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) | October 4, 2011 | |
| Hampton Roads Bankshares, Inc. |
| (Exact name of registrant as specified in its charter) |
| | | |
| Virginia | 001-32968 | 54-2053718 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
| | | |
| 999 Waterside Drive, Suite 200, Norfolk, Virginia 23510 |
| (Address of principal executive offices) (Zip Code) |
Registrant's telephone number, including area code (757) 217-1000
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The Annual Shareholders Meeting of Hampton Roads Bankshares, Inc. (the “Company”) was held on October 4, 2011. The following items were voted on by shareholders, with the following results:
1. The shareholders elected the following individuals to the Board of Directors for a term of three years each, expiring at the 2014 annual meeting:
| Director Nominee | Votes For | Votes Withheld | Broker Non-Votes |
Robert B. Goldstein | 32,294,809 | 243,142 | 952,075 |
Hal F. Goltz | 25,104,352 | 7,433,599 | 952,075 |
Randal K. Quarles | 32,308,258 | 229,693 | 952,075 |
2. The shareholders ratified the appointment of KPMG LLP as the Company’s independent auditors for the fiscal year ending December 31, 2011.
| Votes For | 33,034,833 |
| Votes Against | 448,759 |
| Abstain | 6,434 |
3. The shareholders approved the Company’s 2011 Omnibus Incentive Plan.
| Votes For | 32,115,839 |
| Votes Against | 291,829 |
| Abstain | 130,283 |
| Broker Non-Votes | 952,075 |
4. The shareholders approved a proposal endorsing the compensation of the Company’s named executive officers as disclosed in the Company’s 2011 proxy statement.
| Votes For | 32,333,927 |
| Votes Against | 73,044 |
| Abstain | 130,980 |
| Broker Non-Votes | 952,075 |
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.
| | Hampton Roads Bankshares, Inc. |
| | | | |
| | | | |
Date: October 7, 2011 | By: | /s/ Douglas J. Glenn | |
| | | Douglas J. Glenn | |
| | | Interim President and Chief Executive Officer, Executive Vice President, General Counsel and Chief Operating Officer |
