Statement of Changes in Beneficial Ownership (4)

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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3235-0287

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Headly Christine Edwards	2. Issuer Name and Ticker or Trading Symbol FAUQUIER BANKSHARES, INC. [ FBSS ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) EVP & Chief Financial Officer
(Last)          (First)          (Middle) 10 COURTHOUSE SQUARE	3. Date of Earliest Transaction (MM/DD/YYYY) 3/25/2021
(Street) WARRENTON, VA 20186 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	3/25/2021		M		2290	A	(1)	11275.214	D
Common Stock	3/25/2021		D		1145 (1)	D	$20.70	10130.214	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Units	(1)	3/25/2021		M			1097	(1)	(1)	Common Stock	1097	$0.00	0	D
Performance Stock Units	(1)	3/25/2021		M			1193	(1)	(1)	Common Stock	1193	$0.00	0	D

Explanation of Responses:

(1)

In connection with the pending merger of Fauquier Bankshares, Inc. (the Company) with Virginia National Bankshares Corporation, performance stock unit awards granted to the reporting person in 2019 and 2020 originally scheduled to vest on December 31, 2021 and December 31, 2022, respectively, vested on March 25, 2021. Each performance stock unit is the equivalent of one share of the Company's common stock. Upon vesting, 1,145 of the reporting person's performance stock units were settled for cash and the remaining 1,145 were settled for an equal number of shares of the Company's common stock.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Headly Christine Edwards 10 COURTHOUSE SQUARE WARRENTON, VA 20186			EVP & Chief Financial Officer

Signatures
Tammy P. Frazier, Attorney in Fact for Christine E. Headly		3/29/2021
**Signature of Reporting Person		Date