Sec Form 4 Filing - Glenn Douglas J @ HAMPTON ROADS BANKSHARES INC - 2015-08-22

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Glenn Douglas J
2. Issuer Name and Ticker or Trading Symbol
HAMPTON ROADS BANKSHARES INC [ HMPR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President & CEO
(Last) (First) (Middle)
999 WATERSIDE DRIVE, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
08/22/2015
(Street)
NORFOLK, VA23510
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/22/2015 M 143,062 A $ 1.79 153,430 D
Common Stock 08/22/2015 F 47,354 D $ 1.79 106,076 D
Common Stock 620 I Benefit Plan ( 1 )
Common Stock 379 I Benefit Plan ( 2 )
Common Stock 186 I By spouse's 401(k) plan
Common Stock 11 I By 401(k) plan
Common Stock 71 I By Spouse
Common Stock 303 I By spouse's Executive Savings Trust
Common Stock 18 I As custodian for son, Grayson D.W. Glenn
Common Stock 18 I As custodian for son, Bayler N. Glenn
Common Stock 93 I By Amended and Restated Directors Deferred Compensation Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units ( 3 ) 08/22/2015 M 143,062 ( 4 ) ( 4 ) Common Stock 143,062 $ 0 429,185 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Glenn Douglas J
999 WATERSIDE DRIVE, SUITE 200
NORFOLK, VA23510
X President & CEO
Signatures
Paul A. Driscoll, Power of Attorney 08/25/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares held by the Hampton Roads Bankshares, Inc. 2008 Directors Deferred Compensation Plan.
( 2 )Shares held by the Hampton Roads Bankshares, Inc. Executive Savings Plan.
( 3 )Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
( 4 )The restricted stock units will vest in four equal annual installments beginning on August 22, 2015. All restricted stock units will vest upon a change in control of the Issuer. Settlement of the restricted stock units will occur within 30 days of the date of vesting.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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