8-K

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 16, 2015

___________

Hampton Roads Bankshares, Inc.

(Exact name of registrant as specified in its charter)

Virginia (State or other jurisdiction of incorporation)	001-32968 (Commission File Number)		54-2053718 (IRS Employer Identification No.)
641 Lynnhaven Parkway Virginia Beach, Virginia (Address of principal executive offices)		23452 (Zip Code)

Registrant’s telephone number, including area code:  (757) 217-1000

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:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of

       Certain Officers; Compensatory Arrangements of Certain Officers.

On September 16, 2015, Douglas J. Glenn resigned as President and Chief Executive Officer and director of Hampton Roads Bankshares, Inc. (the “Company”), effective immediately.  Also on September 16, 2015, the Board of Directors of the Company appointed Charles M. Johnston, Chairman of the Company’s Board of Directors, to serve as the interim Chief Executive Officer of the Company while the Company conducts a search for Mr. Glenn’s replacement.

Mr. Johnston, age 60, has served as Chairman of the Company’s Board of Directors since May 2013. Mr. Johnston served as Chief Financial Officer of Eastern Bank Corporation, a bank holding company headquartered in Boston, from 2003 until his retirement in March 2012. From 1996 until its sale to Citizens Financial Group in 2003, he was Chief Financial Officer of Commonwealth Bancorp, a bank holding company headquartered in Philadelphia. From 1994 to 1996, he was Chief Financial Officer of TFC Enterprises, an auto finance company headquartered in Norfolk, Virginia. Previously he served in Treasury, Financial Planning, and Investor Relations roles at Mellon Bank Corporation and Treasury, Accounting, and Internal Audit roles at United States Steel Corporation.

Mr. Johnston will continue to receive compensation in his capacity as a director and as Chairman of the Board of Directors. Mr. Johnston also will receive cash compensation of $50,000 per month while serving as interim Chief Executive Officer, plus reimbursement of certain living expenses in Virginia Beach.  In addition, the Company authorized an award of 200,000 restricted stock units with a value of approximately $394,000 at the time of grant to Mr. Johnston, which award will vest the earlier of one year from the date of grant or upon the Company’s appointment of a successor Chief Executive Officer.

Also on September 16, 2015, the Board of Directors of the Company appointed Donna W. Richards as President and Chief Operating Officer of the Company.  Ms. Richards, age 51, has served as President of the Bank of Hampton Roads since August 2012. She previously served as the Company’s Retail Banking Executive from October 2010 until August 2012 and as Market President from May 2006 to October 2010.  Ms. Richards has an existing employment agreement, dated May 22, 2013, with the Company (the “Employment Agreement”), which was attached as Exhibit 10.1 to the Company’s quarterly report on Form 10-Q for the quarter ended June 30, 2013, filed with the Securities and Exchange Commission on August 14, 2013.  In addition to compensation under her Employment Agreement, Ms. Richards will receive a cash retention bonus of $100,000 in connection with her promotion.  In addition, the Company authorized an award of 60,000 restricted stock units with a value of approximately $118,200 at the time of grant to Ms. Richards, which award will vest the earlier of one year from the date of grant or upon the Company’s appointment of a successor Chief Executive Officer.  The Company expects to amend the Employment Agreement to extend its term for an additional two years and to modify the calculation of the payment to which she is entitled upon termination by the Company other than for Cause or by her for Good Reason pursuant to Section 5(d)(1)(i) of the Employment Agreement to an amount equal to 300% of the sum of her then-current rate of annual salary and her average bonus for the two years preceding such termination.

In connection with Mr. Glenn’s resignation from the Company, the Company entered into a release and separation agreement (the “Separation Agreement”) with Mr. Glenn on September 16, 2015.  Under the Separation Agreement, Mr. Glenn is entitled to receive a lump sum payment of $2,246,640, in addition to his base salary through the separation date, accrued but unused paid time off and other compensation and benefits that have accrued or vested under any ERISA plans or equity awards prior to his separation date.  Also pursuant to the Separation Agreement, Mr. Glenn agreed to a complete release of claims and to certain non-competition, non-solicitation and confidentiality provisions.  The foregoing summary description of the Separation Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Separation Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

A copy of the Company’s press release announcing the transition is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
10.1	Release and Separation Agreement, dated September 16, 2015, between Hampton Roads Bankshares, Inc. and Douglas J. Glenn.
99.1	Press release, dated September 16, 2015

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.

	Hampton Roads Bankshares, Inc.
Date: September 16, 2015	By:	/s/ Thomas B. Dix, III
		Thomas B. Dix, III
		Executive Vice President and
		Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
10.1	Release and Separation Agreement, dated September 16, 2015, between Hampton Roads Bankshares, Inc. and Douglas J. Glenn.
99.1	Press release, dated September 16, 2015

EX-10.1

Exhibit 10.1

RELEASE AND SEPARATION AGREEMENT

This Release, and Separation Agreement (“Agreement”), is entered into by and between Douglas J. Glenn (“Executive”) and Hampton Roads Bankshares, Inc. (“HRB”), Shore Bank (“Shore”) and the Bank of Hampton Roads (“BHR”), on behalf of themselves and any present or former parent companies, affiliates, subsidiaries, divisions, successors, assigns and related companies and all of their former and present employeess, officers and directors (collectively referred to herein as the “Bank”).

RECITALS:

WHEREAS, Executive has been employed by HRB as President and Chief Executive Officer and Chief Executive Officer of BHR, and Executive Vice President of Shore;

WHEREAS, Executive also serves as a Director of HRB, BHR and HRB’s subsidiary bank, Shore; Director of Gateway Bank Mortgage, Inc.; Chief Executive Officer and Director of Gateway Insurance Services, Inc.;  Chief Executive Officer and Director of GBTC, Inc.; President and Director of GBTC VA, Inc.; Director of Harbour Asset Servicing, Inc.; President, Secretary, and Director of Shore Marine Finance, Inc.; President, Secretary, and Director of Shore Auto Finance, Inc.; Director of Shore Investments, Inc., and a manager of DNJ Gateway Bank Mortgage, LLC, and

WHEREAS, the employment relationship between the Bank and Executive has been severed effective September 16, 2015 (“Separation Date”);

WHEREAS, the parties to this Agreement desire to resolve fully and finally any and all differences, disputes or claims that may exist between them arising prior to the date of this Agreement, without litigation or threat thereof, and without admission of liability, fault or wrongdoing on the part of any party or individual in a mutually satisfactory  manner in accordance with the terms set forth below.

AGREEMENT:

NOW, THEREFORE, in consideration of the promises and of the mutual covenants herein contained and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties do hereby covenant and agree as follows:

1.RESIGNATION AS OFFICER AND DIRECTOR.  Effective 12:00 p.m. on September 16, 2015, Executive has resigned his employment as an officer of HRB and BHR and as an officer,  Director of HRB, BHR, Shore, Gateway Bank Mortgage, Inc., Gateway Insurance Services, Inc., GBTC, Inc, GBTC VA, Inc., Harbor Asset Servicing, Inc., Shore Investments, Inc., Shore Auto Finance, Inc., Shore Marine Finance, Inc., and as a manager of DNJ Gateway Bank Mortgage, LLC.  Executive further agrees that he has resigned any other position of employment or trust in any way related to the Bank.  Executive agrees to promptly sign all appropriate documentation, if any, prepared by the Bank to facilitate the resignations contemplated in this paragraph 1.

2.PAY.  The Bank will pay Executive:

a.  Executive’s Base Salary through the Separation Date, as set forth in Executive’s August 19, 2014 Employment Agreement (the “Employment Agreement”); and

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b.  Accrued but unused paid time off of 101.78 hours ($26,912.98).

Such payments will occur on or before the Bank’s regular payroll on September 30, 2015.

Separately, and in connection with Executive’s execution of this Agreement, without revocation, and the promises and actions by him therein, the Bank will, additionally, pay Executive $2,246,640.00, in a lump sum.

Such lump sum payment will be made within seven (7) days after the release in paragraph 5, below, becomes effective pursuant to paragraph 14.  All payments to Executive made pursuant to this paragraph 2 are subject to required federal and state tax withholding.

3.COBRA CONTINUATION.  At Executive’s option, he may continue participation in accordance with the terms of the applicable benefits plans, in the Bank’s group health, dental and vision plan pursuant to the Consolidate Omnibus Budget Reconciliation Act (“COBRA”).  If Executive timely elects COBRA continuation group health, dental or vision coverage, he will be obligated to pay the portion of the full COBRA cost of coverage equal to an active employee’s share of premiums for coverage during the applicable plan year; the Bank’s share is taxable income to the Executive.  During the Bank’s open enrollment or if his dependents have a qualifying event, Executive may add them to his COBRA coverage under the same terms as set forth above. If the Bank’s plan does not permit Executive to participate under COBRA for two (2) years following the Separation Date, then following the expiration of COBRA coverage, the Bank will make a monthly cash payment to Executive in an amount equal to the monthly COBRA premium required to cover Executive for the months between the expiration of the COBRA period and two (2) years from the Separation Date. If, at any time following the Separation Date, Executive (and his covered dependents, if applicable) are eligible for qualifying health care coverage through a subsequent employer that is the same or substantially the same as the coverage provided under the Bank health, dental and vision plan, the Bank’s obligation(s) with respect to the payments due under this paragraph may be terminated by the Bank upon 30 days’ notice to Executive.

4.NO ADDITIONAL COMPENSATION.  Executive further agrees and acknowledges that, except as explicitly set forth in paragraph 2 of this Agreement, the Bank owes the Executive no wages, bonus, severance or other  employment  related compensation under the terms of his August 19, 2014 Employment Agreement or otherwise.  Nothing herein is intended to, or does, limit the Executive’s entitlement to any compensation and/or benefits under any ERISA plans or equity awards to the extent they have vested on or before the Separation Date; the only plans or equity awards under which Executive has vested benefits are: i) May 27, 2008 Supplemental Retirement Agreement, subject to the limitation on the maximum aggregate amount payable to Executive set forth in Section 3(d) of the Employment Agreement; ii) the Bank’s 401k Retirement Savings Plan, iii) August 22, 2014 Nonqualified Stock Option Agreement; iv) August 22, 2014 Restricted Stock Unit Award Agreement; v) December 14, 2012, 2011 Director Restricted Stock Unit Award Agreement (settled on 3/25/15); vi) December 14, 2012, 2012 Director Restricted Stock Unit Award Agreement vii) July 24, 2013, 2013 Director Restricted Stock Unit Award Agreement; viii) June 25, 2014, 2014 Director Restricted Stock Unit Award Agreement; and ix) BHR Directors Retirement Plan Agreement. Executive’s entitlement to any compensation or benefits under subparagraphs 4 i) to ix), above, shall be determined by the terms of such agreements and/or the governing plan document, as applicable, except that the Bank agrees that notwithstanding the terms of such agreements and/or the governing plan documents, the Bank shall cause the settlement and issuance of all of Executive’s vested and unsettled director RSUs within  seven (7) days after the release in paragraph 5, below, becomes effective pursuant to paragraph 14.

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5.RELEASE BY EXECUTIVE.   Executive agrees to release and forever discharge HRB, BHR, Shore and any present or former parent companies, affiliates, subsidiaries, divisions, successors, assigns and related companies and all of their former and present officers, employees and directors, as well as their  attorneys, accountants, insurers and reinsurers (the “Bank Released Parties”),  from any and all rights, demands, causes of action, complaints, contracts and other claims whatsoever, in law or in equity, which Executive, Executive’s heirs, successors, assigns and any personal or legal representatives have or may have against the Bank Released Parties, including all known, unknown, undisclosed and unanticipated claims occurring before and/or through the date Executive executes this Agreement.  This includes, but is not limited to, rights and claims which may arise out of or are in any way related to Executive’s employment by the Bank and the decision to terminate that employment and further includes, without limitation, rights and claims under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act as amended by the Older Worker Benefits Protection Act, the Equal Pay Act, the Employment Retirement Income Security Act (“ERISA”), any Executive benefit agreement or plan sponsored by the Bank which benefit is not vested pursuant to the terms of the governing agreement or plan, the Americans with Disabilities Act, and any other federal, state, county, city or local laws, regulations and ordinances prohibiting employment discrimination.  This also includes, claims for wrongful discharge, breach of contract, (oral and written, express and implied) or any other statutory, common law, or tort claims that Executive had, has or may have against the Bank, including any claim arising in his capacity as a director of HRB, BHR and/or Shore. Provided, however, nothing in this Agreement is intended to, or does release i) the assertion of any rights of Executive set forth in, incorporated into or preserved by this Agreement, ii) any continuing obligation(s) of the Bank Released Parties set forth in, incorporated into or preserved by this Agreement, or iii) any claims that cannot be released as a matter of law.

6.RELEASE BY THE BANK.  The Bank agrees that it waives, releases and forever discharges Executive from any and all claims, known or unknown, that it now has or may have against Executive, regardless of whether such claims are now known or later discovered, including but not limited to any claims arising out of Executive’s service as an officer and/or director of the Bank.  Provided, however, nothing in this paragraph is intended to, or does release Executive from: i) any continuing obligation(s) as set forth in, or incorporated into, this Agreement,  ii) any claims that cannot be released as a matter of law, or iii) any claims based on a criminal violation by Executive.

7.DISCLAIMER OF LIABILITY.  This Agreement is made solely to assist Executive in making the transition from employment with the Bank, and is not and shall not be construed to be an admission of liability, an admission of the truth of any fact, or a declaration against interest on the part of the Bank.

8.NO FUTURE LAWSUITS. Executive promises never to file or institute any lawsuit against the Bank based on any conduct or actions occurring prior to the execution of this Separation and Release Agreement. In the event Executive breaches this paragraph 8, Executive will pay the Bank all expenses incurred by the Bank as a result of such breach, including but not limited to, reasonable attorneys’ fees, costs and expenses.  Nothing herein shall be construed to prohibit Executive from filing a charge of discrimination with EEOC or any other federal agency. Executive understands and agrees, however, that he is not entitled to, and may not accept, any relief related to such a charge.

9.NON-RELEASE OF FUTURE CLAIMS.  This Agreement does not waive or release any rights or claims that Executive may have which arise after the date that Executive signs this Agreement.  The parties agree that the decision to end Executive’s employment has been made prior to the execution of this Agreement.

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10.LITIGATION ASSISTANCE/INDEMNIFICATION.  Executive agrees that, unless compelled by law, Executive shall not, directly or indirectly, assist any person or entity in connection with any potential or actual litigation against the Bank. Executive further understands and agrees that he will be reasonably cooperative and assist the Bank with respect to any potential or actual litigation, claims, examinations or investigations involving the Bank that relate to events or occurrences that transpired while Executive was employed by the Bank and about which Executive has knowledge (“Matters”).  Executive’s cooperation with such Matters will include, but not be limited to, being available for telephone conferences with outside counsel and/or Bank employees, being available for interviews, depositions and/or to act as a witness on behalf of the Bank, if reasonably requested.  Provided, however, Matters shall not include any in which Executive and the Bank are adverse parties or may reasonably be expected to be adverse parties. The Bank will reimburse Executive for all reasonable out-of-pocket expenses incurred by Executive in connection with such cooperation.  The Bank hereby reaffirms the continued viability and applicability of the indemnity obligations set forth in Section 6 of the Employment Agreement and incorporates Section 6 as if set forth fully herein. The Bank further agrees that it shall cause Executive to be an insured or other covered person under its applicable insurance policies, including its directors’ and officers’ liability policy, for all acts and/or omissions of Executive or others not otherwise excluded, occurring during the period of Executive’s employment by the Bank or his service as an officer or director of any of the entities referenced in this Agreement. The Bank also agrees that, to the extent not contrary to the law, it shall be responsible for and shall pay for all reasonable attorneys fees and costs incurred by Executive in defense of any claim, cause of action, charge, investigation, litigation or administrative proceeding asserted against him (“Claim”) based on any act or omission attributable to him or others during the period of his employment by the Bank or his service as an officer or director for any of the entities referenced in this Agreement.  Without limiting the foregoing, the Bank shall, if requested by Executive, within thirty (30) business days of such request, advance or reimburse (as applicable) to Executive, any and all reasonable attorneys’ fees and other expenses paid or incurred (or to be paid or incurred) by Executive in connection with any Claim.

11.RESTRICTIVE COVENANTS/BANK PROPERTY.  Executive hereby reaffirms the continued viability and applicability to him of the restrictive covenants set forth in Sections 7-8 of the Employment Agreement, as well as the related provisions in Section 15 of the Employment Agreement, and incorporates those sections as if fully set forth herein.  Nothing in any restrictive covenant is intended to, or does, restrict Executive from the practice of law.  Further, Executive certifies that he has at all times complied with his obligations under Section 7 of the Employment Agreement, he has no Confidential Information in his possession or control (as defined in Section 7 of the Employment Agreement and subject to removal of any Confidential Information stored on personal electronic devices, if any, per the below) and that he has returned all Bank property in his possession and/or control to the Bank.  Bank agrees that Executive may personally retain all electronic devices used during the course of his employment. Executive will cooperate with the Bank to ensure that no Confidential Information is maintained on such devices.

12.PERIOD FOR REVIEW AND CONSIDERATION OF AGREEMENT.  Executive may take twenty-one (21) days from the date this Agreement is presented to Executive to consider whether to execute this Agreement.  Executive further understands that Executive may use as little or as much of this twenty-one (21) day period as Executive wishes prior to signing and that, if not signed within such twenty-one (21) day period, this offer shall be withdrawn.

13.ENCOURAGEMENT TO CONSULT WITH ATTORNEY.  Executive is encouraged to consult with an attorney before signing this Agreement.

14.EXECUTIVE’S RIGHT TO REVOKE AGREEMENT.  Executive may revoke this Agreement within seven (7) days of Executive’s signing it.  Revocation can be made by delivering a written notice of revocation to Denise Hinkle, Hampton Roads Bankshares, Inc., 641 Lynnhaven Parkway, Virginia Beach, Virginia 23452.  For this revocation to be effective, written notice must be received by Ms. Hinkle no later than the close of business on the seventh day after Executive signs this Agreement.  If Executive has not revoked the Agreement, the eighth (8th) day after Executive signs this Agreement shall be the effective date for purposes of this Agreement.

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15.ACKNOWLEDGMENT. Executive acknowledges and warrants that Executive (i) has the authority to enter into this Agreement; (ii) has not previously assigned, transferred or purported to have transferred or assigned in any manner any portion of the claims released in paragraph 5 of this Agreement; (iii) has carefully read and fully understands all of the terms of this Agreement, including the release and obligations contained herein; (iv) enters into this Agreement freely and voluntarily without duress of any kind; (v) any of the applicable clawback restrictions in Section 11 of the Employment Agreement are hereby reaffirmed and remain in effect and are, as well, applicable to compensation and benefits provided pursuant to this Agreement, and (vi) has not filed or lodged any complaints, charges or lawsuits, whether administrative or judicial, related to the Bank with any local, state, federal or other type of governmental agency or court.

16.409A COMPLIANCE.  All payments contemplated by this Agreement are intended to be exempt from Section 409A under the short-term deferral exemption, separation pay exemption, or any other exemption available under Section 409A and the regulations and guidance issued thereunder. The provisions of this Agreement shall be interpreted first to comply with an exemption from Section 409A and, if an exemption is unavailable, to comply with Section 409A. In the event any payments contemplated by this Agreement are not exempt from Section 409A and Executive is a “specified employee” as defined under Section 409A on the Separation Date, notwithstanding any other term of this Agreement to the contrary, any payments made to Executive hereunder shall accrue and be paid on the first business day after the date that is six months following the Separation Date.

17.SUCCESSORS AND ASSIGNS.    All of the covenants, conditions and provisions of this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, personal representatives, successors and assigns.; provided, however, Executive may not assign any of his obligations under this Agreement without the express written permission of the Bank’s CEO.

18.ENTIRE AGREEMENT.  Except as expressly set forth in this Agreement, this Agreement constitutes the entire agreement and understanding of the parties hereto, and supersedes any prior agreements, understandings, representations, and warranties concerning the subject matter hereof, and no provision herein may be waived, changed or modified, except in a writing signed by both parties.

19.GOVERNING LAW. This Agreement shall be governed by the laws of the Commonwealth of Virginia, without regard to its conflict of laws principles.  In addition, the exclusive jurisdiction for any dispute arising out of this Agreement shall be the federal or state courts located in or covering the City of Virginia Beach, Virginia.

20. COUNTERPARTS.  This Agreement may be executed in counterparts.

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EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND IS VOLUNTARILY ENTERING INTO IT.  PLEASE READ THIS AGREEMENT CAREFULLY.  IT CONTAINS A RELEASE OF ALL KNOWN AND UNKNOWN CLAIMS.

NOW THEREFORE, because Executive and Bank both intend to be legally bound, they execute this Agreement on the dates indicated below.

Douglas J. Glenn	Hampton Roads Bankshares, Inc.,
	Shore Bank and the Bank of Hampton Roads
/s/ Douglas J. Glenn	By: /s/ Charles M. Johnston
Executive	Charles M. Johnston
Date: September 16, 2015	Date: September 16, 2015

I have been given 21 days to consider whether to sign this Agreement and have voluntarily chosen to execute this Agreement prior to the expiration of 21 days.

/s/ Douglas J. Glenn	September 16, 2015
Douglas J. Glenn	Date

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EX-99.1

Exhbit 99.1

 

September 16, 2015

Contact:	Thomas B. Dix III
	Chief Financial Officer
	(757) 217-1000

Hampton Roads Bankshares Announces CEO Transition

Virginia Beach, Virginia, September 16, 2015: Hampton Roads Bankshares, Inc. (the “Company”) (Nasdaq: HMPR), the holding company for the Bank of Hampton Roads and Shore Bank, today announced the resignation of Douglas J. Glenn as President and Chief Executive Officer and as a director of the Company.  Charles M. Johnston, Chairman of the Company’s Board of Directors, will serve as the interim Chief Executive Officer of the Company while the Company conducts a search for Mr. Glenn’s replacement.  The Company also announced today that it has promoted Donna Richards, President of the Bank of Hampton Roads, to President and Chief Operating Officer of the Company.

Mr. Glenn said, “The Company has accomplished a great deal over the past several years.  I have been blessed with a great team that was fully committed to establishing the foundation necessary to move the Company forward.  I am confident that the Company's best successes are still to come.”

 “We are extremely grateful to Doug for his years of leadership and dedicated service to the Company, particularly in the difficult years following the recession,” said Mr. Johnston. “Under his leadership, we positioned ourselves for the future with a strong capital base, improved profitability, a better credit risk profile and an enhanced regulatory standing.  We will continue to build on that foundation as we search for a strong individual to lead the Company and build shareholder value in the future.”

Ms. Richards said, “I am excited about my expanded role and look forward to continuing to work with the great Hampton Roads team to deliver the best products and services to our customers.”

Caution About Forward-Looking Statements

Certain statements made in this press release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements are statements that include projections, predictions, expectations, or beliefs about events or results or otherwise are not statements of historical facts, including statements about future trends and strategies.  Although the Company believes that its expectations with respect to such forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual results, performance or achievements of the Company will not differ materially from those expressed or implied by such forward-looking statements.  Factors that could cause actual events or results to differ significantly from those described in the forward-looking statements include, but are not limited to those described in the cautionary language included under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 and other filings made with the SEC.

About Hampton Roads Bankshares

Hampton Roads Bankshares, Inc. is a multi-bank holding company headquartered in Virginia Beach, Virginia.  The Company’s primary subsidiaries are BOHR and Shore.  The Banks engage in general community and commercial banking business, targeting the needs of individuals and small- to medium-sized businesses in our primary service areas.  Currently, BOHR operates 17 full-service offices in the Hampton Roads region of southeastern Virginia and 10 full-service offices throughout Richmond, Virginia and the Northeastern and Research Triangle regions of North Carolina that do business as Gateway Bank.  Shore operates 7 full-service offices in the Eastern Shore of Virginia and Maryland and 3 loan production offices in Maryland and Delaware.  Through various divisions, the Banks also offer mortgage banking and marine financing.  Shares of the Company’s common stock are traded on the NASDAQ Global Select Market under the symbol “HMPR.”  Additional information about the Company and its subsidiaries can be found at www.hamptonroadsbanksharesinc.com.