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): April 14, 2011
XENITH BANKSHARES, INC.
(Exact name of Registrant as specified in charter)
| Virginia | 000-53380 | 80-0229922 | ||
| (State or other jurisdiction of incorporation) |
(Commission file number) |
(IRS employer identification no.) | ||
| One James Center, 901 E. Cary Street, Suite 1700 Richmond, Virginia |
23219 | |||
| (Address of principal executive offices) | (Zip code) | |||
Registrant’s telephone number, including area code: (804) 433-2200
N/A
(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 (see General Instruction A.2. below):
| ¨ | 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)) |
Item 8.01. Other Events.
On April 14, 2011, Xenith Bankshares, Inc. (the “Company”) completed the issuance and sale of 600,000 shares of its common stock, $1.00 par value per share, at a public offering price of $4.25 per share in connection with the exercise by the Underwriters (as defined below) of the over-allotment option granted by the Company to the Underwriters pursuant to the Underwriting Agreement, dated as of March 29, 2011 (the “Underwriting Agreement”), by and among the Company and Xenith Bank and Sandler O’Neill & Partners, L.P. and the several other underwriters named in Schedule I thereto (collectively, the “Underwriters”). A copy of the Underwriting Agreement is included as Exhibit 1.1 hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits |
| 1.1 | Underwriting Agreement, dated as of March 29, 2011, by and among the Company and Xenith Bank and Sandler O’Neill & Partners, L.P. and the several other underwriters named in Schedule I thereto (incorporated by reference to Exhibit 1.1 to the Company’s Current Report on Form 8-K (File No. 000-53380) filed on April 4, 2011). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 15, 2011
| XENITH BANKSHARES, INC. | ||
| By: | /s/ Thomas W. Osgood | |
| Thomas W. Osgood | ||
| Executive Vice President, Chief Financial Officer, Chief Administrative Officer and Treasurer | ||
EXHIBIT INDEX
| Exhibit |
Description | |
| 1.1 | Underwriting Agreement, dated as of March 29, 2011, by and among the Company and Xenith Bank and Sandler O’Neill & Partners, L.P. and the several other underwriters named in Schedule I thereto (incorporated by reference to Exhibit 1.1 to the Company’s Current Report on Form 8-K (File No. 000-53380) filed on April 4, 2011). | |