United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
On February 23, 2024, Atlantic Union Bankshares Corporation (“Atlantic Union”) announced its receipt of
regulatory approval from the Board of Governors of the Federal Reserve System (the “Federal Reserve”) to complete the previously announced merger of American National Bankshares Inc. with and into Atlantic Union. The Federal Reserve approval follows approvals from the Virginia State Corporation Commission and the shareholders of American National Bankshares Inc. The merger is expected to close on April 1, 2024, subject to the satisfaction of customary closing conditions. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Caution About Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include, but are not limited to, the planned timing for closing the proposed merger. Such statements are often characterized by the use of qualified words (and their derivatives) such as “plan,” “may,” “will,” “anticipate,” “could,” “should,” “would,” “believe,” “expect,” as well as words of similar meaning. Forward-looking statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements. Such risks, uncertainties and assumptions, include, among others, the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the merger agreement, or a delay in one or both of the parties in completing all customary closing conditions. Forward-looking statements speak only as of the date they are made and we undertake no obligation to update or clarify these forward-looking statements, whether as a result of new information, future events or otherwise.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
| Description of Exhibit |
99.1 |
| Atlantic Union Bankshares Corporation Press Release dated February 23, 2024 |
104 | Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document |
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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.
| ATLANTIC UNION BANKSHARES CORPORATION | ||
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Date: February 23, 2024 | By: | /s/ Robert M. Gorman |
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| Robert M. Gorman |
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| Executive Vice President and |
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| Chief Financial Officer |
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