Atlantic Union Bankshares Files 8-K

TL;DR

AUBC filed an 8-K on Jan 24, 2025, updating corporate info. Nothing major, just housekeeping.

AI Summary

Atlantic Union Bankshares Corporation filed an 8-K on January 24, 2025, reporting an event under 'Other Events'. The filing details the company's core information, including its state of incorporation (Virginia), IRS number (54-1598552), and principal business address in Glen Allen, Virginia. It also lists former company names and dates of name changes, indicating a history of corporate restructuring.

Why It Matters

This filing provides an official update on corporate events for Atlantic Union Bankshares, which is important for investors and stakeholders to track company changes and compliance.

Risk Assessment

Risk Level: low — The filing is a routine 8-K reporting corporate information and does not appear to contain any significant new risks or material events.

Key Numbers

• 54-1598552 — IRS Number (Identifies the company for tax purposes.)
• 001-39325 — SEC File Number (Identifies the company's SEC filings.)

Key Players & Entities

• Atlantic Union Bankshares Corporation (company) — Registrant
• Virginia (location) — State of incorporation
• Glen Allen, Virginia (location) — Principal business address
• Union Bankshares Corp (company) — Former company name

FAQ

Key Financial Figures

• $1.33 — ch registered Common Stock, par value $1.33 per share AUB New York Stock Exchan
• $25,000 — has retained Sodali & Co, for a fee of $25,000 plus additional fees to be determined a
• $400 million — mpanied by an offering of approximately $400 million of Atlantic Union common stock and the
• $2 billion — mon stock and the sale of approximately $2 billion of commercial real estate loans after c
• $1.0 b — 4 with a transaction value greater than $1.0 billion, and excluding mergers of equals.
• $34.93 — ns and the proposed merger assuming the $34.93 implied value per share of Sandy Spring
• $38.81 — 18, 2024 based on the closing price of $38.81 per share of Atlantic Union common stoc
• $10 billion — na or Georgia with total assets between $10 billion and $35 billion. Live Oak Bancshares, I
• $35 billion — th total assets between $10 billion and $35 billion. Live Oak Bancshares, Inc., Customers B

Filing Documents

• tm254362d1_8k.htm (8-K) — 142KB
• 0001104659-25-006017.txt ( ) — 376KB
• aub-20250124.xsd (EX-101.SCH) — 3KB
• aub-20250124_def.xml (EX-101.DEF) — 26KB
• aub-20250124_lab.xml (EX-101.LAB) — 36KB
• aub-20250124_pre.xml (EX-101.PRE) — 25KB
• tm254362d1_8k_htm.xml (XML) — 5KB

01 Other Events

Item 8.01 Other Events. As previously reported, on October 21, 2024, Atlantic Union Bankshares Corporation, a Virginia corporation ("Atlantic Union"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Sandy Spring Bancorp, Inc., a Maryland corporation ("Sandy Spring"), pursuant to which Sandy Spring will merge with and into Atlantic Union (the "Merger"), with Atlantic Union surviving the Merger. In connection with the Merger, Atlantic Union filed with the U.S. Securities and Exchange Commission (the "SEC") a registration statement on Form S-4 on November 21, 2024, as amended on December 13, 2024, and which was declared effective by the SEC on December 17, 2024, which contained a prospectus with respect to the shares of Atlantic Union capital stock to be issued in connection with the Merger and a joint proxy statement of Atlantic Union and Sandy Spring. Each of Atlantic Union and Sandy Spring filed a definitive joint proxy statement/prospectus with the SEC on December 17, 2024 (collectively, the "joint proxy statement/prospectus"), which Atlantic Union and Sandy Spring first mailed to their respective shareholders or stockholders on or about December 18, 2024. Following the announcement of the Merger Agreement and as of the date of this Current Report on Form 8-K, a purported shareholder of Atlantic Union filed the following lawsuit against Atlantic Union, the individual members of the Atlantic Union board of directors, Sandy Spring and Sodali & Co., Atlantic Union's proxy solicitor: Delman v. Agee, et al., Connecticut Superior Court, Judicial District of Bridgeport, Docket No. FBT-CV25-6142122-S (January 10, 2025) (the "Delman Complaint"). Two other purported shareholders of Atlantic Union also filed the following two lawsuits against Atlantic Union and the individual members of the Atlantic Union board of directors: Miller v. Atlantic Union Bankshares Corporation, et. al., Supreme Court of the State of New York, County of New York, Inde

View Full Filing

View this 8-K filing on SEC EDGAR