Atlantic Union Bankshares Corp. 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Atlantic Union Bankshares Corporation on July 27, 2026. The filing reports the entry into a material definitive agreement regarding a new debt offering.
Key Financial Metrics and Transaction Details
- New Debt Issuance: $250 million aggregate principal amount of 6.25% Fixed-to-Floating Rate Subordinated Notes due 2036.
- Offering Price: 100.00% of the aggregate principal amount.
- Underwriters: Keefe, Bruyette & Woods, Inc. and Piper Sandler & Co.
- Expected Closing Date: On or about July 30, 2026.
- Use of Proceeds: Repayment of $168.0 million of outstanding 4.25% Fixed-to-Floating Rate Subordinated Notes due 2029 (plus accrued interest) and general corporate purposes, including capital support for Atlantic Union Bank.
Material Changes and Debt Restructuring
The Company has initiated a refinancing strategy to replace existing debt with new long-term notes. A conditional notice of redemption has been delivered to holders of the 2029 Notes. The redemption of the $168.0 million 2029 Notes is contingent upon the successful completion of the new $250 million offering.
Outlook, Risks, and Contingencies
The filing contains forward-looking statements regarding the offering and use of proceeds, which are subject to market conditions and other uncertainties. The closing of the transaction is subject to customary closing conditions. The Company undertakes no obligation to update these forward-looking statements.
Investor Verification Checklist
- Verify the final closing of the $250 million Notes offering on or about July 30, 2026.
- Confirm the execution of the redemption of the $168.0 million 2029 Notes following the closing of the new offering.
- Review the attached Underwriting Agreement (Exhibit 1.1) for specific covenants and indemnification terms.
- Monitor the final prospectus supplement for any changes to the terms of the 6.25% Fixed-to-Floating Rate Subordinated Notes.