UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-K/A

(Amendment No. 1)





xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For the fiscal year ended December 31,
2013



 ̈
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: 001-35852



Cordia Bancorp Inc.

(Exact name of registrant as specified
in its charter)

|Virginia                                                      |  | 26-4700031                         
|------------------------------------------------------------- |  | -----------------------------------
|(State or other jurisdiction ofincorporation or organization) |  | (I.R.S. EmployerIdentification No.)



|11730 Hull Street Road, Midlothian, Virginia |  | 23112     
|-------------------------------------------- |  | ----------
|(Address of principal executive offices)     |  | (Zip Code)



Registrant’s telephone number,
including area code (804) 763-1333



Securities registered under Section 12(b)
of the Act:

|Title of each class           |  | Name of each exchange on which registered
|----------------------------- |  | -----------------------------------------
|Common Stock, $0.01 par value |  | The NASDAQ Stock Market, LLC             



Securities registered under Section 12(g)
of the Act: None





Indicate by check mark if the issuer is a well-known seasoned
issuer, as defined by rule 405 of the Securities Act. Yes   ̈     No 
x



Indicate by check mark if the issuer is not required to file
reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes   ̈     No 
x



Indicate by check mark if the issuer (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
    Yes  x     No   ̈



Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant
to Rule 405 of Regulation S-T ( § 232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files).     Yes  x
    No   ̈



Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K ( § 229.405 of this chapter) is not contained herein, and will not be contained, to the best
of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K.    ̈



Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of “large accelerated
filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.



|Large accelerated filer
         ̈ |  | Accelerated filer
         ̈ |  | Non-accelerated filer
         ̈
        (Do not check if a smaller reporting
        company) |  | Smaller reporting company
        x
|--------------------------------- |  | --------------------------- |  | --------------------------------------------------------------------------------------------- |  | -----------------------------------



Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes   ̈     No 
x



The aggregate market value of the common stock held by non-affiliates
as of June 28, 2013 was $8,104,295 based on a closing price of $4.29.



The number of shares of common stock outstanding as of March
24, 2014 was 2,777,382.















EXPLANATORY NOTE



This Amendment No.
1 to the Annual Report on Form 10-K for the year ended December 31, 2013 of Cordia Bancorp Inc. (the “Company”), initially
filed with the Securities and Exchange Commission on March 26, 2014 (the “Form 10-K”), is being filed by the Company
to include the information required by Part III of Form 10-K. Except for the inclusion of the additional information required by
Part III of Form 10-K contained herein, no other changes have been made to the Form 10-K. This Amendment No. 1 to the Form 10-K
speaks as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original
filing date, and does not modify or update in any way disclosures made in the original Form 10-K.













TABLE OF CONTENTS



Part III





|Item 10 | Directors, Executive Officers and Corporate Governance                                         | 1 
|------- | ---------------------------------------------------------------------------------------------- | --
|Item 11 | Executive Compensation                                                                         | 6 
|Item 12 | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 9 
|Item 13 | Certain Relationships and Related Transactions, and Director Independence                      | 11
|Item 14 | Principal Accounting Fees and Services                                                         | 12





Part IV



|Item 15 | Exhibits, Financial Statement Schedules | 13
|------- | --------------------------------------- | --
|        |                                         |   
|        | Signatures                              |   

















PART III



ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE



Board of Directors



The Board of Directors
of Cordia Bancorp Inc. (“Cordia” or the “Company”) currently consists of ten members. The Board is divided
into three classes, as nearly equal in number as possible, with three-year staggered terms.



Pursuant to the
terms of a Securities Purchase Agreement, dated as of April 10, 2014, the Company appointed Michael F. Rosinus, a
representative selected by TNH Financial Funds, L.P., an affiliate of Tricadia Capital Management LLC, to serve on its Board
of Directors. TNH Financial Funds, L.P. will have the right to be represented on the Board of Directors of the Company by one
director of its choice, subject to reasonable approval of the Board of Directors, for as long as it beneficially owns at
least 5.0% of the Company’s outstanding common stock (whether acquired upon conversion of shares of the Company’s
Series A Preferred Stock or otherwise and including, for this purpose, the Company’s nonvoting common stock).
Additionally, pursuant to the terms of the Securities Purchase Agreement, the Company also agreed, not later than May
31, 2014, to appoint David Zlatin to the Board of Directors of the Company and/or nominate him for election as a director at
the Company’s 2014 annual meeting of stockholders, subject to satisfaction of the legal and governance
requirements regarding service as a director of the Company and to the reasonable approval of the Board of Directors.



Information regarding
the directors is provided below. Unless otherwise stated, each person has held his or her current occupation for the last five
years. Ages presented are as of December 31, 2013.



David C. Bushnell,
age 59, has served as a director of Bank of Virginia (“BOVA”) since 2011. He is the Chief Risk Officer of Cordia Bancorp.
He also is Managing Director of Bushnell Consulting, LLC, a financial service consulting firm and a member of the Board of Directors
of RenaissanceRe Holdings Limited, a global provider of insurance coverage. Mr. Bushnell retired from Citigroup in December 2007,
after 22 years of service. He served as the Chief Risk Officer of Citigroup from 2003 through 2007 and as Chief Administrative
Officer in 2007. Previously, Mr. Bushnell worked for Salomon Smith Barney Inc. (later acquired by Citigroup) and its predecessors
in a variety of positions, including as a Managing Director and Chief Risk Officer. Mr. Bushnell began his career at BayBanks Inc.,
a regional bank holding company headquartered in Boston. He holds a BA in English from Amherst College.



As a former senior
risk officer and chief administrative officer of Citigroup, Mr. Bushnell brings to the Board the perspective and experience of
an executive who has participated in the management of a large, complex business organization. His experience in the banking industry
gives him a deep understanding of BOVA’s business and exposure to risk.



G. Waddy Garrett,
age 72, has served as a director at BOVA since September 2002. He is the President of GWG Financial, LLC, an investment and consulting
company located in Richmond, Virginia and a Trustee and Director of the Chesapeake Bay Foundation. He also serves on the Board
of Directors of other public and private companies, including Reeds Jewelers, Willard Agri-Service, and New Life Technologies.
For 25 years he served as chairman and CEO of Alliance Agronomics, Inc., a regional manufacturer of fertilizer and distributor
of ag-chemicals and seed, located in Mechanicsville, Virginia. Prior to that, he served as a Lt. Commander in the U.S. Navy aboard
several nuclear submarines. Mr. Garrett’s previous community banking experience includes serving as a Director of Dominion
Bank and County Bank of Chesterfield. He holds a BS in Marine Engineering from the U.S. Naval Academy and a M.B.A. in Finance from
Harvard University.



Mr. Garrett’s
previous bank board experience, in addition to his extensive experience on other public company boards and audit committees, provides
Mr. Garrett with a wide set of skills and perspectives to be an effective director.





1







Thomas L. Gordon,
age 58, has served as a director of BOVA since September 2002. Senior Partner of Gordon, Dodson, Gordon & Rowlett, Attorneys
at Law, Mr. Gordon is a life-long resident of Chesterfield County, Virginia and a graduate of T. C. Williams School of Law at the
University of Richmond. Mr. Gordon is a member of the Chesterfield Bar Association, the Family Law Section and the Criminal Law
Sections of the Virginia State Bar. Mr. Gordon has over twenty years of experience representing community banks. He served as a
director and member of the loan committee for the County Bank of Chesterfield and succeeding banks for 15 years.



Mr. Gordon brings to
the Board extensive experience as a bank director and as a lawyer representing community banks, and has an excellent understanding
of corporate governance.



Peter W. Grieve,
age 58, has served as a director of Cordia since 2009 and as a director of BOVA since December 2010. He is Co-founder and Chairman
of the Board of Directors of Cordia Bancorp. In 2009, he stepped down from a highly successful 25-year career as a Managing Director
of Goldman Sachs to help found Cordia Bancorp. At Goldman, Mr. Grieve co-founded, built and led the firm's largest private wealth
management practice globally. At Cordia he is responsible for the Company’s capital-raising strategy for individual and institutional
investors. In 2013, Mr. Grieve was named a partner and subsequently Chairman of Beach Hem Capital Management, a private hedge firm.
Mr. Grieve is a graduate of the U.S. Naval Academy, served as a Marine infantry officer, and holds an MBA from the Tuck School
of Business at Dartmouth, where he most recently served on the Board of Overseers. He sits on the Investment Committee of the U.S.
Naval Academy Foundation. In addition Mr. Grieve serves on the board of directors of GrassRoot Soccer, an HIV prevention and education
organization for African youth through the sport of soccer, and The Mission Continues, a non-profit that facilitates returning
veterans to continue their service in their communities.



As a former investment
banker, Mr. Grieve brings to the Board significant experience and expertise in public and private debt and equity markets.



Hunter R. Hollar,
age 65, has served as a director of BOVA since 2011. From 1994 to 2008, he served as Chief Executive Officer of Sandy Spring Bancorp,
located in Maryland. Under his leadership at Sandy Spring, Mr. Hollar oversaw the growth of Sandy Spring Bank from $760 million
to $3.3 billion in assets, an annualized growth rate of 9.6%, and 10 branches to 40 branches in Maryland and Virginia. Following
his retirement from Sandy Spring Bancorp in 2008, he continued to serve as Chairman of the Board until December 2009. Prior to
Sandy Spring Bancorp, he served as Senior Vice President and Senior Credit Officer at Dominion Bank in Richmond, Virginia. He also
served a three-year term as a Director of the Federal Reserve Bank of Richmond from 2006 to 2008. Mr. Hollar began his banking
career in 1972 in Harrisonburg, Virginia. He earned an MBA from James Madison University and a BA in Economics from the University
of Virginia.



As a former chief executive
officer of a financial institution, Mr. Hollar brings to the Board a wealth of experience and expertise in the banking industry
and in managing corporate issues relating to growth, strategic planning and competition. His experience as a senior credit officer
also has proved invaluable to the board in its loan approval activities.



Michael F. Rosinus,
age 55, is a Managing Director of TRF Partners LLC, which is a consultant to Tricadia Capital Management, LLC. Through this relationship,
Mr. Rosinus serves as a Senior Advisor to Tricadia Capital Management, LLC focusing on investments in community bank and other
financial services. Since 2010, TRF Partners LLC has been the co-general partner of PTMR Capital Partners LP, a fund affiliated
with Performance Trust Investment Advisors, which made equity investments in distressed community banks. From 2008 to 2010, he
served as co-head of the community bank investment team at Lightyear Capital. From 1998 to 2008 he was the Portfolio Manager at
Rosinus Financial Fund LP and Tiedemann Rosinus LP, both of which made investments in community banks. Before joining Tiedemann,
Mr. Rosinus was employed in the banking industry for 18 years, serving as the Chief Lending Officer for M&T Bank in New York
City and subsequently the Chief Executive Officer of the Commercial Banking Division for Citibank in Chicago. Mr. Rosinus also
served as a director of Sun American Bancorp from 2005 to 2010. Mr. Rosinus received his B.A. from Hamilton College and an M.B.A.
from the Stern School of Business, New York University.





2







As an investment professional,
fund manager and former banker, Mr. Rosinus brings to the Board significant experience and expertise in public and private equity
markets and the banking industry.



Raymond H. Smith,
Jr., age 54, has served as a director of Cordia since 2009 and as a director of BOVA since December 2010. He is also a co-founder
and director of Cordia Bancorp. Since 1992 he has served as President of Smith Brown & Groover, Inc., a securities broker/dealer
in Macon, Georgia. In 1997 he became a co-founder of Rivoli Bank and Trust, a commercial bank chartered in Georgia, and served
on its board of directors until its sale in 2005. In 2006, he was a founding investor in Patriot Bank of Georgia. Mr. Smith formerly
served as chairman of a five-state committee for the Board of the Financial Industry Regulatory Authority, Inc. (FINRA), formerly
the National Association of Securities Dealers, and recently completed service on FINRA's Small Firm Advisory Board in Washington,
DC.



After completing his
MBA in 1982, Mr. Smith was appointed Vice President at Prudential Capital, where he was responsible for asset and liability management
and new product development. Subsequently he developed interest rate hedging strategies as a Vice President at E.F. Hutton in New
York, and co-founded Capital Risk Management Corp., where he specialized in asset securitization. Mr. Smith holds leadership positions
in various civic and charitable groups in Macon, Georgia. He earned his B.B.A from the University of Georgia and MBA from the University
of Texas. Mr. Smith brings to the Board experience in community banks and the issues and challenges faced by start-up institutions.



Mr. Smith’s past
board service gives him experience in compensation and corporate governance. Mr. Smith is also designated as BOVA’s Audit
Committee financial expert.



Todd S. Thomson,
age 52, has served as a director of Cordia since 2010 and as a director of BOVA since 2011. He is a founder and the Chairman of
Dynasty Financial Partners, a wealth management adviser firm, and founder and CEO of Headwaters Capital, a proprietary investment
business. Mr. Thomson formerly served as Chairman and CEO of Citigroup Global Wealth Management, comprised of Smith Barney, The
Citigroup Private Bank, and Citigroup Investment Research. With $1.4 trillion in assets and over $10 billion in revenue, Citi GWM
ranked as one of the leading wealth management businesses in the world. Mr. Thomson also served for five years as Citigroup CFO,
where he led operations, strategy and all finance functions, and oversaw Citigroup Alternative investments, with approximately
$15 billion in hedge funds, private equity, and credit structures.



Previously, Mr. Thomson
served as CEO of the Citigroup Private Bank from 1999 to 2000 and Senior Vice President of Acquisitions and Strategy from 1998
to 1999. He also served as Vice Chairman of Citibank, N.A. His prior experience includes EVP of Acquisitions and Strategy for GE
Capital; Partner, Barents Group; and Manager at Bain and Co. Mr. Thomson is also a member of the Board of the World Resources Institute,
the Board of Trustees of Davidson College and Chair of the Wharton Leadership Center Advisory Board. He is a graduate of Davidson
College and received his MBA, with distinction, from the Wharton School of the University of Pennsylvania.



As a former senior
officer of Citigroup, Mr. Thomson brings to the Board the perspective and experience of an executive who has participated in the
management of a large, complex business organization. His experience in the banking industry gives him a deep understanding of
Cordia’s business and strategic and financial alternatives.



John P. Wright,
age 56, has served as a director of BOVA since December 2010. He serves as principal merger and strategy advisor to Cordia Bancorp.
Mr. Wright served as a bank equity analyst, salesman, and corporate finance specialist at Keefe, Bruyette, & Woods from 1983
to 1995. Since that time, he has advised institutional investors on their investments in the financial services sector and managed
portfolios at SKY Investment Group, Fox-Pitt, Kelton and George Weiss Associates, a market neutral hedge fund. Mr. Wright lectured
at the New England School of Banking and is a former President of the Banc Analyst Association of Boston. He is a graduate of Middlebury
College and holds an MBA from the Tuck School of Business at Dartmouth.



Mr. Wright brings to
the Board experience in capital markets and corporate finance, with particular expertise in bank valuations and mergers and acquisitions.





3







Jack Zoeller,
age 64, has served as a director of Cordia since 2009 and has served as a director of BOVA and Chairman of its Board of Directors
since December 2010. He is Co-founder, President and CEO of Cordia Bancorp. He has 33 years of experience in the start-up and turn-around
of companies in the banking, financial services and risk management industries. During the last major banking crisis in the U.S.,
he served as turn-around CEO of ComFed Bancorp, a troubled $1.8 billion asset-size bank holding company in Massachusetts. Early
in his career he managed initial public stock offerings and provided financial and merger advice to community banks. From 2006
to 2009 he served on the board and executive committee of a Virginia bank holding company that merged with a healthy community
bank and acquired two failed banks from the FDIC.



Mr. Zoeller began his
career in corporate finance at E.F. Hutton in New York, after serving as a U.S. Army Ranger and infantry company commander in the
82d Airborne Division. At Hutton he pioneered the development of credit and interest rate risk strategies and built the first financial
guarantee insurance subsidiary on Wall Street. He founded and served as CEO of Hutton Risk Management, Capital Risk Management
and AtlantiCare Risk Management, and also served three years as CEO of New England's largest volume mortgage lender. Mr. Zoeller
is believed to have been the first bank president asked by the RTC to remain in place during his bank's conservatorship. Commencing
in 1995, he served as founder and CEO of AtlantiCare Inc. and North American Health & Life Insurance Co. Ltd. He has served
on 22 corporate and nonprofit boards of directors. Since 2010, he has served on the Defense Business Board at the Pentagon, and
also serves as a vising research professor at George Washington University. Mr. Zoeller is a graduate of the U.S. Military Academy
at West Point, holds a MPP from the Harvard Kennedy School and an M.Litt. from Oxford University, where he studied as a Rhodes
Scholar.



As a chief executive
officer previously engaged to turn around a troubled financial institution, Mr. Zoeller brings to the Board valuable experience
in managing regulatory compliance, team-building, growth, and strategic planning. His experience with business start-ups and on
other boards gives him a breadth of experience in recruiting, capital raising and corporate governance.



Executive Officers



The following individuals currently serve
as executive officers of Cordia and BOVA.



|Name               |  | Position                                                               
|------------------ |  | -----------------------------------------------------------------------
|Jack Zoeller       |  | President and Chief Executive Officer of Cordia                        
|                   |  |                                                                        
|                   |  | Chairman of the Board and Chief Executive Officer of BOVA              
|                   |  |                                                                        
|Richard Dickinson  |  | President and Chief Operating Officer of BOVA                          
|                   |  |                                                                        
|Mark Severson      |  | Executive Vice President and Chief Financial Officer of Cordia and BOVA
|                   |  |                                                                        
|Roy Barzel         |  | Executive Vice President and Chief Credit Officer of BOVA              
|                   |  |                                                                        
|Don Andree         |  | Executive Vice President of BOVA                                       
|                   |  |                                                                        
|Christy Quesenbery |  | Senior Vice President, Operations of BOVA                              
|                   |  |                                                                        
|Robert Sims        |  | Senior Vice President, Retail Banking of BOVA                          



Below is information
about our executive officers who are not also directors. Ages presented are as of December 31, 2013.



Don Andree joined
BOVA as Senior Vice President — Special Assets in May 2011 and was promoted to Executive Vice President in September 2013.
Prior to BOVA, Mr. Andree spent 14 years at SunTrust Bank where his most recent position was Senior Vice President and Regional
Manager for the Special Assets/Residential Builder group in the Mid-Atlantic Region. Formerly he served as Regional Credit Officer
for greater Richmond and western Virginia. Age 60.





4







Roy Barzel joined
BOVA as Executive Vice President and Chief Credit Officer in April 2011. Prior to joining BOVA, Mr. Barzel spent 25 years at SunTrust
Bank in Richmond where his most recent position was Senior Vice President and Regional Credit Officer for commercial real estate
in the Mid-Atlantic region. Formerly he served as the Senior Credit Officer for residential builders and land developers for all
of SunTrust. Age 62.



Richard Dickinson
has served as President and Chief Operating Officer of BOVA since January 2012. From May 2011 to his appointment as President,
Mr. Dickinson served as Executive Vice President. Throughout his tenure at BOVA he has served as Chief Operating Officer. Prior
to joining BOVA, Mr. Dickinson spent his career with SunTrust Bank, serving in a variety of senior lending, credit and special
asset positions, primarily in Richmond and most recently as Senior Credit Officer and Executive Vice President of Commercial Real
Estate for all of SunTrust. Age 53.



Christy Quesenbery
joined BOVA as Senior Vice President — Operations in November 2011. Prior to Bank of Virginia, Ms. Quesenbery had over 30
years of banking experience, including most recently four years as Senior Vice President and Chief Administrative Officer at Virginia
Partners Bank in Fredericksburg, VA. Age 55.



Mark Severson
joined BOVA as Executive Vice President — Chief Financial Officer of Cordia and BOVA in September 2013. Prior to Bank of
Virginia Mr. Severson had over 37 years of banking experience and had been Chief Financial Officer of several large financial institutions,
including as Executive Vice President and Chief Financial Officer of Chemung Financial Corporation in Elmira, NY, from 2012 –
13 and prior to that as Executive Vice President and Chief Financial Officer of FNB United in Ashboro, NC, from 2007 – 2011.
Age 59.



Robert Sims
joined BOVA as Senior Vice President — Retail Banking in September 2012. Prior to joining BOVA, Mr. Sims was President/Founder
of Sims Development Group in Stuart, FL from 2011 to 2012. Prior to that he served 24 years in senior retail, marketing and treasury
positions in three banking institutions, including most recently as Senior Vice President of NBT Bancorp in Norwich, NY. Age 48.



Section 16(a) Beneficial Ownership Reporting
Compliance



Section 16(a) of the
Securities Exchange Act of 1934 requires Cordia’s executive officers and directors, and persons who own more than 10% of
any registered class of Cordia’s equity securities, to file reports of ownership and changes in ownership with the Federal
Reserve Board. Executive officers, directors and greater than 10% shareholders are required by regulation to furnish Cordia with
copies of all Section 16(a) reports they file. Based solely on Cordia’s review of copies of the reports it has received
and written representations provided to it from the individuals required to file the reports, Cordia believes that each of its
executive officers and directors has complied with applicable reporting requirements for transactions in Cordia common stock during
the year ended December 31, 2013 except for one untimely report on Form 4 by each of Mark Severson and Christy Quesenbery.



Audit Committee Financial Expert



The Audit Committee
of Cordia’s Board of Directors, established in accordance with section 3(a)(58)(A) of the Exchange Act, assists the Board
of Directors in fulfilling its oversight responsibility to the shareholders relating to the integrity of Cordia’s financial
statements, Cordia’s compliance with legal and regulatory requirements and the qualifications, independence and the performance
of the internal audit function. The Audit Committee is directly responsible for the appointment, compensation, retention and oversight
of the work of the independent accountants engaged for the purpose of preparing or issuing an audit report or performing other
audit, review or attestation services for Cordia. The Board of Directors has adopted a written charter for the Audit Committee.



The members of the
Audit Committee are G. Waddy Garrett (Chairman), Thomas L. Gordon, Raymond H. Smith, Jr. and John P. Wright, all of whom the Board
in its business judgment has determined are independent as defined by Nasdaq’s listing standards and Securities and Exchange
Commission regulations. The Board of Directors also has determined that all of the members of the Audit Committee have sufficient
knowledge in financial and auditing matters to serve on the Audit Committee and that Mr. Smith qualifies and is designated as an
audit committee financial expert as defined by SEC regulations and the Sarbanes Oxley Act of 2002, while Mr. Garrett holds the
responsibility of Audit Committee Chairman.





5







Code of Ethics and Business Conduct



The Board of Directors
has approved a Code of Business Conduct and Ethics for directors, officers and employees of Cordia. The Code addresses such topics
as confidentiality of information, conflicts of interest, business conduct, extensions of credit to family members, political contributions
and political activities, expectations of the employee and employer, compliance with applicable laws and regulations, accuracy
and preservation of records and accounting and financial reporting and conflicts of interest. Requests for a copy of Cordia’s
Code of Ethics will be provided, free of charge, upon written request by sending the request to Cordia Bancorp, Inc., Attn: Chief
Financial Officer, P.O. Box 5658, Midlothian, VA 23112, by e-mail to info@cordiabancorp.com or by visiting Bank of Virginia’s
website at www.bankofva.com.



ITEM 11. EXECUTIVE COMPENSATION



Summary Compensation Table



The following information
is furnished for the principal executive officer and the two next most highly compensated executive officers who served in such
capacity at December 31, 2013. These individuals are referred to in this Part III as “named executive officers.”



|Name and Principal Position                                           |  | Year |      |  | Salary |   |         | Bonus |  |   | All Other Compensation (1) |  |  | Total |       
|--------------------------------------------------------------------- |  | ---- | ---- |  | ------ | - | ------- | ----- |  | - | -------------------------- |  |  | ----- | ------
|                                                                      |  |      |      |  |        |   |         |       |  |   |                            |  |  |       |       
|Jack Zoeller                                                          |  |      | 2013 |  |        | $ | 325,000 |       |  | $ | 6,250                      |  |  | $     | 43,239
|President andChief Executive Officer                                  |  |      | 2012 |  |        |   | 300,000 |       |  |   | --                         |  |  |       | 51,504
|                                                                      |  |      |      |  |        |   |         |       |  |   |                            |  |  |       |       
|Richard Dickinson                                                     |  |      | 2013 |  |        |   | 265,000 |       |  |   | 5,500                      |  |  |       | 7,760 
|President and Chief Operating Officer of Bank of Virginia             |  |      | 2012 |  |        |   | 265,000 |       |  |   | --                         |  |  |       | 7,050 
|                                                                      |  |      |      |  |        |   |         |       |  |   |                            |  |  |       |       
|Roy Barzel                                                            |  |      | 2013 |  |        |   | 175,000 |       |  |   | 4,375                      |  |  |       | 8,225 
|Executive Vice President and Chief Credit Officer of Bank of Virginia |  |      | 2012 |  |        |   | 175,000 |       |  |   | --                         |  |  |       | 6,995 

_________________________________

|(1) | Amount includes term life benefits and health, disability and long term care insurance premiums paid on behalf of the employee. For Mr. Zoeller, amount also includes housing allowance, travel allowance, and personal use of an employer-owned vehicle.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Employment Agreement



Cordia is a party to
an employment agreement with Jack Zoeller. The employment agreement has a term that expires on December 31, 2016, at which time
it will renew automatically for successive one-year terms unless either party gives the other notice of non-renewal at least 60
days prior to the end of the then-current term.



In addition to base
salary, Mr. Zoeller is entitled to certain housing and transportation benefits and to participation in corporate benefit plans
for which he is eligible. Mr. Zoeller is also entitled to life insurance with a death benefit of $1 million.





6







Mr. Zoeller will be
subject to restrictions on competing against Cordia, soliciting depositors or other customers of Cordia, and recruiting certain
employees of Cordia for a period of 12 months following termination of his employment, except that the restriction on competition
will cease to apply following a change in control.



See “—Potential
Post-Termination Benefits” for a discussion of the potential payments that Mr. Zoeller may receive under his employment
agreement upon his separation from service from Cordia.



Outstanding Equity Awards at Fiscal Year-End





The following table
provides information as of December 31, 2013 concerning vested and unvested unexercised stock options for each named executive
officer.



|                  |  |            |  | Option Awards                                                  
|----------------- |  | ---------- |  | ---------------------------------------------------------------
|Name              |  | Grant Date |  | Number of Securities Underlying Unexercised Options Exercisable
|Jack Zoeller      |  | 10/26/11   |  |                                                                
|                  |  | 3/27/13    |  |                                                                
|Richard Dickenson |  | 8/24/11    |  |                                                                
|                  |  | 6/8/12     |  |                                                                
|                  |  | 3/27/13    |  |                                                                
|Roy Barzel        |  | 8/24/11    |  |                                                                
|                  |  | 3/27/13    |  |                                                                

_______________

| | (1) | The options awarded vest equally and annually over a four-year period from the date of grant.
| | --- | ---------------------------------------------------------------------------------------------

| | (2) | Based upon Cordia's closing stock price of $4.16 on December 31, 2013.
| | --- | ----------------------------------------------------------------------



Potential Post-Termination Benefits



Under the terms of
his employment agreement, if Mr. Zoeller is terminated without cause, or if he resigns for good reason (as defined in the employment
agreement), he will be entitled to receive his base salary for a period of 36 months following termination. If any payment made
to Mr. Zoeller would constitute an “excess parachute payment” under Section 280G of the Internal Revenue Code, thereby
resulting in a loss of an income tax deduction by Cordia or the imposition of an excise tax on Mr. Zoeller under Section 4999 of
the Internal Revenue Code, then the payments provided for by the employment agreement will be reduced to one dollar less than the
maximum amount that may be paid without causing any such payment to be nondeductible.



If Mr. Zoeller’s
shares of restricted stock held as of December 9, 2010 are not fully vested and Mr. Zoeller’s employment is terminated without
cause or he resigns for good reason within one year after a change in control, then Mr. Zoeller will be entitled to a lump sum
payment equal to 299% of his annual base salary plus his most recent annual bonus. No payment will be made if Mr. Zoeller’s
restricted shares vest within one year of the change in control.



Equity Awards. The
following table summarizes the consequences under Cordia’s 2011 Stock Incentive Plan that would occur with respect to outstanding
stock options in the event of termination of employment of a named executive officer.





7







|Event                   | Consequence                                                                                                                                                                                                                         
|----------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Involuntary termination | Unvested stock options will terminate immediately. Vested stock options remain exercisable for three months after the date of termination.                                                                                          
|                        |                                                                                                                                                                                                                                     
|Death or disability     | Immediate vesting. Stock options remain exercisable until the earlier of one year from the date of death or termination due to disability or the expiration date of the stock options.                                              
|                        |                                                                                                                                                                                                                                     
|Voluntary termination   | Unvested stock options will terminate immediately. Vested stock options remain exercisable for three months after the date of termination.                                                                                          
|                        |                                                                                                                                                                                                                                     
|Change in control       | Immediate vesting. Stock options remain exercisable until the expiration of the remaining term of the stock options if the option holder is involuntarily or constructively terminated within 12 months after the change in control.



Director Compensation



The following table
provides the compensation received by individuals who served as directors and who were not also named executive officers of Cordia
during the 2013 fiscal year.



|                      |  | Fees Earned or Paid in Cash |       |  | Stock Awards (1) |   |       | All Other Compensation |  |  | Total       | 
|--------------------- |  | --------------------------- | ----- |  | ---------------- | - | ----- | ---------------------- |  |  | ----------- | 
|David C. Bushnell     |  | $                           | 8,550 |  |                  | $ | 9,000 |                        |  |  | $11,000 (2) | 
|G. Waddy Garrett      |  |                             | 7,350 |  |                  |   | 9,000 |                        |  |  | —           | 
|Thomas L. Gordon      |  |                             | 8,850 |  |                  |   | 9,000 |                        |  |  | —           | 
|Peter W. Grieve       |  |                             | 8,050 |  |                  |   | 9,000 |                        |  |  | —           | 
|Hunter R. Hollar      |  |                             | 8,350 |  |                  |   | 9,000 |                        |  |  | —           | 
|Raymond H. Smith, Jr. |  |                             | 7,750 |  |                  |   | 9,000 |                        |  |  | —           | 
|Todd Thomson          |  |                             | 6,550 |  |                  |   | 9,000 |                        |  |  | —           | 
|John P. Wright        |  |                             | 7,750 |  |                  |   | 9,000 |                        |  |  | —           | 

| |  | 
| |  | 

________________________

| | (1) | These amounts represent the aggregate grant date fair value for restricted stock awards granted
during 2013, computed in accordance with FASB ASC Topic 718.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (2) | Represents fees paid to Mr. Bushnell in connection with his service as interim Chief Financial
Officer of Cordia and Bank of Virginia during the 2013 fiscal year.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------



The following table
sets forth the applicable retainers and fees that were paid to non-employee directors for their service on the Board of Directors
during 2013.



|                      |  | Amount |    
|--------------------- |  | ------ | ---
|Board meeting fee     |  | $      | 500
|Committee meeting fee |  |        | 100



8







|ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|-------- | ----------------------------------------------------------------------------------------------



Security
Ownership of Certain Beneficial Owners and Management



The following table
provides information as of April 10, 2014 about the persons known to Cordia to be the beneficial owners of more than 5% of Cordia’s
outstanding common stock. A person may be considered to beneficially own any shares of common stock over which he or she has, directly
or indirectly, sole or shared voting or investment power.



|Name and Address                                                                                                      |  | Number
                                         of Shares
                                         Owned |         |     | Percent of
                                         Common Stock Outstanding
                                         (1) | 
|--------------------------------------------------------------------------------------------------------------------- |  | -------------------------------------------------------------------------------------------------------- | ------- | --- | ------------------------------------------------------------------------------------------------------------------------- | 
|                                                                                                                      |  |                                                                                                          |         |     |                                                                                                                           | 
|Peter W. Grieve 11730 Hull Street Road Midlothian, Virginia 23112                                                     |  |                                                                                                          | 295,182 |     |                                                                                                                           | 
|                                                                                                                      |  |                                                                                                          |         |     |                                                                                                                           | 
|Freestone Investments, LLC Freestone Capital Management, LLC 1918 Eighth Avenue, Suite 3400 Seattle, Washington 98101 |  |                                                                                                          | 181,976 | (2) |                                                                                                                           | 
|                                                                                                                      |  |                                                                                                          |         |     |                                                                                                                           | 
|Todd Thomson 11730 Hull Street Road Midlothian, Virginia 23112                                                        |  |                                                                                                          | 174,764 |     |                                                                                                                           | 
|                                                                                                                      |  |                                                                                                          |         |     |                                                                                                                           | 
|Jack Zoeller 11730 Hull Street Road Midlothian, Virginia 23112                                                        |  |                                                                                                          | 159,638 | (3) |                                                                                                                           | 

___________________

|(1) | Based on 2,788,302 shares of the Company’s common stock outstanding and entitled to vote as of March 31, 2014.          
|--- | ------------------------------------------------------------------------------------------------------------------------
|(2) | Based on information contained in a Schedule 13G filed with the Securities and Exchange Commission on February 12, 2014.
|(3) | Includes 8,300 shares that may be acquired upon the exercise of stock options.                                          



9









The following table
provides information as of April 10, 2014 about the shares of Cordia common stock that may be considered to be owned by each director,
nominee for director, executive officers named in the Summary Compensation Table and by all directors, nominees for director
and executive officers of Cordia as a group. Unless otherwise indicated, each of the named individuals has sole voting and investment
power with respect to the shares shown and none of the named individuals has pledged his or her shares.

|Name                                                         |  | Common Stock |         |     | Options Exercisable Within 60 Days |  |        | Total |  |  | Percent of Shares of Common Stock Outstanding |  |  | Series A Preferred Stock |      |  | Percent of Shares of Series A Preferred Stock Outstanding | 
|------------------------------------------------------------ |  | ------------ | ------- | --- | ---------------------------------- |  | ------ | ----- |  |  | --------------------------------------------- |  |  | ------------------------ | ---- |  | --------------------------------------------------------- | 
|Directors:                                                   |  |              |         |     |                                    |  |        |       |  |  |                                               |  |  |                          |      |  |                                                           | 
|David C. Bushnell                                            |  |              | 75,577  |     |                                    |  | -      |       |  |  | 75,577                                        |  |  |                          | 2.7  |  |                                                           | 
|G. Waddy Garrett                                             |  |              | 74,787  | (1) |                                    |  | 1,328  |       |  |  | 76,115                                        |  |  |                          | 2.7  |  |                                                           | 
|Thomas L. Gordon                                             |  |              | 6,019   |     |                                    |  | 1,328  |       |  |  | 7,347                                         |  |  |                          | *    |  |                                                           | 
|Peter W. Grieve                                              |  |              | 295,182 | (2) |                                    |  | -      |       |  |  | 295,182                                       |  |  |                          | 10.6 |  |                                                           | 
|Hunter R. Hollar                                             |  |              | 5,515   |     |                                    |  | -      |       |  |  | 5,515                                         |  |  |                          | *    |  |                                                           | 
|Michael F. Rosinus                                           |  |              | 13,691  | (3) |                                    |  | -      |       |  |  | 12,762                                        |  |  |                          | *    |  |                                                           | 
|Raymond H. Smith, Jr.                                        |  |              | 51,391  |     |                                    |  | -      |       |  |  | 51,391                                        |  |  |                          | 1.9  |  |                                                           | 
|Todd Thomson                                                 |  |              | 174,764 |     |                                    |  | -      |       |  |  | 174,764                                       |  |  |                          | 6.3  |  |                                                           | 
|John P. Wright                                               |  |              | 36,220  |     |                                    |  | -      |       |  |  | 36,220                                        |  |  |                          | 1.3  |  |                                                           | 
|David Zlatin                                                 |  |              | -       |     |                                    |  | -      |       |  |  | -                                             |  |  |                          | *    |  |                                                           | 
|Jack Zoeller                                                 |  |              | 151,338 |     |                                    |  | 8,300  |       |  |  | 159,638                                       |  |  |                          | 5.7  |  |                                                           | 
|                                                             |  |              |         |     |                                    |  |        |       |  |  |                                               |  |  |                          |      |  |                                                           | 
|Named Executive Officers Who Are Not Also Directors          |  |              |         |     |                                    |  |        |       |  |  |                                               |  |  |                          |      |  |                                                           | 
|Richard Dickinson                                            |  |              | 5,000   |     |                                    |  | 18,320 |       |  |  | 23,320                                        |  |  |                          | *    |  |                                                           | 
|Roy Barzel                                                   |  |              | 8,771   |     |                                    |  | 3,984  |       |  |  | 12,755                                        |  |  |                          | *    |  |                                                           | 
|All directors and executive officers as a group (15 persons) |  |              | 914,826 |     |                                    |  | 34,588 |       |  |  | 949,414                                       |  |  |                          | 33.8 |  |                                                           | 

_____________________________________________

|*   | Indicates less than 1% ownership.                                                             
|--- | ----------------------------------------------------------------------------------------------
|(1) | Amount includes 2,700 shares held by spouse.                                                  
|(2) | Includes 10,000 shares held in a trust over which Mr. Grieve has voting and dispositive power.
|(3) | Includes 12,762 shares pledged as security.                                                   



Change in Control



Management of the Company
knows of no arrangements, including any pledge by any person of securities of the Company, the operation of which may at a subsequent
date result in a change in control of the Company.





10







Equity Compensation Plan Information



The following table
sets forth information about Cordia common stock that may be issued upon exercise of options, warrants and rights under all of
Cordia’s equity compensation plans as of December 31, 2013.



|Plan Category                                                 |  | Number of securities to be issued upon the exercise of outstanding options, warrants and rights |         |  | Weighted-average exercise price of outstanding options, warrants and rights |   |      | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in the first column) | 
|------------------------------------------------------------- |  | ----------------------------------------------------------------------------------------------- | ------- |  | --------------------------------------------------------------------------- | - | ---- | ------------------------------------------------------------------------------------------------------------------------------------------------- | 
|                                                              |  |                                                                                                 |         |  |                                                                             |   |      |                                                                                                                                                   | 
|Equity compensation plans    approved by security holders     |  |                                                                                                 | 85,656  |  |                                                                             | $ | 8.67 |                                                                                                                                                   | 
|                                                              |  |                                                                                                 |         |  |                                                                             |   |      |                                                                                                                                                   | 
|Equity compensation plans    not approved by security holders |  |                                                                                                 | 30,000  |  |                                                                             |   | 4.84 |                                                                                                                                                   | 
|                                                              |  |                                                                                                 |         |  |                                                                             |   |      |                                                                                                                                                   | 
|Total                                                         |  |                                                                                                 | 115,656 |  |                                                                             |   |      |                                                                                                                                                   | 





|ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
|-------- | ------------------------------------------------------------------------



Transactions
with Related Persons



Directors and officers
and the business and professional organizations with which they are associated have and will continue to have banking transactions,
including deposit accounts, loans and loan participations, with Cordia in the ordinary course of business. Any loans and loan commitments
are made in accordance with all applicable laws. Such transactions were made in the ordinary course of business and were made on
substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions
with other persons, and did not involve more than normal risk of collectability or present other unfavorable features.



Loans to directors
and officers must comply with Cordia lending policies and statutory lending limits, and directors with a personal interest in any
loan application are excluded from voting on the approval of any such loan application.



There were no transactions
beyond normal banking transactions, as detailed above, during 2013 between Cordia’s directors or officers and Cordia.



Director Independence



Eight of our ten directors
are independent under the current listing standards of the Nasdaq Stock Market. The only directors who are not independent under
such standards are Jack Zoeller, who is employed as President and Chief Executive Officer of Cordia, and David Bushnell, who previously
served as interim Chief Financial Officer of Cordia. In determining the independence of directors, the Board of Directors considered
the various deposit, loan and other relationships that each director has with Bank of Virginia, including loans and lines of credit,
and determined in each case that these relationships did not interfere with their exercise of independent judgment in carrying
out their responsibilities as a director.





11







ITEM 14. PRINCIPAL
ACCOUNTANT FEES AND SERVICES



Audit Fees



The following table
sets forth the fees paid by Cordia to Yount, Hyde & Barbour, P.C. for the fiscal years ended December 31, 2013 and 2012.



|                       |  | 2013 |         |  | 2012 |  
|---------------------- |  | ---- | ------- |  | ---- | -
|Audit fees (1)         |  | $    | 103,888 |  |      | $
|Audit related fees (2) |  |      | 3,490   |  |      |  
|Tax fees (3)           |  |      | 6,000   |  |      |  

___________________

| | (1) | Audit fees consist of fees for professional services rendered for the audit of Cordia and Cordia’s consolidated financial statements. The amount also includes fees related to the review of financial statements included in Cordia’s Quarterly Reports on Form 10-Q and the Annual Report on Form 10-K as well as services normally provided by the independent auditor in connection with statutory and regulatory filings or engagements.
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (2) | Audit-related fees consist of discussions concerning financial accounting and reporting standards.                                                                                                                                                                                                                                                                                                                                           
| | (3) | Tax services fees consist of fees for compliance tax services, including tax planning and advice and preparation of tax returns.                                                                                                                                                                                                                                                                                                             



Approval of Services by the Independent
Auditor



The Audit Committee
is responsible for appointing and reviewing the work of the independent registered public accounting firm and setting the independent
registered public accounting firm’s compensation. In accordance with its charter, the Audit Committee shall consider any
non-audit services to be performed by the independent registered public accounting firm and shall receive periodic reports from
the independent registered accounting firm regarding the independent registered public accounting firm’s independence. This
approval process ensures that the independent registered public accounting firm does not provide any non-audit services to Cordia
that are prohibited by law or regulation. During the year ended December 31, 2013, all services were approved in advance
by the Audit Committee in compliance with these procedures.





12







PART IV



|Item 15. | Exhibits, Financial Statement Schedules
|-------- | ---------------------------------------



|Exhibit No. |  | Description                                                           |  | Incorporated by Reference to                                                                                                     
|----------- |  | --------------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------
|            |  |                                                                       |  |                                                                                                                                  
|            |  |                                                                       |  |                                                                                                                                  
|3.1         |  | Amended and Restated Articles of Incorporation of Cordia Bancorp Inc. |  | Exhibit 3.1 to Registration Statement on Form S-4
        (File No. 333-186087), as amended, initially filed on January 18, 2013.
|3.2         |  | Amendment to Articles of Incorporation                                |  | Exhibit 3.1 to Current Report on Form 8-K File No. 001-35852) filed on April 11, 2014.                                           
|            |  |                                                                       |  |                                                                                                                                  
|3.3         |  | Bylaws of Cordia Bancorp Inc.                                         |  | Exhibit 3.2 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013.        



|10.1* |  | Bank of Virginia 2005 Stock Option Plan                                                                      |  | Exhibit 10.1 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013. 
|----- |  | ------------------------------------------------------------------------------------------------------------ |  | ---------------------------------------------------------------------------------------------------------------------------
|      |  |                                                                                                              |  |                                                                                                                            
|10.2* |  | Form of Employee Stock Option Agreement                                                                      |  | Exhibit 10.1 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013. 
|      |  |                                                                                                              |  |                                                                                                                            
|10.3* |  | Form of Director Stock Option Agreement                                                                      |  | Exhibit 10.3 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013. 
|      |  |                                                                                                              |  |                                                                                                                            
|      |  |                                                                                                              |  |                                                                                                                            
|10.4* |  | Bank of Virginia 2011 Stock Incentive Plan                                                                   |  | Exhibit 10.5 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013. 
|      |  |                                                                                                              |  |                                                                                                                            
|10.5* |  | Employment Agreement between Cordia Bancorp Inc. and Jack C. Zoeller                                         |  | Exhibit 10.6 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013. 
|      |  |                                                                                                              |  |                                                                                                                            
|10.6* |  | Nonqualified Stock Option of Richard Dickinson                                                               |  | Exhibit 10.7 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013. 
|      |  |                                                                                                              |  |                                                                                                                            
|10.7* |  | Amended and Restated Series A Stock Purchase Agreement between Cordia Bancorp Inc. and David C. Bushnell     |  | Exhibit 10.8 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013. 
|      |  |                                                                                                              |  |                                                                                                                            
|10.8* |  | Second Amended and Restated Founder Stock Purchase Agreement between Cordia Bancorp Inc. and Peter W. Grieve |  | Exhibit 10.9 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013. 
|      |  |                                                                                                              |  |                                                                                                                            
|10.9* |  | Amended and Restated Founder Stock Purchase Agreement between Cordia Bancorp Inc. and Raymond H. Smith, Jr.  |  | Exhibit 10.10 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013.
|      |  |                                                                                                              |  |                                                                                                                            





13







|10.10* |  | Amended and Restated Founder Stock Purchase Agreement between Cordia Bancorp Inc. and Todd S. Thomson       |  | Exhibit 10.11 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013.        
|------ |  | ----------------------------------------------------------------------------------------------------------- |  | -----------------------------------------------------------------------------------------------------------------------------------
|       |  |                                                                                                             |  |                                                                                                                                    
|10.11* |  | Second Amended and Restated Founder Stock Purchase Agreement between Cordia Bancorp Inc. and John P. Wright |  | Exhibit 10.12 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013.        
|       |  |                                                                                                             |  |                                                                                                                                    
|10.12* |  | Second Amended and Restated Founder Stock Purchase Agreement between Cordia Bancorp Inc. and Jack Zoeller   |  | Exhibit 10.13 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013.        
|       |  |                                                                                                             |  |                                                                                                                                    
|10.13* |  | Form of Incentive Stock Option Award                                                                        |  | Exhibit 10.14 to Registration Statement on Form S-4 (File No. 333-186087), as amended, initially filed on January 18, 2013.        
|       |  |                                                                                                             |  |                                                                                                                                    
|10.14* |  | Form of Non-Statutory Stock Option Award                                                                    |  | Exhibit 10.15 to Registration Statement on Form S-4
        (File No. 333-186087), as amended, initially filed on January 18, 2013.
|10.15* |  | Nonqualified Inducement Stock Option Grant Notice and Stock Option Agreement with Mark A. Severson          |  | Exhibit 99.1 to Registration Statement on Form S-8
        (File No. 333-192340) filed on November 14, 2013.                       
|10.16* |  | Inducement Restricted Stock Award Notice and Award Agreement with Mark A. Severson                          |  | Exhibit 99.2 to Registration Statement on Form S-8
        (File No. 333-192340) filed on November 14, 2013                        
|10.17* |  | First Amendment to Employment Agreement with Jack C. Zoeller                                                |  | Exhibit 10.1 to Current Report on Form 8-K filed on March 4, 2014.                                                                 
|       |  |                                                                                                             |  |                                                                                                                                    
|21     |  | Subsidiaries                                                                                                |  | Previously filed.                                                                                                                  
|23     |  | Consent of Yount, Hyde, Barbour, P.C.                                                                       |  | Previously filed.                                                                                                                  
|       |  |                                                                                                             |  |                                                                                                                                    
|31.1   |  | Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer                                       |  | Filed herewith.                                                                                                                    
|       |  |                                                                                                             |  |                                                                                                                                    
|31.2   |  | Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer                                       |  | Filed herewith.                                                                                                                    
|       |  |                                                                                                             |  |                                                                                                                                    
|32.1   |  | Section 1350 Certifications of Principal Executive Officer and Principal Financial Officer                  |  | Filed herewith.                                                                                                                    



________________

*Management contract or compensatory plan, contract or arrangement.





14







SIGNATURES



Pursuant to the requirements of Section
13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.





|               | CORDIA BANCORP INC.
|-------------- | -------------------
|April 29, 2014 |                    
|               | By:                
|               |                    
|               |