UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 | Submission of Matters to Vote of Security Holders. |
On March 6, 2024, Blue Ridge Bankshares, Inc. (the “Company”) held a Special Meeting of Shareholders (the “Special Meeting”) to consider and vote on the following proposals: (1) to approve the issuance of shares of common stock of the Company representing more than 20% of the outstanding shares of the Company’s common stock, including upon the exercise of certain warrants to be issued by the Company, in each case, in a private placement, in accordance with the requirements of the NYSE American Company Guide (the “Capital Raise Proposal”); (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 50,000,000 to 150,000,000 (the “Articles of Amendment Proposal”); and (3) to adjourn the Special Meeting to a later date or dates, if necessary, to solicit additional proxies to establish a quorum or approve the Capital Raise Proposal or the Articles Amendment Proposal (the “Adjournment Proposal”).
As of January 16, 2024, the record date for the Special Meeting, there were 19,198,379 shares of the Company’s common stock outstanding and entitled to vote. At the Special Meeting, there were present in person or by proxy 17,419,871 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: Capital Raise Proposal
Shareholders approved the Capital Raise Proposal.
For |
Against |
Abstain |
Non-votes | |||
12,655,931 | 918,795 | 237,623 | 3,607,523 |
Proposal 2: Articles Amendment Proposal
Shareholders approved the Articles Amendment Proposal.
For |
Against |
Abstain |
Non-votes | |||
15,291,932 | 1,842,381 | 285,559 | 0 |
Proposal 3: Adjournment Proposal
For |
Against |
Abstain |
Non-votes | |||
16,171,742 | 892,463 | 355,666 | 0 |
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The Company received sufficient votes to approve the Capital Raise Proposal and the Articles Amendment Proposal and, therefore, no adjournment of the Special Meeting was required to solicit additional votes.
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.
BLUE RIDGE BANKSHARES, INC. | ||||||
(Registrant) | ||||||
Date: March 7, 2024 | By: | /s/ Judy C. Gavant | ||||
Judy C. Gavant | ||||||
Executive Vice President and Chief Financial Officer |
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