Mainstreet Bancshares, Inc.
Charter Amendment in a 10-K on 03/23/2020   Download
SEC Document
SEC Filing

COMMONWEALTH OF VIRGINIA

STATE CORPORATION COMMISSION

ARTICLES OF AMENDMENT OF

MainStreet Bancshares, Inc.

The undersigned, on behalf of the corporation set forth below, pursuant to Title 13.1, Chapter 9, Article 11 of the Code of Virginia, states as follows:

1.

Name of Corporation. The name of the corporation is MainStreet Bancshares, Inc.

2.

Text of Amendment. The text of the amendment adopted is attached.

3.

Exchange, Reclassification or Cancellation of Issued Shares. Not applicable.

4.

Date of Adoption. The attached amendment was adopted on May 16, 2018.

5.

Method of Approval.  The amendment was proposed by the board of directors and submitted to the shareholders in accordance with the provisions of Title 13.1, Chapter 9 of the Code of Virginia, and:

 

(a)

The designation, number of outstanding shares, and number of votes entitled to be cast by each voting group entitled to vote separately on the amendment were:

Designation

 

Number of Outstanding Shares

 

Number of Votes

 

 

 

 

 

Common Stock

 

5,533,605

 

5,533,605

 

(b)

The total number of votes cast for and against the amendment by each voting group entitled to vote separately on the amendment was:

Voting Group

 

Total Votes FOR

 

Total Votes AGAINST

 

 

 

 

 

Common Stock

 

4,180,199

 

101,452

 

(c)

The number cast for the amendment by each voting group was sufficient for approval by that voting group.

Executed in the name of the corporation by:

/x/ Jeff W. Dick

 

Date:

 

June 12, 2018

(signature)

 

 

 

 

 

Name:

Jeff W. Dick

 

Title:

 

President and Chief Executive Officer

 

SCC ID: 08013013


 


 

AMENDMENT

TO THE

AMENDED AND RESTATED ARTICLES OF INCORPORATION

OF

MAINSTREET BANCSHARES, INC.

Article III.1 of the Amended and Restated Articles of Incorporation of MainStreet Bancshares, Inc. is hereby amended to read as follows:

ARTICLE III

AUTHORIZED STOCK

1. Number.  The aggregate number of shares of stock which the Company shall have the authority to issue, and the par value per share, is as follows:

 

Class

 

Number of Shares

 

Par Value

Common Stock

 

10,000,000

 

$4.00

Preferred Stock

 

2,000,000

 

$1.00