4//SEC Filing
Ader Jason 4
Accession 0001181431-12-054979
CIK 0001406251other
Filed
Oct 16, 8:00 PM ET
Accepted
Oct 17, 4:22 PM ET
Size
18.1 KB
Accession
0001181431-12-054979
Insider Transaction Report
Form 4
Ader Jason
Director
Transactions
- Disposition to Issuer
Common Stock, par value $0.0001
2012-10-17−50,000→ 0 total - Disposition to Issuer
Common Stock, par value $0.0001
2012-10-17−69,764→ 0 total - Disposition to Issuer
Common Stock, par value $0.0001
2012-10-17−180→ 0 total(indirect: By immediate family) - Exercise/Conversion
Common Stock, par value $0.0001
2012-10-17+50,000→ 0 total - Disposition to Issuer
Common Stock, par value $0.0001
2012-10-17−330,423→ 0 total(indirect: By LLC) - Exercise/Conversion
Restricted stock units
2012-10-17−50,000→ 0 total→ Common Stock, par value $0.0001 (50,000 underlying)
Footnotes (4)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated August 17, 2012, between Western Liberty Bancorp and Western Alliance Bancorporation (the "Merger Agreement"), in exchange for the right, with respect to each share of Western Liberty Bancorp common stock, to elect to receive, subject to proration, either (i) 0.4341 of a share of Western Alliance Bancorporation common stock or (ii) $4.02 in cash.
- [F2]The terms of the restricted stock units are set forth in an October 28, 2010 letter agreement between Jason N. Ader and Western Liberty Bancorp, which letter agreement is included as Exhibit 10.1 to a Form 8-K Current Report filed by Western Liberty Bancorp with the SEC on November 3, 2010. The restricted stock units were fully vested on the October 28, 2010 grant date. By the terms of the letter agreement, each restricted stock unit is to be settled for a single share of common stock on the first to occur of October 28, 2013 or the date on which a change in control occurs. (Continued in footnote 3)
- [F3]In order to reflect settlement of the restricted stock units for common stock occurring because of the merger described in Note (1) above and in order to reflect the immediate disposition of those shares of common stock in the merger, (x) Table II reports the October 17, 2012 1-for-1 settlement of the 50,000 restricted stock units for common stock as conversion of a derivative security (Transaction Code M), (y) Table I reports the October 17, 2012 1-for-1 settlement of the restricted stock units for common stock as the acquisition of 50,000 shares of common stock (Transaction Code M), and (z) Table I also separately reports the disposition of those 50,000 shares of common stock in the October 17, 2012 merger described in Note (1) above (Transaction Code D).
- [F4]1-for-1
Issuer
WESTERN LIBERTY BANCORP
CIK 0001406251
Entity typeother
Related Parties
1- filerCIK 0001327998
Filing Metadata
- Form type
- 4
- Filed
- Oct 16, 8:00 PM ET
- Accepted
- Oct 17, 4:22 PM ET
- Size
- 18.1 KB