UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of Earliest Event Reported):
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July 16, 2015
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Fauquier Bankshares, Inc.
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(Exact name of registrant as specified in its charter)
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Virginia
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000-25805
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54-1288193
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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10 Courthouse Square, Warrenton, Virginia
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20186
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code:
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540.347.2700
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Not Applicable
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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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective July 16 2015, the Board of Directors (the "Board") of Fauquier Bankshares, Inc. (the "Company") increased the size of the Board to ten members and appointed Donna D. Flory as a new member of the Board. Mrs. Flory's appointment is effective as of July 16, 2015, and she will serve until the 2016 annual meeting of shareholders of the Company, at which time she will be nominated for election to the Board. Mrs. Flory has not been named to serve on any committees of the Board at this time.
There are no arrangements or understandings between Mrs. Flory and any other persons pursuant to which Mrs. Flory was appointed as a director. In addition, there are no current or proposed transactions involving the Company in which Mrs. Flory or any other member of her immediate family has, or will have, a direct or indirect material interest that would require disclosure under Item 404(a) of Regulation S-K governing related party transactions.
Mrs. Flory will be entitled to the same compensation as the other directors, including monthly board fees and an annual retainer, as described in the Company's proxy statement filed in connection with 2015 annual meeting of shareholders.
A copy of the Company's press release announcing Mrs. Flory's appointment to the Company's Board of Directors is attached as Exhibit 99.1 hereto.
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.
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Fauquier Bankshares, Inc.
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July 16, 2015
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By:
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/s/ Eric P. Graap
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Name: Eric P. Graap
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Title: Executive Vice President and Chief Financial Officer
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Exhibit Index
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Exhibit No.
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Description
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99.1
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Fauquier Bankshares Press Release Announcing the Appointment of Donna D. Flory as a Member of the Board
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