Item 3.03 Material Modification to Rights of Security Holders.
The information set forth below in Item 5.03 is hereby incorporated by reference into this Item 3.03.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
The number of shares of Common Stock subject to the Company's outstanding stock options, warrants and restricted stock awards, as well as the relevant exercise prices per share, if applicable, has been proportionately adjusted to reflect the Reverse Split. No fractional shares of Common Stock will be issued as a result of the Reverse Split. Instead, shareholders who would otherwise be entitled to a fractional share will have such fractional share rounded up to the nearest whole share.
A copy of the Articles of Amendment is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 8.01 Other Events.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 3.1 Articles of Amendment, effective
August 8, 2014. 99.1 Village Bank and Trust Financial Corp.press release dated August 6, 2014. 2