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): May 29, 2014
Eastern Virginia Bankshares, Inc.
(Exact name of registrant as specified in its charter)
| Virginia | 000-23565 | 54-1866052 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 330 Hospital Road, Tappahannock, Virginia | 22560 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (804) 443-8400
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)) |
Item 7.01 Regulation FD Disclosure.
On May 29, 2014, Eastern Virginia Bankshares, Inc. (“EVBS”) announced its entry into a definitive Agreement and Plan of Reorganization (the “Agreement”) among it, its wholly-owned subsidiary, EVB, and Virginia Company Bank, under which Virginia Company Bank will merge into EVB, with EVB being the surviving bank, in a mixed-consideration transaction with an aggregate deal value of approximately $9.6 million.
EVBS and Virginia Company Bank issued a joint press release regarding entry into the Agreement, a copy of which is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information in this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
| 99.1 | Press release, dated May 29, 2014. |
SIGNATURES
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.
| | EASTERN VIRGINIA BANKSHARES, INC. |
| | | |
| Dated: May 29, 2014 | | |
| | | |
| | /s/ J. Adam Sothen | |
| | By: J. Adam Sothen | |
| | Executive Vice President & Chief Financial Officer | |
Exhibit Index
| 99.1 | Press release, dated May 29, 2014. |
