Item 2.01 Completion of Acquisition or Disposition of Assets.

On January 31, 2021 (the "Closing Date"), Bay Banks of Virginia, Inc. (the "Company"), the holding company of Virginia Commonwealth Bank ("VCB"), completed the transactions contemplated by the Agreement and Plan of Reorganization, dated as of August 12, 2020, as amended on November 6, 2020, between the Company and Blue Ridge Bankshares, Inc. ("Blue Ridge"), the holding company of Blue Ridge Bank, National Association ("Blue Ridge Bank"), and a related Plan of Merger (the "Merger Agreement"). On the Closing Date, (i) the Company merged with and into Blue Ridge, with Blue Ridge continuing as the surviving corporation (the "Merger") and (ii) immediately following the effective time of the Merger (the "Effective Time"), VCB was merged with and into Blue Ridge Bank, with Blue Ridge Bank continuing as the surviving bank (together with the Merger, the "Mergers").

At the Effective Time, pursuant to the terms of the Merger Agreement, in exchange for each share of the Company's common stock, the Company's shareholders received 0.5000 shares of Blue Ridge common stock, plus cash in lieu of any fractional shares (the "Merger Consideration"). Each option to purchase shares of the Company's common stock, whether vested or unvested, was converted into an option to acquire shares of Blue Ridge common stock, on terms and conditions adjusted as provided for in the Merger Agreement. Each restricted stock award of the Company that was unvested or contingent vested and was converted into the right to receive the merger consideration payable under the Merger Agreement with respect to shares of the Company's common stock.

The foregoing summary of the Merger Agreement and the Mergers is not complete and is qualified in its entirety by reference to the complete text of the Merger Agreement, which is filed as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 3.03 Material Modification to Rights of Security Holders.

The disclosure set forth under Item 2.01 is incorporated by reference into this Item 3.03.

Item 5.01 Changes in Control of Registrant.

On January 31, 2021, pursuant to the terms of the Merger Agreement, Blue Ridge completed the acquisition of the Company through the merger of the Company with and into Blue Ridge, with Blue Ridge continuing as the surviving corporation. As a result of the Merger, each share of the Company's common stock issued and outstanding immediately prior to such time was automatically cancelled and converted into the right to receive the Merger Consideration. The aggregate amount paid by Blue Ridge for the Merger Consideration was approximately 6,627,729 shares of the Blue Ridge common stock, which had a value of approximately $124.8 million based on the closing price of Blue Ridge common stock on January 29, 2021.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

Also on January 31, 2021, C. Frank Scott, III retired as President of VCB. Mr. Scott also served as Chairman of the Board of Directors of the Company and, pursuant to the terms of the Merger Agreement, has been appointed to serve on the Board of Directors of Blue Ridge.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits



Exhibit
  No.                                    Description

  2.1         Agreement and Plan of Reorganization, dated as of August 12, 2020,
            as amended on November 6, 2020, by and between Blue Ridge Bankshares,
            Inc. and Bay Banks of Virginia, Inc. (incorporated by reference to
            Appendix A to the joint proxy statement/prospectus included in
            Amendment No. 1 to the Company's Registration Statement on Form S-4
            (File No. 333-249438) filed on December 9, 2020). (Certain schedules
            and attachments have been omitted pursuant to Item 601(a)(5) or Item
            601(b)(2) of Regulation S-K. Such schedules and attachments are
            described in the Agreement and Plan of Reorganization. Blue Ridge
            Bankshares, Inc. agrees to furnish supplementally to the Securities
            and Exchange Commission a copy of any omitted schedule or attachment
            upon request.).

  104       The cover page from this Current Report on Form 8-K, formatted in
            Inline XBRL.

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