SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Montano Trevor

(Last)

(First)

(Middle)

1801 BAYBERRY COURT

SUITE 101

(Street)

RICHMOND

23226

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BLUE RIDGE BANKSHARES, INC. [ BRBS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/28/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/28/2024		C		227,369.24	A	⁽¹⁾	241,654	D
Common Stock	06/28/2024		C		244,630.76	A	⁽¹⁾	260,000	I	By managed account⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series B Preferred Stock	⁽¹⁾	06/28/2024		C			56.84	⁽¹⁾	⁽³⁾	Common Stock	227,369.24	$0	0	D
Series B Preferred Stock	⁽¹⁾	06/28/2024		C			61.16	⁽¹⁾	⁽³⁾	Common Stock	244,630.76	$0	0	I	By managed account⁽²⁾
Warrant (right to buy)	⁽⁴⁾	06/28/2024		C			30.35	04/03/2024	04/03/2029	Series B Preferred Stock	30.35	⁽⁵⁾	0	D
Warrant (right to buy)	⁽⁴⁾	06/28/2024		C			32.65	04/03/2024	04/03/2029	Series B Preferred Stock	32.65	⁽⁵⁾	0	I	By managed account⁽²⁾
Warrant (right to buy)	⁽⁴⁾	06/28/2024		C		121,392		04/03/2024	04/03/2029	Common Stock	121,392	⁽⁵⁾	121,392	D
Warrant (right to buy)	⁽⁴⁾	06/28/2024		C		130,607		04/03/2024	04/03/2029	Common Stock	130,607	⁽⁵⁾	130,607	I	By managed account⁽²⁾

Explanation of Responses:

1. The Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, converted into shares of common stock on a 1-for-4,000 basis.

2. The reporting person disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest in the securities.

3. The Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, is perpetual and therefore has no expiration date.

4. The shares of Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, underlying the warrant converted into shares of common stock on a 1-for-4,000 basis.

5. The Series B Warrant was exercisable to purchase shares of Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, at a price of $10,000 per share, subject to certain adjustments. Upon the Mandatory Conversion, the Series B Warrant became exercisable to purchase shares of Common Stock (reflecting a conversion on a 1-for-4,000 basis) at a price of $2.50 per share, subject to certain adjustments.

	Trevor Montano	07/02/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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