false 0000741516 0000741516 2024-02-23 2024-02-23
 
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): February 23, 2024
 
AMERICAN NATIONAL BANKSHARES INC.
(Exact name of registrant as specified in its charter)
 
Virginia
(State or other jurisdiction
of incorporation)
0-12820
(Commission
File Number)
54-1284688
(I.R.S. Employer
Identification No.)
 
628 Main Street, Danville, Virginia 24541
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: (434) 792-5111
 
Not Applicable
(Former name or former address, if changed since last report)
 
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:
 
☐     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))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $1.00 par value
AMNB
Nasdaq Global Select Market
 
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.                         ☐
 
 
 
 
Item 8.01     Other Events.
 
On February 23, 2024, the Board of Governors of the Federal Reserve System (“Federal Reserve”) granted approval to complete the previously announced merger of American National Bankshares Inc. (the “Company”) with and into Atlantic Union Bankshares Corporation. The Federal Reserve approval follows approvals from the Virginia State Corporation Commission and the shareholders of the Company. The merger is expected to close on April 1, 2024, subject to the satisfaction of customary closing conditions.
 
Forward-Looking Statements
 
Certain statements in this report may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, statements regarding projections, predictions, expectations, or beliefs about future events or results, or otherwise are not statements of historical fact. Such forward-looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown risks and uncertainties, some of which cannot be predicted or quantified, that may cause actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. Although we believe that our expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of our existing knowledge of our business and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, us will not differ materially from any projected future results, performance, achievements or trends expressed or implied by such forward-looking statements. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.
 
 
 
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.
 
  American National Bankshares Inc.
  (Registrant)
   
   
Date: February 23, 2024 By: /s/ Jeffrey W. Farrar 
   
Jeffrey W. Farrar
Senior Executive Vice President,
Chief Operating Officer and Chief Financial Officer
 
 
 
v3.24.0.1
Document And Entity Information
Feb. 23, 2024
Document Information [Line Items]  
Entity, Registrant Name AMERICAN NATIONAL BANKSHARES INC.
Document, Type 8-K
Document, Period End Date Feb. 23, 2024
Entity, Incorporation, State or Country Code VA
Entity, File Number 0-12820
Entity, Tax Identification Number 54-1284688
Entity, Address, Address Line One 628 Main Street
Entity, Address, City or Town Danville
Entity, Address, State or Province VA
Entity, Address, Postal Zip Code 24541
City Area Code 434
Local Phone Number 792-5111
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol AMNB
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000741516
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