Current Report Filing (8-k)
September 27 2018 - 1:56PM
Edgar (US Regulatory)
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): September 25, 2018
UNION BANKSHARES CORPORATION
(Exact name of registrant as specified in
its charter)
Virginia
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0-20293
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54-1598552
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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1051 East Cary Street
Suite 1200
Richmond, Virginia 23219
(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):
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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 (§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
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¨
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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.
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Item 5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 25, 2018, G. William Beale
notified the Board of Directors of Union Bankshares Corporation (the “Company”) of his resignation from the Boards
of Directors of the Company and its subsidiary Union Bank & Trust (the “Bank”), effective September 30, 2018, in
order to pursue his consulting business. Mr. Beale served as Chief Executive Officer of the Company from February 2010 to January
2017 and has served as a director of the Company since 1993 and the Bank since 1991. His resignation does not relate to any disagreement
on matters relating to the Company’s operations, policies or practices.
In connection with his resignation, the
Company terminated Mr. Beale’s role as a Senior Advisor and his duty to render Senior Advisory Services to
the Company effective as of September 30, 2018, pursuant to the terms of his Transition Agreement with the Company, dated August
23, 2016 (the “Transition Agreement”). Mr. Beale will continue to receive his Transition Fee (as defined in the Transition
Agreement) and benefits, including insurance benefits, per the terms of the Transition Agreement until March 31, 2019. He will
also be provided access to an office until March 31, 2019.
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.
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UNION BANKSHARES CORPORATION
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Date: September 27, 2018
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By:
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/s/ Robert M. Gorman
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Robert M. Gorman
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Executive Vice President and Chief Financial Officer
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