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/A

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): December 8, 2023

 

ATLANTIC UNION BANKSHARES CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Virginia

001-39325

54-1598552

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number)

Identification No.)

 

 

 

4300 Cox Road

Glen Allen, Virginia 23060

(Address of principal executive offices, including Zip Code)

 

Registrant’s telephone number, including area code: (804) 633-5031

 

 

 

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 (see General Instruction A.2. below):

 

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:

 

Title of each class

  

Trading Symbol(s)

  

Name of each exchange on which registered

Common Stock, par value $1.33 per share

AUB

New York Stock Exchange

Depositary Shares, Each Representing a 1/400th Interest in a Share of 6.875% Perpetual Non-Cumulative Preferred Stock, Series A

AUB.PRA

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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

On December 8, 2023, Atlantic Union Bankshares Corporation (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) disclosing the appointment of three new directors to the Company’s Board—Paul Engola, Donald R. Kimble and Michelle A. O’Hara, effective December 6, 2023. At the time the Original 8-K was filed, Mr. Engola and Ms. O’Hara had not been appointed to any committee of the Board. This Current Report on Form 8-K/A amends the Original 8-K to disclose that on January 26, 2024, upon the recommendation of the Nominating and Corporate Governance Committee and the Chair of the Board, the Board appointed Mr. Engola to the Risk Committee and appointed Ms. O’Hara to the Compensation Committee, each effective immediately.

1

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

ATLANTIC UNION BANKSHARES CORPORATION

 

 

 

 

 

 

 

 

 

 

 

 

Date: January 29, 2024

By:

/s/ Robert M. Gorman

 

 

 

Robert M. Gorman

 

 

 

Executive Vice President and

 

 

 

Chief Financial Officer

 

2

v3.24.0.1
Document and Entity Information1
Dec. 08, 2023
Document Type 8-K/A
Document Period End Date Dec. 08, 2023
Entity File Number 001-39325
Entity Registrant Name ATLANTIC UNION BANKSHARES CORPORATION
Entity Incorporation, State or Country Code VA
Entity Tax Identification Number 54-1598552
Entity Address, Address Line One 4300 Cox Road
Entity Address, State or Province VA
Entity Address, City or Town Glen Allen
Entity Address, Postal Zip Code 23060
City Area Code (804)
Local Phone Number 633-5031
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0000883948
Amendment Flag false
Common Stock [Member]  
Title of 12(b) Security Common Stock, par value $1.33 per share
Trading Symbol AUB
Security Exchange Name NYSE
Series A Preferred Stock [Member]  
Title of 12(b) Security Depositary Shares, Each Representing a 1/400th Interest in a Share of 6.875% Perpetual Non-Cumulative Preferred Stock, Series A
Trading Symbol AUB.PRA
Security Exchange Name NYSE

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