HBSI / Highlands Bankshares, Inc. - SEC-arkivering, Årsberetning, Fuldmagtserklæring

HBSI / Highlands Bankshares, Inc. 15-12G - - FORM 15-12G

OMB APPROVAL OMB Number: 3235-0167 UNITED STATES Expires: May 31, 2021 SECURITIES AND EXCHANGE COMMISSION Estimated average burden Washington, D.

HBSI / Highlands Bankshares, Inc. / Context BH Capital Management, LP - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

Current Report

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): December 17, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or orga

HBSI / Highlands Bankshares, Inc. 425 - Merger Prospectus - 425

Filed by Highlands Bankshares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6(b) of the Securities Exchange Act of 1934 Subject Company: Highlands Bankshares, Inc. (Commission File No. 000-27622) 1-800-291-6465 [email protected] November 18, 2019 Dear Shareholder: We recently mailed you proxy materials in connection with our upcoming Special Meetin

HBSI / Highlands Bankshares, Inc. / Context BH Capital Management, LP - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* Highlands Bankshares, Inc.

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2019 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHA

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): September 11, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or org

Form of Change In Control Agreement

EX-10.1 2 cicexhibit.htm EXHIBIT 10.1 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (this “Agreement”) by and between Highland Bankshares, Inc., a Virginia corporation (the “Company”), Highlands Union Bank, a Virginia state-chartered bank and wholly owned subsidiary of the Company (the “Bank” and, together with the Company, the “Employer”), and [], a resident of [] (the “Executive”)

HBSI / Highlands Bankshares, Inc. 425 - Merger Prospectus - 8-K

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): September 11, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or org

Form of Change In Control Agreement

EX-10.1 2 cicexhibit.htm EXHIBIT 10.1 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (this “Agreement”) by and between Highland Bankshares, Inc., a Virginia corporation (the “Company”), Highlands Union Bank, a Virginia state-chartered bank and wholly owned subsidiary of the Company (the “Bank” and, together with the Company, the “Employer”), and [], a resident of [] (the “Executive”)

Highlands Bankshares, Inc. Reports Second Quarter 2019 Results

Highlands Bankshares, Inc. Reports Second Quarter 2019 Results ABINGDON, Va., August 12, 2019 /PRNewswire/ - Highlands Bankshares, Inc. (HLND) today reported net income of $571,000 or $0.06 per diluted share for the quarter ended June 30, 2019, compared to $1.1 million or $0.10 per diluted share, for the quarter ended March 31, 2019, and net income of $923,000, or $0.09 per diluted share, for the

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): August 12, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organi

HBSI / Highlands Bankshares, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2019 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHARES,

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 6, 2019 (August 1, 2019) HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorpo

Submission of Matters to a Vote of Security Holders

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 21, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number)

Termination of a Material Definitive Agreement

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 21, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organizat

HBSI / Highlands Bankshares, Inc. 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2019 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHARES,

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 3, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organizati

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): April 26, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organiz

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): April 30, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organiz

Highlands Bankshares, Inc. Reports First Quarter 2019 Results

Highlands Bankshares, Inc. Reports First Quarter 2019 Results ABINGDON, Va., April 30, 2019 /PRNewswire/ - Highlands Bankshares, Inc. (HLND) today reported net income of $1.1 million or $0.10 per diluted share, for the quarter ended March 31, 2019, compared with net income of $1.0 million or $0.09 per diluted share, for the quarter ended December 31, 2018 and net income of $610,000, or $0.06 per d

HBSI / Highlands Bankshares, Inc. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

HBSI / Highlands Bankshares, Inc. DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Pro

Subsidiaries of the Corporation (filed herewith)

EX-21 2 a201810-kex21xsubsidiaries.htm EXHIBIT 21 Exhibit 21 Subsidiaries of Highlands Bankshares, Inc. Name of Subsidiary State of Incorporation Highlands Union Bank Virginia Subsidiaries of Highlands Union Bank Name of Subsidiary State of Incorporation Highlands Union Financial Services, Inc. Virginia Highlands Union Insurance Services, Inc. Virginia Russell Road Properties, LLC Virginia

Power of Attorney (filed herewith)

Exhibit 24 Power of Attorney WITNESSETH, that each of the undersigned directors of Highlands Bankshares, Inc.

Audited consolidated financial statements of Highlands as of December 31, 2018 and 2017, and for each of the three years ended December 31, 2018, as well as the accompanying notes thereto and the related Report of the Independent Registered Public Accounting Firm (incorporated by reference to the Annual Report on Form 10-K filed by Highlands on March 28, 2019 (File No. 000-27622)).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2018 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-27622 HIGHLANDS BANKSHARES, INC. (

Highlands Bankshares, Inc. Reports Fourth Quarter 2018 and Year End Results

Highlands Bankshares, Inc. Reports Fourth Quarter 2018 and Year End Results Strong Year-over-Year Improvements in Net Income, Net Interest Margin, Net Charge-Offs, and Leverage Ratio ABINGDON, Va., Feb. 8, 2019 /PRNewswire/ - Highlands Bankshares, Inc. (HLND) today reported net income of $1.0 million or $0.09 per diluted share, for the quarter ended December 31, 2018, compared with net income of $

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): February 8, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organ

Form of Highlands Bankshares, Inc. Performance-Based Restricted Stock Award Agreement

EX-10.2 Exhibit 10.2 HIGHLANDS BANKSHARES, INC. PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENT THIS PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of [ ] (“Award Date”), is made by and between Highlands Bankshares, Inc., a Virginia corporation (the “Company”), and [ ] (“Grantee”). WHEREAS, the board of directors (the “Board”) and shareholders of the Company hav

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 8-K 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): March 29, 2018 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 0-27622 54-1796693 (State or other jurisdiction of incorporation) (C

Form of Highlands Bankshares, Inc. Restricted Stock Award Agreement

EX-10.1 2 d686930dex101.htm EX-10.1 Exhibit 10.1 Restricted Stock Award Award Date: [DATE] HIGHLANDS BANKSHARES, INC. RESTRICTED STOCK AWARD AGREEMENT THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of [DATE] (“Award Date”), is made by and between Highlands Bankshares, Inc., a Virginia corporation (the “Company”), and [NAME] (“Grantee”). WHEREAS, the board of directors (the “Boa

HBSI / Highlands Bankshares, Inc. / Siena Capital Partners I, L.P. - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Highlands Bankshares, Inc. (Name of Issuer) Common Stock, $0.625 par value (Title of Class of Securities) 430893107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): January 14, 2019 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organ

HBSI / Highlands Bankshares, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2018 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHA

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): November 2, 2018 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organ

Highlands Bankshares, Inc. Reports Third Quarter 2018 Results Voted Washington County's Best Bank 2nd Consecutive Year

EX-99.1 2 a2018q3exhibit991.htm EXHIBIT 99.1 Highlands Bankshares, Inc. Reports Third Quarter 2018 Results Voted Washington County's Best Bank 2nd Consecutive Year ABINGDON, Va., Nov. 1, 2018 /PRNewswire/ - Highlands Bankshares, Inc. (HLND) today reported net income of $1.1 million or $0.11 per diluted share, for the quarter ended September 30, 2018, compared with $923,000 or $0.09 per share, for

HBSI / Highlands Bankshares, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2018 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHARES,

Highlands Bankshares, Inc. Reports Second Quarter 2018 Results Strong Improvement in Net Income, Return on Assets, Net Interest Margin, Loans Held for Investment, Noninterest Bearing Deposits, Efficiency Ratio, and Leverage Ratio

EX-99.1 2 a2018q2exhibit991.htm EXHIBIT 99.1 Highlands Bankshares, Inc. Reports Second Quarter 2018 Results Strong Improvement in Net Income, Return on Assets, Net Interest Margin, Loans Held for Investment, Noninterest Bearing Deposits, Efficiency Ratio, and Leverage Ratio ABINGDON, Va., Aug. 3, 2018 /PRNewswire/ - Highlands Bankshares, Inc. (HLND) today reported net income of $923,000 or $0.09 p

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): August 3, 2018 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organiz

HBSI / Highlands Bankshares, Inc. FORM S-8

Form S-8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 54-1796693 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 340 West Main Street Abingdon, Virginia 24210 (Addre

Submission of Matters to a Vote of Security Holders

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 15, 2018 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number)

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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 1, 2018 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organizati

Highlands Bankshares, Inc. Reports First Quarter 2018 Results Strong Year-over-Year Improvement in Net Interest Margin, Asset Quality and Capital Ratios

Highlands Bankshares, Inc. Reports First Quarter 2018 Results Strong Year-over-Year Improvement in Net Interest Margin, Asset Quality and Capital Ratios ABINGDON, Va., May 1, 2018 /PRNewswire/ - Highlands Bankshares, Inc. (HLND) today reported net income of $610,000 or $0.06 per diluted share, for the quarter ended March 31, 2018, compared with a net loss of $3.1 million or ($0.38) per share, for

HBSI / Highlands Bankshares, Inc. DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

HBSI / Highlands Bankshares, Inc. DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Pro

Power of Attorney (filed herewith)

Exhibit 24 Power of Attorney WITNESSETH, that each of the undersigned directors of Highlands Bankshares, Inc.

Subsidiaries of the Corporation (filed herewith)

EX-21 2 ex21-subsidiaries.htm EXHIBIT 21 Exhibit 21 Subsidiaries of Highlands Bankshares, Inc. Name of Subsidiary State of Incorporation Highlands Union Bank Virginia Subsidiaries of Highlands Union Bank Name of Subsidiary State of Incorporation Highlands Union Financial Services, Inc. Virginia Highlands Union Insurance Services, Inc. Virginia Russell Road Properties, LLC Virginia

HBSI / Highlands Bankshares, Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2017 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-27622 HIGHLANDS BANKSHARES, INC. (

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): March 23, 2018 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation or organiz

Bylaws of the Company, as amended and restated March 23, 2018 (attached as Exhibit 3.1 to the Current Report on Form 8-K filed March 28, 2018 and incorporated by reference herein)

EX-3.1 2 bylaws.htm EXHIBIT 3.1 Exhibit 3.1 BY-LAWS OF HIGHLANDS BANKSHARES, INC. ARTICLE I Shareholders SECTION 1.1. Annual Meeting. The annual meeting of the shareholders of Highlands Bankshares, Inc. (the “Corporation”) for the election of Directors and for the transaction of such other business as may properly come before the meeting shall be held in May of each and every year, on a date and t

Highlands Bankshares, Inc. Reports Fourth Quarter 2017 and Year End Results Strong Year-over-Year Improvement in Net Interest Margin, Asset Quality, Efficiency, Pretax Income, and Capital Ratios

EX-99.1 2 highlandsbankshares4q17ear.htm EXHIBIT 99.1 Highlands Bankshares, Inc. Reports Fourth Quarter 2017 and Year End Results Strong Year-over-Year Improvement in Net Interest Margin, Asset Quality, Efficiency, Pretax Income, and Capital Ratios ABINGDON, Va., Feb. 12, 2018 /PRNewswire/ - Highlands Bankshares, Inc. (HLND) today reported a net loss of ($3.1) million or ($0.38) per diluted share,

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

Document 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): February 12, 2018 HIGHLANDS BANKSHARES, INC . (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporati

HBSI / Highlands Bankshares, Inc. / Siena Capital Partners I, L.P. - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Highlands Bankshares, Inc. (Name of Issuer) Common Stock, $0.625 par value (Title of Class of Securities) 430893107 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

HBSI / Highlands Bankshares, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2017 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHA

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Document 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): November 6, 2017 HIGHLANDS BANKSHARES, INC . (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporatio

Highlands Bankshares Announces The Planned Retirements Of Founding Directors James D. Moore, Jr., M.D. Non-Executive Chairman, and H. Ramsey White, Jr., D.D.S. Robert W. Moser, Jr. Elected Non-Executive Chairman

EX-99.1 2 exhibit991.htm EXHIBIT 99.1 Highlands Bankshares Announces The Planned Retirements Of Founding Directors James D. Moore, Jr., M.D. Non-Executive Chairman, and H. Ramsey White, Jr., D.D.S. Robert W. Moser, Jr. Elected Non-Executive Chairman Abingdon, Va., Nov. 6, 2017 / Highlands Bankshares, Inc. (OTCQX: HLND) today announced the planned retirements of founding directors James D. Moore, J

HBSI / Highlands Bankshares, Inc. / Siena Capital Partners I, L.P. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Highlands Bankshares, Inc. (Name of Issuer) Common Stock, $0.625 par value (Title of Class of Securities) 430893107 (CUSIP Number) October 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

Highlands Bankshares, Inc. Reports Third Quarter 2017 Results

EX-99.1 2 a2017q3exhibit991.htm EXHIBIT 99.1 Highlands Bankshares, Inc. Reports Third Quarter 2017 Results Improved NIM, Efficiency, Profitability, and Capital Levels; Strong Non-interest Bearing Deposit and Loan Growth; Further Reduction in Classified Asset Ratio; Named Washington County, VA’s Best Bank ABINGDON, Va., October 26, 2017 /PRNewswire/ - Highlands Bankshares, Inc. (OTCQX: HLND) today

Highlands Bankshares 8-K (Current Report/Significant Event)

Document 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 26, 2017 HIGHLANDS BANKSHARES, INC . (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporatio

HBSI / Highlands Bankshares, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2017 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHARES,

Highlands Bankshares, Inc. Reports Second Quarter 2017 Results Strong Loan Growth and Mortgage Banking Revenue; Continued Improvement in Asset Quality and Capital Ratios; Announced Expansion into Triad Region of North Carolina; Earnings, Capital Rati

Exhibit Highlands Bankshares, Inc. Reports Second Quarter 2017 Results Strong Loan Growth and Mortgage Banking Revenue; Continued Improvement in Asset Quality and Capital Ratios; Announced Expansion into Triad Region of North Carolina; Earnings, Capital Ratios, and Profitability Ratios to Further Improve in Third Quarter Due to Payoff of High Cost Wholesale Funding ABINGDON, Va., July 28, 2017 /PR

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

Document 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): July 28, 2017 HIGHLANDS BANKSHARES, INC . (Exact name of registrant as specified in its charter) Virginia 000-27622 54-1796693 (State or other jurisdiction of incorporation o

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Document 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) July 19, 2017 (July 18, 2017) Highlands Bankshares, Inc. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 000-276

Highlands Bankshares, Inc. Board of Directors Announces New Appointment

EX-99 2 pressrelease.htm EXHIBIT 99 Highlands Bankshares, Inc. Board of Directors Announces New Appointment ABINGDON, Va., July 19, 2017 - Highlands Bankshares, Inc. (OTCQX: HLND) announced that Charles D. "Chuck" Meade III has been elected to the Board of Directors of the company and its subsidiary bank, Highlands Union Bank. This appointment, along with the recent appointment of Rob Moser and Su

Highlands Bankshares 8-K (Current Report/Significant Event)

Document 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) June 23, 2017 (June 20, 2017) Highlands Bankshares, Inc. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 000-276

Highlands Bankshares (Current Report/Significant Event)

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 16, 2017 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number)

Highlands Bankshares (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2017 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHARES,

Quarter Ended:

EX-99.1 2 ex99-1.htm Exhibit 99.1 Highlands Bankshares, Inc. Reports First Quarter 2017 Results Strongest Combination of Earnings, Credit, and Capital in Company History; Strong Deposit, Loan, and Merchant Services Production; Recipient of Two Best of Recognitions; Hired Leading Greensboro Mortgage Banking Team ABINGDON, Va., May 1, 2017 /PRNewswire/ - Highlands Bankshares, Inc. (OTCQX: HLND) toda

Highlands Bankshares, Inc. Announces Appointment of John H. Gray as Chief Financial Officer

EX-99.2 3 ex99-2.htm Exhibit 99.2 Highlands Bankshares, Inc. Announces Appointment of John H. Gray as Chief Financial Officer PR Newswire ABINGDON, Va., April 26, 2017 ABINGDON, Va., April 26, 2017 /PRNewswire/ - Highlands Bankshares, Inc. (OTCQX: HLND) announced today the appointment of John H. Gray as executive vice president and chief financial officer of both the parent company and its banking

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 26, 2017 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Numbe

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): April 2, 2017 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number

Highlands Bankshares 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Highlands Bankshares 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Highlands Bankshares (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2016 Commission File Number 000-27622 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or organization) 54

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 hbiform8k03152017.htm 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): March 15, 2017 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-

OTCQX BanksInvestor Conference March 15, 2017 This presentation contains forward-looking statements, as defined by federal securities laws, including statements about Highlands and its financial outlook. These statements are based on management's cur

EX-99.1 2 ex99-1.htm Exhibit 99.1 OTCQX BanksInvestor Conference March 15, 2017 This presentation contains forward-looking statements, as defined by federal securities laws, including statements about Highlands and its financial outlook. These statements are based on management's current expectations and are provided to assist investors in understanding our operations and business outlook. Highlan

Highlands Bankshares (Current Report/Significant Event)

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): December 20, 2016 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Nu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of earliest event reported: September 6, 2016 HIGHLANDS BANKSHARES, INC.

Restricted Stock Award Agreement between Highlands Bankshares, Inc. and Timothy K. Schools, dated September 6, 2016, attached as Exhibit 10.2 to the Current Report on Form 8-K, File No. 000-27622, filed with the Commission on September 22, 2016, incorporated herein by reference

EX-10.2 3 d445513dex102.htm EX-10.2 Exhibit 10.2 Restricted Shares Award Award Date: September 6, 2016 HIGHLANDS BANKSHARES, INC. RESTRICTED STOCK AWARD AGREEMENT THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), effective as of September 6, 2016 (“Award Date”), is made by and between Highlands Bankshares, Inc., a Virginia corporation (“Company”), and Timothy K. Schools (“Grantee”). RECITA

First Amendment to Employment Agreement between Highlands Bankshares, Inc. and Timothy K. Schools, dated September 6, 2016, attached as Exhibit 10.1 to the Current Report on Form 8-K, File No. 000-27622, filed with the Commission on September 22, 2016, incorporated herein by reference

EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO EMPLOYMENT AGREEMENT THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this ?Amendment?), is effective as of the 6th day of September, 2016, by and between Highlands Bankshares, Inc. (the ?Company?), and Timothy K. Schools (the ?Executive?). The Company and the Executive are sometimes referred to collectively in this Amendment as the ?Parties,? and each of the C

Highlands Bankshares (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2016 [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-27622 HIGHLANDS BANKSHARES,

Submission of Matters to a Vote of Security Holders

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 17, 2016 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number)

Financial Statements and Exhibits, Results of Operations and Financial Condition

hbiform8k4212016.htm 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): April 20, 2016 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (

Highlands Bankshares, Inc. Reports First Quarter Results Improvement Across All Key Performance Indicators and Capital Ratios; Past Dues Reach Seven Year Low; Recipient of Two Best Bank Awards; Executive Stock Ownership Guidelines Adopted

ex99-1.htm Exhibit 99.1 Highlands Bankshares, Inc. Reports First Quarter Results Improvement Across All Key Performance Indicators and Capital Ratios; Past Dues Reach Seven Year Low; Recipient of Two Best Bank Awards; Executive Stock Ownership Guidelines Adopted ABINGDON, Va (April 20, 2016) ? Highlands Bankshares, Inc. (OTCQX: HLND) today reported net income of $530,000, or $0.05 per diluted shar

Highlands Bankshares 2016 PROXY STATEMENT

DEF 14A 1 hbidef14a04012016.htm 2016 PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use of the Commi

Consulting Agreement, dated February 15, 2016, between Highlands Bankshares, Inc., and Samuel L. Neese, attached as Exhibit 10.1 to the Current Report on Form 8-K, File No. 000-27622, filed with the Commission on February 19, 2016, incorporated herein by reference

ex10-1.htm Exhibit 10.1 CONSULTING AGREEMENT THIS AGREEMENT (?AGREEMENT?) is made as of February 15, 2016 (the ?Effective Date?), by and between Highlands Bankshares, Inc. (the ?Corporation?) and Samuel L. Neese (the ?Consultant?). WHEREAS, on November 11, 2015, Consultant retired as Chief Executive Officer of the Corporation, a position which he had held since 1995; and WHEREAS, Consultant retire

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

hbiform8k2192016.htm 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): February 15, 2016 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-2762

Financial Statements and Exhibits, Results of Operations and Financial Condition

hbiform8k1282016.htm 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): January 28, 2016 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622

Highlands Bankshares Inc. Reports Fourth Quarter and 2015 Results Announces Performance Improvement Initiative to Significantly Increase Net Income and Return on Capital

ex99-1.htm Exhibit 99.1 Highlands Bankshares Inc. Reports Fourth Quarter and 2015 Results Announces Performance Improvement Initiative to Significantly Increase Net Income and Return on Capital ABINGDON, Va (January 28, 2016) ? Highlands Bankshares, Inc. (OTC Pink: HBKA) today reported a net loss of $0.8 million, or $0.08 per diluted share, for the quarter ended December 31, 2015, compared with ne

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 8, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Num

Employment Agreement, dated December 9, 2015, between Highlands Bankshares, Inc., and Timothy K. Schools, attached as Exhibit 10.1 to the Current Report on Form 8-K, File No. 000-27622, filed with the Commission on December 14, 2015, incorporated herein by reference

ex10-1.htm Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (?Agreement?) is entered into as of the 9th day of December, 2015, by and between Highlands Bankshares, Inc. and Timothy K. Schools (?Executive?) (collectively, ?the Parties?). RECITAL Highlands Bankshares, Inc. and Highlands Union Bank desire to retain Executive as their President and Chief Executive Officer. Executive desires

Highlands Bankshares FORM 8-K (Current Report/Significant Event)

hbiform8k11122015.htm 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): November 11, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-276

Highlands Bankshares, Inc. Announces Appointment of New President and CEO

EX-99.1 2 ex99-1.htm PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE Nov. 12, 2015 Highlands Bankshares, Inc. Announces Appointment of New President and CEO ABINGDON, Va. — Highlands Bankshares, Inc. (OTC Pink: HBKA) (HBI) and its wholly owned banking subsidiary, Highlands Union Bank (HUB), today announced that the boards of directors have appointed Timothy K. Schools as president and chief execu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 hbi8k10092015.htm FORM 8-K 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 9, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporati

1

ex99-1.htm Exhibit 99.1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19

Financial Statements and Exhibits, Other Events

8-K 1 hubform8k92915.htm FORM 8-K 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): September 29, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorpo

Highlands Bankshares Earnings Grow to $1.1 Million in Second Quarter of 2015

ex99-1.htm Exhibit 99.1 Contacts: Highlands Bankshares, Inc. Sam Neese, Chief Executive Officer Rusty Little, Chief Financial Officer Jim Edmondson, Vice President Tel: 276-628-9181 News Release Highlands Bankshares Earnings Grow to $1.1 Million in Second Quarter of 2015 ABINGDON, VA ? August 6, 2015 ? Highlands Bankshares, Inc. (OTC Pink: HBKA), (the ?Company?) parent company for Highlands Union

Highlands Bankshares FORM 8K (Current Report/Significant Event)

f8khubank080615.htm 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): August 6, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (C

Highlands Bankshares ESP

hbicorresp06162015.htm June 16, 2015 BY EDGAR TRANSMISSION Era Anagosti Legal Branch Chief Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Highlands Bankshares, Inc. Registration Statement on Form S-1 File No. 333-204206 Dear Ms. Anagosti: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the ?Securities Act?), H

Highlands Bankshares FORM S-1/A

hbis1a06052015.htm As filed with the Securities and Exchange Commission on June 12, 2015. Registration No. 333-204206 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HIGHLANDS BANKSHARES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Virginia 6022 54-1796693 (Stat

Submission of Matters to a Vote of Security Holders

hbi8k05192015.htm 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 18, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

hbiform8ko5182015.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 13, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622

Highlands Bankshares FORM S-1

As filed with the Securities and Exchange Commission on May 15, 2015. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HIGHLANDS BANKSHARES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Virginia 6022 54-1796693 (State or other jurisdiction of incorporation) (Primary Standard

May 4, 2015 Highlands Bankshares, Inc. Announces 2015 First Quarter Earnings

ex99-1.htm Exhibit 99.1 NEWS RELEASE May 4, 2015 Highlands Bankshares, Inc. Announces 2015 First Quarter Earnings Abingdon, VA - Highlands Bankshares, Inc. (OTCBB: HBKA) (the ?Company?) and its wholly-owned banking subsidiary, Highlands Union Bank (the ?Bank?), today announced consolidated earnings for the quarter ended March 31, 2015 of $580 thousand. Earnings for the first quarter of 2014 totale

Financial Statements and Exhibits, Results of Operations and Financial Condition

hbs8k05042015.htm 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 4, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commis

Highlands Bankshares FORM DEF 14A

hbkdef14a04012015.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as permitted by Rul

Highlands Bankshares, Inc. Announces 2014 Annual Earnings

Exhibit 99.1 NEWS RELEASE February 24, 2015 Highlands Bankshares, Inc. Announces 2014 Annual Earnings Abingdon, VA - Highlands Bankshares, Inc. (OTCBB: HBKA) (the “Company”) and its wholly-owned banking subsidiary, Highlands Union Bank (the “Bank”), today announced earnings for the year ended December 31, 2014 of $2.52 million. Earnings for the fourth quarter of 2014 totaled $582 thousand. Net int

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 24, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Nu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): February 17, 2015 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Nu

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): December 10, 2014 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Nu

2,048,179 Shares of Series A Preferred Stock 4,721,428 Shares of Common Stock (Including 2,048,179 Shares Underlying the Series A Preferred Stock)

Filed Pursuant to Rule 424(b)(3) Registration No. 333-196774 PROSPECTUS SUPPLEMENT NO. 3 (To Prospectus Dated August 7, 2014) 2,048,179 Shares of Series A Preferred Stock 4,721,428 Shares of Common Stock (Including 2,048,179 Shares Underlying the Series A Preferred Stock) This prospectus supplement no. 3 supplements the prospectus, dated August 7, 2014, as previously supplemented by a prospectus s

BY-LAWS OF HIGHLANDS BANKSHARES, INC. ARTICLE I

Exhibit 3.1 BY-LAWS OF HIGHLANDS BANKSHARES, INC. ARTICLE I Shareholders SECTION 1.1. Annual Meeting. The annual meeting of the shareholders of Highlands Bankshares, Inc. (the “Corporation”) for the election of Directors and for the transaction of such other business as may properly come before the meeting shall be held in May of each and every year, on a date and time to be set by the Board of Di

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): November 12, 2014 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Nu

2,048,179 Shares of Series A Preferred Stock 4,721,428 Shares of Common Stock (Including 2,048,179 Shares Underlying the Series A Preferred Stock)

Filed Pursuant to Rule 424(b)(3) Registration No. 333-196774 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus Dated August 7, 2014) 2,048,179 Shares of Series A Preferred Stock 4,721,428 Shares of Common Stock (Including 2,048,179 Shares Underlying the Series A Preferred Stock) This prospectus supplement no. 2 supplements the prospectus, dated August 7, 2014, as previously supplemented by a prospectus s

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): September 16, 2014 HIGHLANDS BANK

Exhibit 1.1 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): September 16, 2014 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commi

Other Events

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): September 16, 2014 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File N

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 13, 2014 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Numb

2,048,179 Shares of Series A Preferred Stock 4,721,428 Shares of Common Stock (Including 2,048,179 Shares Underlying the Series A Preferred Stock)

Filed Pursuant to Rule 424(b)(3) Registration No. 333-196774 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus Dated August 7, 2014) 2,048,179 Shares of Series A Preferred Stock 4,721,428 Shares of Common Stock (Including 2,048,179 Shares Underlying the Series A Preferred Stock) This prospectus supplement no. 1 supplements the prospectus, dated August 7, 2014, relating to the securities listed below that

HBSI / Highlands Bankshares, Inc. CORRESP - -

August 7, 2014 BY EDGAR TRANSMISSION Todd Schiffman Assistant Director Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.

Highlands Bankshares, Inc. Extends Rights Offering

Exhibit 99.1 For Immediate Release Contact: Samuel L. Neese (276) 628-9181 Highlands Bankshares, Inc. Extends Rights Offering ABINGDON, VA (August 4, 2014) – Highlands Bankshares, Inc. (the “Company”) today announced that the Company has extended the expiration date for its rights offering. The new expiration date is September 3, 2014. The Company has chosen to extend the rights offering to ensure

Financial Statements and Exhibits, Other Events

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): August 4, 2014 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Numbe

HBSI / Highlands Bankshares, Inc. CORRESP - -

July 24, 2014 Todd Schiffman Assistant Director Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.

HBSI / Highlands Bankshares, Inc. S-1/A - - FORM S-1A

As filed with the Securities and Exchange Commission on July 24, 2014. Registration No. 333-196774 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Pre-Effective Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HIGHLANDS BANKSHARES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Virginia 6022 54-1796693 (State or other jurisdic

HBSI / Highlands Bankshares, Inc. / LYONS JOHN J - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* HIGHLANDS BANKSHARES, INC. (Name of Issuer) Common Stock, par value $0.625 per share (Title of Class of Securities) 430893107 (CUSIP Number) April 16, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

Issuer Free Writing Prospectus

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No.

Up To 1,064,652 Shares of Highlands Bankshares, Inc. Common Stock

Filed Pursuant to Rule 424(b)(1) Registration No. 333-195355 PROSPECTUS Up To 1,064,652 Shares of Highlands Bankshares, Inc. Common Stock We are distributing to holders of our common stock other than our directors and executive officers, at no charge, non-transferable subscription rights to purchase up to 1,064,652 shares of our common stock. We refer to this offering as the “rights offering.” In

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June 25, 2014 BY EDGAR TRANSMISSION Todd Schiffman Assistant Director Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.

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June 23, 2014 BY EDGAR TRANSMISSION Todd Schiffman Assistant Director Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.

Registration Statement - FORM S-1

As filed with the Securities and Exchange Commission on June 13, 2014. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HIGHLANDS BANKSHARES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Virginia 6022 54-1796693 (State or other jurisdiction of incorporation) (Primary Standar

- FORM S-1/A

As filed with the Securities and Exchange Commission on June 12, 2014. Registration No. 333- 195355 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Pre-Effective Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HIGHLANDS BANKSHARES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Virginia 6022 54-1796693 (State or other jurisdi

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June 12, 2014 Todd Schiffman Assistant Director Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.

Submission of Matters to a Vote of Security Holders

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 28, 2014 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number)

EX-4.1

Exhibit 4.1

SUBSCRIPTION RIGHTS TO PURCHASE SHARES OF COMMON STOCK OFFERED PURSUANT TO SUBSCRIPTION RIGHTS DISTRIBUTED TO SHAREHOLDERS OF HIGHLANDS BANKSHARES, INC.

Exhibit 99.2 SUBSCRIPTION RIGHTS TO PURCHASE SHARES OF COMMON STOCK OFFERED PURSUANT TO SUBSCRIPTION RIGHTS DISTRIBUTED TO SHAREHOLDERS OF HIGHLANDS BANKSHARES, INC. [ ], 2014 To Shareholders: This letter is being distributed by Highlands Bankshares, Inc. (the “Company”) to all holders of record (the “Recordholders”) of shares of Company common stock, par value $0.625 per share (the “Common Stock”

INSTRUCTIONS AS TO USE OF HIGHLANDS BANKSHARES, INC. RIGHTS CERTIFICATES

Exhibit 99.1 INSTRUCTIONS AS TO USE OF HIGHLANDS BANKSHARES, INC. RIGHTS CERTIFICATES CONSULT REGISTRAR AND TRANSFER COMPANY OR YOUR BANK OR BROKER AS TO ANY QUESTIONS The following instructions relate to a rights offering (the “Rights Offering”) by Highlands Bankshares, Inc., a Virginia corporation (the “Company”), to the holders of record (the “Recordholders”) of its common stock, par value $0.6

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[HIGHLANDS BANKSHARES LETTERHEAD] May 23, 2014 Todd Schiffman Assistant Director Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.

HIGHLANDS BANKSHARES, INC. NOMINEE HOLDER CERTIFICATION

Exhibit 99.5 HIGHLANDS BANKSHARES, INC. NOMINEE HOLDER CERTIFICATION The undersigned, a broker, custodian bank, trustee, depositary or other nominee holder of rights (the “Rights”) to purchase shares of Highlands Bankshares, Inc. (the “Company”) pursuant to the rights offering described and provided for in the Company’s registration statement, as amended, and final prospectus dated [ ], 2014 (the

- FORM S-1/A

As filed with the Securities and Exchange Commission on May 23, 2014. Registration No. 333- 195355 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Pre-Effective Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HIGHLANDS BANKSHARES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Virginia 6022 54-1796693 (State or other jurisdic

SUBSCRIPTION AGENT AGREEMENT

Exhibit 99.7 SUBSCRIPTION AGENT AGREEMENT THIS SUBSCRIPTION AGENT AGREEMENT ("Agreement") between Highlands Bankshares, Inc., a Virginia corporation (the "Company"), and Registrar and Transfer Company, a New Jersey corporation (the "Agent"), is dated as of , 2014. 1. Appointment. (a) The Company is distributing at no charge (the "Rights Offering") to its shareholders of record at the close of busi

HIGHLANDS BANKSHARES, INC. BENEFICIAL OWNER ELECTION FORM

Exhibit 99.6 HIGHLANDS BANKSHARES, INC. BENEFICIAL OWNER ELECTION FORM The undersigned acknowledge(s) receipt of your letter and the enclosed materials relating to the grant of non-transferable rights to purchase common stock, par value $0.625 per share, of Highlands Bankshares, Inc. (the “Company”). I (we) hereby instruct you as follows: (CHECK THE APPLICABLE BOXES AND PROVIDE ALL REQUIRED INFORM

SUBSCRIPTION RIGHTS TO PURCHASE SHARES OF COMMON STOCK OFFERED PURSUANT TO SUBSCRIPTION RIGHTS DISTRIBUTED TO SHAREHOLDERS OF HIGHLANDS BANKSHARES, INC.

Exhibit 99.4 SUBSCRIPTION RIGHTS TO PURCHASE SHARES OF COMMON STOCK OFFERED PURSUANT TO SUBSCRIPTION RIGHTS DISTRIBUTED TO SHAREHOLDERS OF HIGHLANDS BANKSHARES, INC. [ ], 2014 To Our Clients: Enclosed for your consideration are a prospectus, dated [ ], 2014 (the “Prospectus”), and the “Beneficial Owner Election Form” relating to the offering (the “Rights Offering”) by Highlands Bankshares, Inc. (t

SUBSCRIPTION RIGHTS TO PURCHASE SHARES OF COMMON STOCK OFFERED PURSUANT TO SUBSCRIPTION RIGHTS DISTRIBUTED TO SHAREHOLDERS OF HIGHLANDS BANKSHARES, INC.

Exhibit 99.3 SUBSCRIPTION RIGHTS TO PURCHASE SHARES OF COMMON STOCK OFFERED PURSUANT TO SUBSCRIPTION RIGHTS DISTRIBUTED TO SHAREHOLDERS OF HIGHLANDS BANKSHARES, INC. [ ], 2014 To Security Dealers, Commercial Banks, Trust Companies and Other Nominees: This letter is being distributed to securities dealers, commercial banks, trust companies and other nominees in connection with the rights offering (

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: [ ]ooPreliminary Proxy Statement [ ]oCoConfidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Registration Statement - FORM S-1

As filed with the Securities and Exchange Commission on April 17, 2014. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HIGHLANDS BANKSHARES, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Virginia 6022 54-1796693 (State or other jurisdiction of incorporation) (Primary Standa

Form of Securities Purchase Agreement, dated April 14, 2014, by and among Highlands Bankshares, Inc. and certain institutional investors (attached as Exhibit 10.2 to the Current Report on Form 8-K filed April 16, 2014 and incorporated by reference herein)

Exhibit 10.2 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT dated as of April 14, 2014 by and among HIGHLANDS BANKSHARES, INC. and [ ] TABLE OF CONTENTS Page ARTICLE I PURCHASE; CLOSING 2 1.1. Issuance, Sale and Purchase 2 1.2. Closing; Deliverables for Closing; Conditions of Closing 2 ARTICLE II REPRESENTATIONS AND WARRANTIES 5 2.1. Certain Terms 5 2.2. Representations and Warranties of the Comp

Form of Securities Purchase Agreement, dated April 14, 2014, by and among Highlands Bankshares, Inc. and certain institutional investors (attached as Exhibit 10.3 to the Current Report on Form 8-K filed April 16, 2014 and incorporated by reference herein)

Exhibit 10.3 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT dated as of April 14, 2014 by and among HIGHLANDS BANKSHARES, INC. and [ ] TABLE OF CONTENTS Page ARTICLE I PURCHASE; CLOSING 2 1.1. Issuance, Sale and Purchase 2 1.2. Closing; Deliverables for Closing; Conditions of Closing 2 ARTICLE II REPRESENTATIONS AND WARRANTIES 5 2.1. Certain Terms 5 2.2. Representations and Warranties of the Comp

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - FORM 8-K

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): April 10, 2014 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Numbe

Articles of Amendment to the Articles of Incorporation of Highlands Bankshares, Inc. (attached as Exhibit 3.1 to the Current Report on Form 8-K filed April 16, 2014 and incorporated by reference herein)

Exhibit 3.1 ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF HIGHLANDS BANKSHARES, INC. 1. The name of the Corporation is Highlands Bankshares, Inc. 2. Article II of the Corporation’s Amended and Restated Articles of Incorporation shall be amended by adding a new Paragraph E to fix the preferences, limitations and relative rights of the Corporation’s Series A Convertible Perpetual Preferr

Form of Director Indemnification Agreement (attached as Exhibit 10.5 to the Current Report on Form 8-K filed April 16, 2014 and incorporated by reference herein)

Exhibit 10.5 DIRECTOR INDEMNIFICATION AGREEMENT Director Indemnification Agreement (this “Agreement”), dated as of April 14, 2014 between Highlands Bankshares, Inc., a Virginia corporation (the “Company”), and (“Indemnitee”). RECITALS A. Indemnitee is a director of the Company and in such capacity is performing valuable services to the Company. B. Competent and experienced persons are reluctant to

Form of Securities Purchase Agreement, dated April 14, 2014, by and among Highlands Bankshares, Inc. and certain directors and executive officers (attached as Exhibit 10.4 to the Current Report on Form 8-K filed April 16, 2014 and incorporated by reference herein)

Exhibit 10.4 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT dated as of April 3, 2014 by and among HIGHLANDS BANKSHARES, INC. and [ ] TABLE OF CONTENTS Page ARTICLE I PURCHASE; CLOSING 2 1.1. Issuance, Sale and Purchase 2 1.2. Closing; Deliverables for Closing; Conditions of Closing 2 ARTICLE II REPRESENTATIONS AND WARRANTIES 5 2.1. Certain Terms 5 2.2. Representations and Warranties of the Compa

Securities Purchase Agreement, dated April 14, 2014, by and between Highlands Bankshares, Inc. and TNH Financials Fund, L.P. (attached as Exhibit 10.1 to the Current Report on Form 8-K filed April 16, 2014 and incorporated by reference herein)

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT dated as of April 14, 2014 by and among HIGHLANDS BANKSHARES, INC. and TNH FINANCIALS FUND, L.P. TABLE OF CONTENTS Page ARTICLE I PURCHASE; CLOSING 2 1.1. Issuance, Sale and Purchase 2 1.2. Closing; Deliverables for Closing; Conditions of Closing 2 ARTICLE II REPRESENTATIONS AND WARRANTIES 6 2.1. Certain Terms 6 2.2. Representations and Warranties of the

Highlands Bankshares FORM 10-K FOR YEAR ENDING 12/31/2013 (Annual Report)

f10k123113.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2013 Commission File Number 000-27622 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation or o

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January 9th, 2014 Mr. Gus Rodriquez, Accounting Branch Chief Securities and Exchange Commission Washington, DC 20549 Re: Highlands Bankshares, Inc. Form 10-K for the Fiscal Year Ended December 31, 2012 Filed March 29, 2013 File No. 000-27622 Dear Mr. Rodriguez: Highlands Bankshares, Inc. (the “Company,” “we,” “our” or “us”) has received your letter dated November 25, 2013 containing comments on th

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December 20, 2013 Gus Rodriguez Accounting Branch Chief Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.

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December 6, 2013 Gus Rodriguez Accounting Branch Chief Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.

Submission of Matters to a Vote of Security Holders - AMENDMENT TO FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 8, 2013 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Comm

Submission of Matters to a Vote of Security Holders - FORM 8-K

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 8, 2013 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number)

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DEF 14A 1 hbiproxy2013.htm PROXY UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, For Use of the Commission Only (as permi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 27, 2012 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number

Submission of Matters to a Vote of Security Holders -

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 9, 2012 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Number)

Highlands Bankshares, Inc. Consolidated Financial Highlights (unaudited) (in thousands except per share data)

Dear Shareholder: We are pleased to report to you the results of the first quarter and the beginning of 2012.

Financial Statements and Exhibits, Results of Operations and Financial Condition -

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): April 27, 2012 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Numbe

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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): December 14, 2011 HIGHLANDS BANKSHARES, INC. (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-27622 (Commission File Nu