, the quality or composition of the loan or investment portfolios, the value of the collateral securing loans in the portfolio, demand for loan products, deposit flows, the level of net charge-offs on loans and the adequacy of the allowance for loan losses, competition, demand for financial services in the Company’s market area, the Company’s plans to increase market share, mergers, acquisitions and dispositions, cybersecurity threats or attacks, and tax and accounting principles, policies and guidelines. Readers should consider these risks and uncertainties in evaluating our forward-looking statements and should not place undue reliance on such statements. We undertake no obligation to update these statements following the date of this news release.

######

Document and Entity Information	Aug. 21, 2020
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 21, 2020
Entity Registrant Name	Fauquier Bankshares, Inc.
Entity Central Index Key	0001083643
Entity Incorporation, State or Country Code	VA
Entity File Number	000-25805
Entity Tax Identification Number	54-1288193
Entity Address, Address Line One	10 Courthouse Square
Entity Address, City or Town	Warrenton
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	20186
City Area Code	540
Local Phone Number	347-2700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock Par value $3.13 per share
Security Exchange Name	NASDAQ
Trading Symbol	FBSS
Entity Emerging Growth Company	false