UNION BANKSHARES CORPORATION 4,725,000 Shares of Common Stock (Par Value $1.33 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • September 11th, 2009 • Union Bankshares Corp • State commercial banks • New York
WITNESSETHEmployment Agreement • March 30th, 2000 • Union Bankshares Corp • State commercial banks • Virginia
MANAGEMENT CONTINUITY AGREEMENTManagement Continuity Agreement • February 25th, 2016 • Union Bankshares Corp • State commercial banks • Virginia
This Management Continuity Agreement, dated as of February 10, 2015 (“Agreement”), is by and between Union Bankshares Corporation, a Virginia corporation (the “Company”), and M. Dean Brown (the “Executive”).
UNION BANKSHARES CORPORATION Issuer and U.S. BANK NATIONAL ASSOCIATION Trustee SUBORDINATED INDENTURE Dated as of December 5, 2016 Subordinated Debt SecuritiesSubordinated Indenture • December 5th, 2016 • Union Bankshares Corp • State commercial banks • New York
SUBORDINATED INDENTURE, dated as of December 5, 2016 (the “Indenture”), is made by and between UNION BANKSHARES CORPORATION, a corporation duly organized and existing under the laws of the Commonwealth of Virginia (the “Company”), having its principal office at 1051 East Cary Street, Suite 1200, Richmond, Virginia 23219, and U.S. Bank National Association, having an office at Two James Center, 1021 East Cary Street, Suite 1850, Richmond, Virginia 23219, not in its individual capacity but solely as Trustee (the “Trustee”).
Exhibit 10.3 MANAGEMENT CONTINUITY AGREEMENT This Agreement ("Agreement"), dated as of November 21, 2000, is between Union Bankshares Corporation, a Virginia corporation (the "Company"), and D. Anthony Peay (the "Executive") and provides as follows....Management Continuity Agreement • April 1st, 2002 • Union Bankshares Corp • State commercial banks • Virginia
Union Bankshares Corporation (a Virginia corporation)Union Bankshares Corp • December 1st, 2016 • State commercial banks • New York
Union Bankshares Corporation, a Virginia corporation (the “Company”), confirms its agreement with Sandler O’Neill & Partners, L.P. (the “Underwriter”), with respect to the issue and sale by the Company, and the purchase by the Underwriter, of the $150,000,000 aggregate principal amount of the Company’s 5.00% Fixed-to-Floating Rate Subordinated Notes due December 15, 2026 (the “Securities”). The Securities are to be issued pursuant to an indenture to be dated as of December 5, 2016 (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by a first supplemental indenture, to be dated as of December 5, 2016, between the Company and the Trustee (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”).
DEPOSIT AGREEMENT among ATLANTIC UNION BANKSHARES CORPORATION, and COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A., Jointly as Depositary, and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of June 9, 2020Deposit Agreement • June 9th, 2020 • Atlantic Union Bankshares Corp • State commercial banks • New York
DEPOSIT AGREEMENT dated as of June 9, 2020, among (i) Atlantic Union Bankshares Corporation, a Virginia corporation, (ii) Computershare Trust Company, N.A., a federally chartered trust company, (iii) Computershare Inc., a Delaware corporation, and (iv) the Holders from time to time of the Receipts described herein.
Atlantic Union Bankshares Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • December 2nd, 2021 • Atlantic Union Bankshares Corp • State commercial banks • New York
CHANGE IN CONTROL EMPLOYMENT AGREEMENT This Agreement ("Agreement") is entered into as of the 17th day of October, 1996, by and between Union Bankshares Corporation, a Virginia corporation (the "Company"), and G. William Beale (the "Executive"). 1....Change in Control Employment Agreement • March 31st, 1997 • Union Bankshares Corp • State commercial banks • Virginia
ATLANTIC UNION BANKSHARES CORPORATION PERFORMANCE SHARE UNIT AGREEMENT Granted <<GRANT DATE>>Performance Share Unit Agreement • February 22nd, 2024 • Atlantic Union Bankshares Corp • State commercial banks • Virginia
This Performance Share Unit Agreement (this “Agreement”) is entered into as of <<GRANT DATE>> pursuant to Article X of the Atlantic Union Bankshares Corporation Stock and Incentive Plan, as amended from time to time (the “Plan”), and evidences the grant, and the terms, conditions and restrictions pertaining thereto, of Performance Share Units to <<NAME>> (the “Participant”).
AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTYLease Agreement • September 21st, 2023 • Atlantic Union Bankshares Corp • State commercial banks • New York
THIS LEASE AGREEMENT (this “Lease”) is entered into as of the ___ day of September, 2023 (the “Effective Date”), by and between BLUE OWL AUB VA OWNER LLC, a Delaware limited liability company (“Landlord”), and ATLANTIC UNION BANK, a Virginia banking corporation (“Tenant”).
NONQUALIFIED SUPPLEMENTAL DEFERRED COMPENSATION PLAN - PLAN DOCUMENT –Atlantic Union Bankshares Corp • May 4th, 2023 • State commercial banks
This document and the accompanying adoption agreement have not been approved by the Department of Labor, Internal Revenue Service, Securities Exchange Commission, or any other governmental entity. Employers may not rely on this document or the accompanying adoption agreement to ensure any particular tax consequences with respect to the Employer’s particular situation, nor do these documents constitute legal or tax advice. Pen-Cal and its employees cannot provide legal or tax advice in connection with these documents. Employers must determine the extent to which the Plan is subject to Federal or state securities laws. You should have your attorney review this document and the accompanying adoption agreement before adopting the documents. This document and the accompanying adoption agreement cannot be used in order to avoid penalties that may be imposed on the taxpayer.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2009 • Union Bankshares Corp • State commercial banks • Virginia
This Employment Agreement (this “Agreement”) is made as of May 1, 2006, by and between Union Bankshares Corporation, a Virginia corporation (the “Company”), and D. Anthony Peay (the “Officer”) and is amended as of December 31, 2008, in order to comply with applicable provisions of Section 409A of the Internal Revenue Code of 1986, as amended.
7,931,926 Shares Union Bankshares Corporation Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 26th, 2018 • Union Bankshares Corp • State commercial banks • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2009 • Union Bankshares Corp • State commercial banks • Virginia
This Amended and Restated Employment Agreement (this “Agreement”) is made as of May 1, 2006, by and between Union Bank and Trust Company, a Virginia banking corporation (the “Bank”), and John C. Neal (the “Officer”), and to which Union Bankshares Corporation, a Virginia corporation and parent company of the Bank (the “Company”), is made a party, and is amended as of December 31, 2008, in order to comply with applicable provisions of Section 409A of the Internal Revenue Code of 1986, as amended.
ATLANTIC UNION BANKSHARES CORPORATION FORM OF TIME-BASED RESTRICTED STOCK AGREEMENTTime-Based Restricted Stock Agreement • February 25th, 2020 • Atlantic Union Bankshares Corp • State commercial banks • Virginia
This Time-Based Restricted Stock Agreement (this “Agreement”) is entered into as of <<GRANT DATE>> pursuant to Article VII of the Atlantic Union Bankshares Corporation Stock and Incentive Plan, as amended from time to time (the “Plan”), and evidences the grant, and the terms, conditions and restrictions pertaining thereto, of Restricted Stock to <<NAME>> (the “Participant”).
AGREEMENT AND PLAN OF REORGANIZATION between UNION BANKSHARES CORPORATION and XENITH BANKSHARES, INC. May 19, 2017Affiliate Agreement • May 23rd, 2017 • Union Bankshares Corp • State commercial banks • Virginia
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into as of May 19, 2017, between UNION BANKSHARES CORPORATION, a Virginia corporation (“UBSH”), and XENITH BANKSHARES, INC., a Virginia corporation (“XBKS”).
AGREEMENT AND PLAN OF REORGANIZATION between UNION FIRST MARKET BANKSHARES CORPORATION and STELLARONE CORPORATION June 9, 2013Affiliate Agreement • June 12th, 2013 • Union First Market Bankshares Corp • State commercial banks • Virginia
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into as of June 9, 2013, between UNION FIRST MARKET BANKSHARES CORPORATION, a Virginia corporation (“Union”), and STELLARONE CORPORATION, a Virginia corporation (“StellarOne”).
AGREEMENT AND PLAN OF MERGER by and between ATLANTIC UNION BANKSHARES CORPORATION, and AMERICAN NATIONAL BANKSHARES INC. Dated as of July 24, 2023Agreement and Plan of Merger • July 25th, 2023 • Atlantic Union Bankshares Corp • State commercial banks • Virginia
This AGREEMENT AND PLAN OF MERGER, dated as of July 24, 2023 (this “Agreement”), is by and between American National Bankshares Inc., a Virginia corporation (“AMNB”), and Atlantic Union Bankshares Corporation, a Virginia corporation (“Buyer”).
FORM OF AFFILIATE AGREEMENTForm of Affiliate Agreement • July 25th, 2023 • Atlantic Union Bankshares Corp • State commercial banks • Virginia
THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of July 24, 2023, is by and among Atlantic Union Bankshares Corporation, a Virginia corporation (“Buyer”), American National Bankshares Inc., a Virginia corporation (“AMNB”), and the undersigned shareholder [and director][and executive officer] of AMNB (the “Shareholder”), in such person’s capacity as a shareholder of AMNB, and not in his or her capacity as a director or officer of AMNB, as applicable. All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).
December , 2008Securities Purchase Agreement • December 23rd, 2008 • Union Bankshares Corp • State commercial banks
Union Bankshares Corporation (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”), with the United States Department of the Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.
ContractSupplemental Compensation Agreement • February 27th, 2015 • Union Bankshares Corp • State commercial banks • Virginia
This 1995 Supplemental Compensation Agreement is entered into on the date last noted below by Union Bank and Trust Company, a corporation having its principal office in Bowling Green, Virginia, (the “Bank”) and Daniel I. Hansen (the “Director”).
PURCHASE AND ASSUMPTION AGREEMENTPurchase and Assumption Agreement • February 19th, 1998 • Union Bankshares Corp • State commercial banks • Virginia
FIRST AMENDED AND RESTATED AGREEMENT AND PLAN OF REORGANIZATION between UNION BANKSHARES CORPORATION and FIRST MARKET BANK, FSB March 30, 2009Agreement and Plan of Reorganization • June 22nd, 2009 • Union Bankshares Corp • State commercial banks • Virginia
THIS FIRST AMENDED AND RESTATED AGREEMENT AND PLAN OF REORGANIZATION, entered into on June 19, 2009 and dated and made effective as of March 30, 2009 (the “Agreement”), between UNION BANKSHARES CORPORATION, a Virginia corporation (“UBSH”), and FIRST MARKET BANK, FSB, a federally chartered savings bank (“FMB”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 15th, 2013 • Union First Market Bankshares Corp • State commercial banks • Virginia
This Employment Agreement (the “Agreement”) is made as of July 1, 2013, by and between Union First Market Bankshares Corporation, a Virginia corporation (the “Company”), and Jeffrey W. Farrar (referred to herein as “you”) and to which Union First Market Bank, a wholly-owned banking subsidiary of the Company (the “Bank”), is made a party.
ATLANTIC UNION BANKSHARES CORPORATION TIME-BASED RESTRICTED STOCK AGREEMENT Granted <DATE>Restricted Stock Agreement • August 6th, 2019 • Atlantic Union Bankshares Corp • State commercial banks • Virginia
This Time-Based Restricted Stock Agreement (this “Agreement”) is entered into as of <DATE> pursuant to Article VII of the Atlantic Union Bankshares Corporation Stock and Incentive Plan (the “Plan”) and evidences the grant, and the terms, conditions and restrictions pertaining thereto, of Restricted Stock to <NAME> (the “Participant”).
FORM OF AFFILIATE AGREEMENTForm of Affiliate Agreement • October 5th, 2018 • Union Bankshares Corp • State commercial banks • Virginia
THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of October 4, 2018, is by and among UNION BANKSHARES CORPORATION, a Virginia corporation (“UBSH”), ACCESS NATIONAL CORPORATION, a Virginia corporation (“ANCX”), and the undersigned shareholder of ANCX (the “Shareholder”). All terms used herein and not defined herein shall have the meanings assigned thereto in the Merger Agreement (defined below).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 8th, 2013 • Union First Market Bankshares Corp • State commercial banks • Virginia
THIS STOCK PURCHASE AGREEMENT is made and entered into as of March 7, 2013, by and between Union First Market Bankshares Corporation, a Virginia corporation (the “Company”), and Markel Corporation, a Virginia corporation (the “Seller”).
SEPARATION AGREEMENTSeparation Agreement • February 27th, 2019 • Union Bankshares Corp • State commercial banks
THIS SEPARATION AGREEMENT (this "Agreement") is entered into among MICHAEL W. CLARKE (the "Executive"), ACCESS NATIONAL CORPORATION (the "Company") and ACCESS NATIONAL BANK, (the "Bank" and together with the Company, the "Employer"), to be effective immediately before the occurrence of the Effective Time (as defined in the Agreement and Plan of Reorganization dated October 4, 2018 (the "Merger Agreement") by and between the Company and Union Bankshares Corporation ("Union")). If the Effective Time does not occur, this Agreement shall be null and void ab initio and of no further force and effect. All capitalized terms that are not defined in this Agreement shall have the meanings ascribed to such terms in the Employment Agreement (as defined below).
NONQUALIFIED SUPPLEMENTAL DEFERRED COMPENSATION PLAN ADOPTION AGREEMENTAdoption Agreement • May 4th, 2023 • Atlantic Union Bankshares Corp • State commercial banks
This adoption agreement and the accompanying plan document have not been approved by the Department of Labor, Internal Revenue Service, Securities Exchange Commission, or any other governmental entity. Employers may not rely on this document or the accompanying plan document to ensure any particular tax consequences with respect to the Employer’s particular situation, nor do these documents constitute legal or tax advice. Pen-Cal and its employees cannot provide legal or tax advice in connection with these documents. Employers must determine the extent to which the Plan is subject to Federal or state securities laws. You should have your attorney review this document and the accompanying plan document before adopting the documents. This adoption agreement and accompanying plan document cannot be used in order to avoid penalties that may be imposed on the taxpayer.
August 23rd, 2016 Mr. G. William Beale President and Chief Executive Officer Union Bankshares Corporation Richmond, Virginia 23219 Dear Billy:Union Bankshares Corp • August 24th, 2016 • State commercial banks • Virginia
We appreciate your participation and guidance as a member of the search committee in our successful search for your successor. Now that we have identified your successor, this letter will set forth our binding agreement (herein the “Transition Agreement”) regarding the terms of your continuing role with the Company, including facilitating the leadership transition, and the terms of your service as a senior advisor to the Company following such transition.
AGREEMENT AND PLAN OF REORGANIZATION BY AND BETWEEN UNION BANKSHARES CORPORATION AND PROSPERITY BANK & TRUST COMPANYAgreement and Plan of Reorganization • November 1st, 2005 • Union Bankshares Corp • State commercial banks • Virginia
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into as of October 31, 2005, by and between Union Bankshares Corporation, a Virginia corporation (“Union”), and Prosperity Bank & Trust Company, a Virginia banking corporation (“Prosperity”).
MANAGEMENT CONTINUITY AGREEMENTManagement Continuity Agreement • August 24th, 2016 • Union Bankshares Corp • State commercial banks • Virginia
This Management Continuity Agreement, dated as of August 23, 2016 (“Agreement”), is by and between Union Bankshares Corporation, a Virginia corporation (the “Company”), and John C. Asbury (the “Executive”).
CONSULTING AGREEMENTConsulting Agreement • February 1st, 2019 • Union Bankshares Corp • State commercial banks • Virginia
THIS CONSULTING AGREEMENT (this “Agreement”) is entered into by and between MICHAEL W. CLARKE (the “Consultant”) and UNION BANKSHARES CORPORATION (the “Company”), to be effective as of the occurrence of the Effective Time (as defined in the Agreement and Plan of Reorganization dated October 4, 2018 (the “Merger Agreement”) by and between Access National Corporation (“Access”) and the Company). If the Effective Time does not occur, this Agreement shall be null and void ab initio and of no further force and effect.
AFFILIATE AGREEMENTAffiliate Agreement • April 2nd, 2009 • Union Bankshares Corp • State commercial banks
THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of March 30, 2009, between Union Bankshares Corporation, a Virginia corporation (“UBSH”), and each of the individuals or entities listed on Schedule A attached hereto (individually, a “Stockholder” and collectively, the “Stockholders”).
