Atlantic Union Bankshares Corp
For the period ended Dec 31, 2024. Filed Feb 27, 2025.
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FY2024 · Filed Feb 27, 2025
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Item 9B. Other Information
Other Information
Given the timing of the following event, the following information is included in this Annual Report pursuant to Item 5.02 of Form 8-K, “Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers” in lieu of filing a Form 8-K.
As previously disclosed, on October 21, 2024, we entered into a merger agreement with Sandy Spring. Under the merger agreement, the Company’s board of directors will appoint Daniel J. Schrider and two other members of the Sandy Spring board of directors to the board of directors of the Company and the Bank, with such appointments to be effective as of the effective time of the merger. On February 27, 2025, the Company’s board of directors increased its size to 17 directors and appointed three current members of the board of directors of Sandy Spring—Mona Abutaleb Stephenson, Mark C. Micklem and Daniel J. Schrider—effective as of the effective time of the merger. Ms. Abutaleb, Mr. Micklem and Mr. Schrider were also appointed to serve on the board of directors of the Bank as of the effective time of the merger.
Ms. Abutaleb, Mr. Micklem and Mr. Schrider will each participate in the board of director’s standard non-employee director compensation arrangements as described in Exhibit 10.10 of this Form 10-K, which exhibit is incorporated herein by reference, as such arrangements may be amended from time to time. At this time, no decision has been made regarding which board committees Ms. Abutaleb, Mr. Micklem and Mr. Schrider will serve. When available, such committee assignments will be reported by an amendment to a Current Report on Form 8-K.
Other than the merger agreement with Sandy Spring, there are no arrangements between Ms. Abutaleb, Mr. Micklem and Mr. Schrider and any other person pursuant to which they were selected as directors. There are no transactions between the Company and Ms. Abutaleb, Mr. Micklem and Mr. Schrider that would require disclosure under Item 404(a) of Regulation S-K.
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