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): May 1, 2018

UNION BANKSHARES CORPORATION

(Exact name of registrant as specified in its charter)

Virginia	0-20293	54-1598552
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

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):

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

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

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

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

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 ¨

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. ¨

1

Item 5.07 Submission of Matters to a Vote of Security Holders.

Union Bankshares Corporation (the "Company") held its annual meeting of shareholders on May 1, 2018 (the "Annual Meeting"). At the Annual Meeting, the Company's shareholders: (i) elected each of the persons listed below under Proposal 1 to serve as a director of the Company in Class I for a term that will continue until the designated date (Proposal 1); (ii) elected the person listed below under Proposal 2 to serve as a director of the Company in Class II for a term that will continue until the designated date (Proposal 2); (iii) ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2018 (Proposal 3); and (iv) approved, on an advisory (non-binding) basis, the Company's executive compensation disclosed in the Company's 2018 Proxy Statement (Proposal 4).

The Company's independent inspectors of election reported the vote of the shareholders as follows:

Proposal 1: To elect six Class I directors to serve until the 2021 annual meeting of shareholders or the director's mandatory retirement date, whichever date is earlier:

Nominees:	Votes For	Votes Withheld	Broker Non-votes
Beverley E. Dalton	48,695,990	1,681,927	8,483,407
Thomas P. Rohman	48,842,435	1,534,168	8,483,407
Thomas G. Snead, Jr.	49,016,906	1,361,011	8,483,407
Charles W. Steger	48,766,868	1,611,049	8,483,407
Ronald L. Tillett	48,746,487	1,630,104	8,483,407
Keith L. Wampler	49,005,755	1,372,162	8,483,407

Proposal 2: To elect one Class II director to serve until the 2019 annual meeting of shareholders:

Nominee:	Votes For	Votes Withheld	Broker Non-votes
Patrick E. Corbin	49,055,943	1,318,988	8,483,407

Proposal 3: To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2018:

Votes For	Votes Against	Abstain	Broker Non-votes
57,907,874	875,150	78,300	—

Proposal 4: To approve, on an advisory (non-binding) basis, the Company's executive compensation as disclosed in the Company's 2018 Proxy Statement:

Votes For	Votes Against	Abstain	Broker Non-votes
47,341,837	2,609,443	426,636	8,483,407

2

Item 8.01 Other Events.

On May 1, 2018, the Company issued a press release announcing the declaration of a quarterly dividend payable on May 25, 2018 to shareholders of record as of May 11, 2018. A copy of the Company’s press release is attached as Exhibit 99.1 hereto and is hereby incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Union Bankshares Corporation press release dated May 1, 2018.

3

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.

	UNION BANKSHARES CORPORATION
Date: May 3, 2018	By:	/s/ Robert M. Gorman
		Robert M. Gorman
		Executive Vice President and
		Chief Financial Officer

4

EX-99.1

Exhibit 99.1

Union Bankshares Corporation Declares Quarterly Dividend

Richmond, Va., May 1, 2018 - Union Bankshares Corporation has declared a quarterly dividend of $0.21 per share.  The dividend amount is the same as the prior quarter’s dividend and is a $0.01, or 5%, per share increase from the prior year’s quarterly dividend level.

Based on the stock’s closing price of $38.45 on April 27, 2018, the dividend yield is approximately 2.2%.  The dividend is payable on May 25, 2018 to shareholders of record as of May 11, 2018.

ABOUT UNION BANKSHARES CORPORATION

Headquartered in Richmond, Virginia, Union Bankshares Corporation (NASDAQ: UBSH) is the holding company for Union Bank & Trust, which has 150 branches, 39 of which are operated as Xenith Bank, a division of Union Bank & Trust of Richmond, Virginia, and approximately 216 ATMs located throughout Virginia and in portions of Maryland and North Carolina. Union Bank & Trust also operates Shore Premier Finance, a specialty marine lender. Non-bank affiliates of the holding company include: Union Mortgage Group, Inc., which provides a full line of mortgage products, Old Dominion Capital Management, Inc. and Dixon, Hubard, Feinour, & Brown, Inc., which both provide investment advisory services, and Union Insurance Group, LLC, which offers various lines of insurance products.

Contact: Bill Cimino (804) 448-0937, VP and Director of Investor Relations

###