Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response... 0.5
	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 ^*

WINN JAMES CLIFTON

2. Date of Event Requiring Statement (MM/DD/YYYY) 12/11/2017

3. Issuer Name and Ticker or Trading Symbol

Village Bank & Trust Financial Corp. [VBFC]

(Last) (First) (Middle)

13319 MIDLOTHIAN TURNPIKE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
Pres. Village Bank Mortgage /

(Street)

MIDLOTHIAN, VA 23113

(City) (State) (Zip)

5. 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 Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	207	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽²⁾	7/10/2027	Common Stock	350	⁽¹⁾	D
Restricted Stock Units	⁽³⁾	7/1/2026	Common Stock	375	⁽¹⁾	D
Restricted Stock Units	⁽⁴⁾	7/2/2025	Common Stock	187	⁽¹⁾	D

Explanation of Responses:
(1)	Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
(2)	Restricted stock award vests at the rate of 1/3 per year over three years beginning on July 10, 2018.
(3)	Restricted stock award vests at the rate of 25% per year over two years and 50% on the third year. The first installment became exercisable on July 1, 2017, and the next two installments became exercisable on July 1, 2018 and July 1, 2019.
(4)	Restricted stock award vests at the rate of 25% per year over the first two years and 50% on the final year. The first installment became exercisable on July 2, 2016, and the next two installments became exercisable on July 2, 2017 and July 2, 2018.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
WINN JAMES CLIFTON 13319 MIDLOTHIAN TURNPIKE MIDLOTHIAN, VA 23113			Pres. Village Bank Mortgage

Signatures
/s/ James Clifton Winn		1/25/2018
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.