Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 10, 2023, the Board of Directors of F&M Bank Corp. (the "Company") appointed Aubrey Michael (Mike) Wilkerson as Chief Executive Officer of the Company and its wholly-owned subsidiary, Farmers & Merchants Bank ("F&M Bank") and Barton E. Black as President of the Company and F&M Bank, both effective April 10, 2023. Mr. Wilkerson also has been appointed to the Board of Directors of the Company and F&M Bank, effective April 10, 2023. Mr. Wilkerson previously served as Executive Vice President/Chief Lending Officer, and Mr. Black previously served as Executive Vice President/Chief Operating Officer of the Company and F&M Bank. They succeed Mark C. Hanna, whose separation from the Company and resignation as a director is effective April 10, 2023. Mr. Hanna served as President and Chief Executive Officer of the Company and F&M Bank.

Mr. Wilkerson, age 64, has served as Executive Vice President/Chief Lending Officer since January 2022, and Executive Vice President/Chief Strategy Officer and Northern Shenandoah Valley Market Executive since January 2021. Mr. Wilkerson began his banking career at Wachovia Bank on January 4, 1982. Mr. Wilkerson's banking includes experience in Dealer Financial Services, Retail Banking, Private Banking, Commercial Banking and senior strategic leadership positions. From 2012 to 2018, Mr. Wilkerson was the Business Banking Division Executive for Virginia, Maryland & Washington DC at Wachovia. Most recently, Mr. Wilkerson served as the Commercial Banking Market Executive from 2018 through 2020 for Western Mid-Atlantic Region at Wells Fargo.

Mr. Black, age 52, has served as the Executive Vice President/Chief Operating Officer of the Company and F&M Bank since June 2020. Prior to that he served as Executive Vice President/Chief Strategy & Risk Officer March 2019 to May 2020. Prior to joining the Company, he served as Managing Director at Strategic Risk Associates, a financial services consulting company based in Virginia, from August 2012 through February 2019.

In connection with his departure, Mr. Hanna will be entitled to receive compensation and benefits in accordance with Section 5(d) of his employment agreement, dated as of December 30, 2020, and filed as Exhibit 10.1 to F&M Bank Corp.'s Current Report on Form 8-K, filed January 6, 2021.






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A press release announcing the management transition is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.



  99.1     Press release dated April 10, 2023

104      The cover page from this Current Report on Form 8-K, formatted in Inline
         XBRL.





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