Director Montano Trevor converted options into 472,000 shares, increasing direct ownership by 1,592% to 241,654 units (SEC Form 4)
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BLUE RIDGE BANKSHARES, INC. [ BRBS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/28/2024 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 06/28/2024 | C | 227,369.24 | A | (1) | 241,654 | D | |||
Common Stock | 06/28/2024 | C | 244,630.76 | A | (1) | 260,000 | I | By managed account(2) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Preferred Stock | (1) | 06/28/2024 | C | 56.84 | (1) | (3) | Common Stock | 227,369.24 | $0 | 0 | D | ||||
Series B Preferred Stock | (1) | 06/28/2024 | C | 61.16 | (1) | (3) | Common Stock | 244,630.76 | $0 | 0 | I | By managed account(2) | |||
Warrant (right to buy) | (4) | 06/28/2024 | C | 30.35 | 04/03/2024 | 04/03/2029 | Series B Preferred Stock | 30.35 | (5) | 0 | D | ||||
Warrant (right to buy) | (4) | 06/28/2024 | C | 32.65 | 04/03/2024 | 04/03/2029 | Series B Preferred Stock | 32.65 | (5) | 0 | I | By managed account(2) | |||
Warrant (right to buy) | (4) | 06/28/2024 | C | 121,392 | 04/03/2024 | 04/03/2029 | Common Stock | 121,392 | (5) | 121,392 | D | ||||
Warrant (right to buy) | (4) | 06/28/2024 | C | 130,607 | 04/03/2024 | 04/03/2029 | Common Stock | 130,607 | (5) | 130,607 | I | By managed account(2) |
Explanation of Responses: |
1. The Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, converted into shares of common stock on a 1-for-4,000 basis. |
2. The reporting person disclaims beneficial ownership of these securities except to the extent of the reporting person's pecuniary interest in the securities. |
3. The Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, is perpetual and therefore has no expiration date. |
4. The shares of Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, underlying the warrant converted into shares of common stock on a 1-for-4,000 basis. |
5. The Series B Warrant was exercisable to purchase shares of Mandatorily Convertible Cumulative Perpetual Preferred Stock, Series B, at a price of $10,000 per share, subject to certain adjustments. Upon the Mandatory Conversion, the Series B Warrant became exercisable to purchase shares of Common Stock (reflecting a conversion on a 1-for-4,000 basis) at a price of $2.50 per share, subject to certain adjustments. |
Trevor Montano | 07/02/2024 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |