Blue Ridge Bankshares, Inc 8-K, filed Jul 1, 2020

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENTREPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 30, 2020

BLUE RIDGE BANKSHARES, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (540)743-6521

Not Applicable

(Former name or former address, if changed since last report)

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:

Securities registered pursuant to Section 12(b) of the Act:

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.  ☐

On June 30, 2020, Blue Ridge Bankshares, Inc. (the “Company”) held its 2020 Annual Meeting of Shareholders (the “Annual Meeting”) to consider and vote on the following proposals: (1) to elect four Company directors for a term of three years each, one Company director for a term of two years, and one Company director for a term of one year; (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 10,000,000 to 25,000,000; (3) to approve the Blue Ridge Bankshares, Inc. Equity Incentive Plan; and (4) to ratify the appointment of Brown, Edwards & Company, L.L.P. as the Company’s independent registered public accounting firm for 2020.

As of May 4, 2020, the record date for the Annual Meeting, there were 5,659,485 shares of the Company’s common stock outstanding and entitled to vote. At the Annual Meeting, there were present in person or by proxy 5,455,168 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: Election of Directors

The individual named below was elected to serve as a director of the Company for a one-year term expiring at the 2021 Annual Meeting of Shareholders:

The individual named below was elected to serve as a director of the Company for a two-year term expiring at the 2022 Annual Meeting of Shareholders:

Each individual named below was elected to serve as a director of the Company for a three-year term expiring at the 2023 Annual Meeting of Shareholders:

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Proposal 2: Amendment to Articles of Incorporation

Shareholders approved the amendment to the Company’s articles of incorporation to increase the number of authorized shares of the Company’s common stock from 10,000,000 to 25,000,000.

Proposal 3: Blue Ridge Bankshares, Inc. Equity Incentive Plan

Shareholders approved the Blue Ridge Bankshares, Inc. Equity Incentive Plan.

Proposal 4: Ratification of Independent Registered Public Accounting Firm for 2020

Shareholders ratified the appointment of Brown, Edwards & Company, L.L.P. as the Company’s independent registered public accounting firm for 2020.

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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.

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