VIRGINIA NATIONALANNUAL MEETINGBANKSHARESOF SHAREHOLDERSCORPORATIONOF
June 27, 2024
PROXY VOTING INSTRUCTIONS
INTERNET- Access "www.voteproxy.com" and follow the on-screen instructions or scan the QR code with your smartphone. Have your proxy card available when you access the web page.
TELEPHONE- Call toll-free1-800-PROXIES (1-800-776-9437) in the United States or 1-201-299-4446 from foreign countries from any touch-tone telephone and follow the instructions. Have your proxy card available when you call.
Vote online/phone until 5:00 PM Eastern Time the day before the meeting.
MAIL- Sign, date and mail your proxy card in the envelope provided as soon as possible.
IN PERSON- You may vote your shares in person by attending the Annual Meeting.
COMPANY NUMBER ACCOUNT NUMBER
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE SHAREHOLDERS' MEETING TO BE HELD ON JUNE 27, 2024
A complete set of proxy materials related to Virginia National Bankshares Corporation's 2024 Annual Meeting of Shareholders (the "Meeting") is available on the internet at www.vnbcorp.com/proxy. The materials available include the Notice of Annual Meeting of Shareholders, the Proxy Statement, the form of Proxy and the Annual Report on Form 10-K for the year ended December 31, 2023. The matters to be acted upon are set forth below. Execution of a proxy will not affect a registered shareholder's right to attend the Meeting and vote in person. Any registered shareholder who has executed and returned a proxy may revoke it by attending the Meeting and voting in person.
Please detach along perforated line and mail in the envelope provided IFyou are not voting via the Internet.
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THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR ALL NOMINEES" IN PROPOSAL 1 AND "FOR" PROPOSALS 2 & 3. | |||||||
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE x | |||||||
1. Election of the following persons as directors to serve until the next annual | 2. Advisory (non-binding) approval of the Company's executive | FOR AGAINST ABSTAIN | |||||
meeting of shareholders | compensation. | ||||||
FOR ALL NOMINEES | NOMINEES: | ||||||
O John B. Adams, Jr. | |||||||
WITHHOLD AUTHORITY | OO Kevin T. Carter | 3. Ratification of the appointment of Yount, Hyde & Barbour, P.C. as the | FOR AGAINST ABSTAIN | ||||
Hunter E. Craig | |||||||
FOR ALL NOMINEES | O William D. Dittmar, Jr. | Company's independent registered public accounting firm for 2024. | |||||
O Randolph D. Frostick | |||||||
FOR ALL EXCEPT | O Linda M. Houston | 4. To transact such other business as may properly come before the Meeting or any | |||||
(See instructions below) | |||||||
O Jay B. Keyser | adjournments or postponements thereof. | ||||||
O Glenn W. Rust | |||||||
O Sterling T. Strange, III | This Proxy will be voted as specified. If no specification is made, this Proxy will be | ||||||
O Gregory L. Wells | |||||||
voted in accordance with the recommendations of the Board of Directors. | |||||||
PLEASE COMPLETE THIS PROXY ABOVE, SIGN BELOW AND RETURN IT PROMPTLY | |||||||
INSTRUCTIONS:To withhold authority to vote for any individual nominee(s), mark "FOR ALL EXCEPT" | IN THE ENVELOPE PROVIDED. | ||||||
and fill in the circle next to each nominee you wish to withhold, as shown here: | Execution of a Proxy will not affect a registered shareholder's right to attend the | ||||||
meeting and vote in person. Any registered shareholder who has executed and | |||||||
returned a Proxy may revoke it by attending the meeting and voting in person. |
To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name(s) on the account may not be submitted via this method.
Signature of Shareholder | Date: | Signature of Shareholder | Date: | ||||||
Note: | Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When | signing as executor, administrator, attorney, trustee or | guardian, | please give full | |||||
title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person. |
To Our Friends and Fellow Shareholders:
The Directors and Staff of
Virginia National Bankshares Corporation
Cordially Invite You to Join Them for an
Informal Discussion
Immediately Following the Formal Annual Meeting
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VIRGINIA NATIONAL BANKSHARES CORPORATION
This Proxy is solicited on behalf of the Board of Directors
The shareholder(s) hereby appoint(s) Virginia R. Bayes, Gregory L. Wells and Sterling T. Strange, III, any of whom may act alone and with full power of substitution, as proxies, to represent and vote all shares of Virginia National Bankshares Corporation (the "Company") of the shareholder(s) at the Annual Meeting of Shareholders of the Company to be held on Thursday, June 27, 2024 at 10:00 a.m. Eastern Time at the Hilton Garden Inn, 1793 Richmond Road, Charlottesville, Virginia 22911, or any adjournment or postponement thereof, on each of the matters listed on the reverse side of this proxy card.
This proxy, when properly executed, will be voted in the manner directed by the shareholder signing on the reverse side of this proxy card, voting online or by telephone. If no direction is made, this proxy will be voted FOR all director nominees in Proposal 1 and FOR Proposals 2 and 3.
(Continued and to be signed on the reverse side.)
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Disclaimer
Virginia National Bankshares Corp. published this content on 29 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 May 2024 06:34:17 UTC.