UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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)) |
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
| Item 5.07 | Submission of Matters to Vote of Security Holders. |
On March 6, 2024, Blue Ridge Bankshares, Inc. (the “Company”) held a Special Meeting of Shareholders (the “Special Meeting”) to consider and vote on the following proposals: (1) to approve the issuance of shares of common stock of the Company representing more than 20% of the outstanding shares of the Company’s common stock, including upon the exercise of certain warrants to be issued by the Company, in each case, in a private placement, in accordance with the requirements of the NYSE American Company Guide (the “Capital Raise Proposal”); (2) to approve an amendment to the Company’s articles of incorporation to increase the number of authorized shares of the Company’s common stock from 50,000,000 to 150,000,000 (the “Articles of Amendment Proposal”); and (3) to adjourn the Special Meeting to a later date or dates, if necessary, to solicit additional proxies to establish a quorum or approve the Capital Raise Proposal or the Articles Amendment Proposal (the “Adjournment Proposal”).
As of January 16, 2024, the record date for the Special Meeting, there were 19,198,379 shares of the Company’s common stock outstanding and entitled to vote. At the Special Meeting, there were present in person or by proxy 17,419,871 shares of the Company’s common stock, which constituted a quorum to conduct business at the meeting. The voting results for each proposal are set forth below.
Proposal 1: Capital Raise Proposal
Shareholders approved the Capital Raise Proposal.
| For |
Against |
Abstain |
Non-votes | |||
| 12,655,931 | 918,795 | 237,623 | 3,607,523 |
Proposal 2: Articles Amendment Proposal
Shareholders approved the Articles Amendment Proposal.
| For |
Against |
Abstain |
Non-votes | |||
| 15,291,932 | 1,842,381 | 285,559 | 0 |
Proposal 3: Adjournment Proposal
| For |
Against |
Abstain |
Non-votes | |||
| 16,171,742 | 892,463 | 355,666 | 0 |
2
The Company received sufficient votes to approve the Capital Raise Proposal and the Articles Amendment Proposal and, therefore, no adjournment of the Special Meeting was required to solicit additional votes.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BLUE RIDGE BANKSHARES, INC. | ||||||
| (Registrant) | ||||||
| Date: March 7, 2024 | By: | /s/ Judy C. Gavant | ||||
| Judy C. Gavant | ||||||
| Executive Vice President and Chief Financial Officer | ||||||
3
Document and Entity Information |
Mar. 06, 2024 |
|---|---|
| Cover [Abstract] | |
| Amendment Flag | false |
| Entity Central Index Key | 0000842717 |
| Document Type | 8-K |
| Document Period End Date | Mar. 06, 2024 |
| Entity Registrant Name | BLUE RIDGE BANKSHARES, INC. |
| Entity Incorporation State Country Code | VA |
| Entity File Number | 001-39165 |
| Entity Tax Identification Number | 54-1838100 |
| Entity Address, Address Line One | 1807 Seminole Trail |
| Entity Address, City or Town | Charlottesville |
| Entity Address, State or Province | VA |
| Entity Address, Postal Zip Code | 22901 |
| City Area Code | (540) |
| Local Phone Number | 743-6521 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common stock, no par value |
| Trading Symbol | BRBS |
| Security Exchange Name | NYSEAMER |
| Entity Emerging Growth Company | true |
| Entity Ex Transition Period | false |