| Item 1. | |
| (a) | Name of issuer:
FIRST NATIONAL CORP /VA/ |
| (b) | Address of issuer's principal executive offices:
112 WEST KING STREET, STRASBURG, VIRGINIA, 22657 |
| Item 2. | |
| (a) | Name of person filing:
Siena Capital Partners GP, LLC
Siena Capital Partners I, L.P. |
| (b) | Address or principal business office or, if none, residence:
205 West Wacker Drive, Suite 1950B
Chicago, IL 60606 |
| (c) | Citizenship:
Siena Capital Partners GP, LLC is a Delaware limited liability company.
Siena Capital Partners I, L.P. is a Delaware limited partnership. |
| (d) | Title of class of securities:
Common stock |
| (e) | CUSIP No.:
32106V107 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
Siena Capital Partners GP, LLC may be deemed to beneficially own 0 shares of Common Stock and Siena Capital Partners I, L.P. may be deemed to beneficially own 316,343 shares of Common Stock. Siena Capital Partners GP, LLC is the general partner of Siena Capital Partners I, L.P. |
| (b) | Percent of class:
Siena Capital Partners GP, LLC may be deemed to beneficially own 0% of the Common Stock and Siena Capital Partners I, L.P. may be deemed to beneficially own 3.53% of the Common Stock. The percentages are based on 8,970,321 shares of Common Stock outstanding as of November 8, 2024, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 14, 2024. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
Siena Capital Partners GP, LLC: 0, Siena Capital Partners I, L.P.: 316,343
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| | (ii) Shared power to vote or to direct the vote:
Siena Capital Partners GP, LLC: 0, Siena Capital Partners I, L.P.: 0
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| | (iii) Sole power to dispose or to direct the disposition of:
Siena Capital Partners GP, LLC: 0, Siena Capital Partners I, L.P.: 316,343
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| | (iv) Shared power to dispose or to direct the disposition of:
Siena Capital Partners GP, LLC: 0, Siena Capital Partners I, L.P.: 0
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(c)