4//SEC Filing
Miltimore Joseph E. 4
Accession 0001179110-19-000167
CIK 0001324410other
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 1:55 PM ET
Size
9.2 KB
Accession
0001179110-19-000167
Insider Transaction Report
Form 4
Guaranty BancorpGBNK
Miltimore Joseph E.
EVP, Middle Market
Transactions
- Exercise/Conversion
Voting Common Stock
2019-01-01+6,138→ 27,230 total - Disposition to Issuer
Voting Common Stock
2019-01-01−27,230→ 0 total - Exercise/Conversion
Voting Common Stock
2019-01-01+5,000→ 21,092 total
Footnotes (3)
- [F1]On January 1, 2019 (the "Effective Date"), pursuant to the Agreement and Plan of Reorganization dated as of May 22, 2018, by and between Independent Bank Group, Inc. ("Independent") and Guaranty Bancorp ("Guaranty"), Guaranty merged with and into Independent (the "Merger"). In connection with the Merger shares of performance-based restricted stock previously granted to the reporting person under the Guaranty Bancorp Amended and Restated 2005 Stock Incentive Plan vested on the Effective Date.
- [F2]In connection with the Merger shares of performance-based restricted stock previously granted to the reporting person under the Guaranty Bancorp 2015 Long-Term Incentive Plan converted into shares of time-based restricted stock pursuant to the terms of the plan scheduled to vest in accordance with the original performance cycle.
- [F3]In connection with the Merger each share of Guaranty common stock and each unvested share of time-based restricted stock granted to the reporting person was converted into the right to receive 0.45 of a share of Independent common stock and restricted stock, respectively, with cash payable in lieu of a fractional share in an amount equal to the fraction of a share of Independent common stock which the holder would otherwise be entitled to receive multiplied by $51.92. In connection with the Merger, the reporting person has the right to receive, in exchange therefor, an aggregate of 7,938 shares of Independent common stock and 4,312 shares of Independent time-based restricted stock, with cash payable in lieu of a fractional share of Independent common stock, subject to any required tax withholding under applicable law. On December 31, 2018, the last trading day preceding the Effective Date, the closing price of Independent common stock was $45.77 per share.
Documents
Issuer
Guaranty Bancorp
CIK 0001324410
Entity typeother
Related Parties
1- filerCIK 0001722928
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 1:55 PM ET
- Size
- 9.2 KB