4//SEC Filing
Callaghan William 4
Accession 0001209191-18-000207
CIK 0001143155other
Filed
Jan 1, 7:00 PM ET
Accepted
Jan 2, 4:25 PM ET
Size
15.9 KB
Accession
0001209191-18-000207
Insider Transaction Report
Form 4
Callaghan William
Senior VP and CIO
Transactions
- Disposition to Issuer
Option (right to buy)
2018-01-01−1,540→ 0 totalExercise: $10.30Exp: 2021-04-03→ Common Stock (1,540 underlying) - Disposition to Issuer
Option (right to buy)
2018-01-01−5,359→ 0 totalExercise: $9.50Exp: 2022-08-14→ Common Stock (5,359 underlying) - Disposition to Issuer
Restricted Stock Units
2018-01-01−626→ 0 totalExercise: $0.00→ Common Stock (626 underlying) - Disposition to Issuer
Common Stock
2018-01-01−8,966→ 0 total - Disposition to Issuer
Option (right to buy)
2018-01-01−5,359→ 0 totalExercise: $26.20Exp: 2019-05-07→ Common Stock (5,359 underlying)
Footnotes (6)
- [F1]Pursuant to the Agreement and Plan of Reorganization (the "Merger Agreement") between Xenith Bankshares, Inc. ("Xenith") and Union Bankshares Corporation ("Union"), Xenith was merged with and into Union (the "Merger") on January 1, 2018. Pursuant to the Merger Agreement, at the effective time of the Merger, each share of Xenith common stock that was outstanding immediately prior to the effective time of the Merger was converted into the right to receive 0.9354 shares of Union common stock (the "Exchange Ratio") and cash in lieu of any fractional shares (together, the "Merger Consideration"),
- [F2]Pursuant to the Merger Agreement, at the effective time of the Merger, these shares of Xenith common stock were converted into the right to receive 8,386 shares of Union common stock having a market value of $33.83 per share.
- [F3]Pursuant to the Merger Agreement, at the effective time of the Merger, each Xenith restricted stock unit that was outstanding and unsettled, unvested or contingent immediately prior to the effective time of the Merger vested fully and was converted into the right to receive, without interest, the Merger Consideration payable in respect of each share of Xenith common stock underlying such Xenith restricted stock unit.
- [F4]These options were exercisable in three equal annual installments on December 22, 2010, December 22, 2011, and December 22, 2012. Pursuant to the Merger Agreement at the effective time of the Merger, this Xenith stock option was converted into the right to receive a cash payment of approximately $44,747, subject to any applicable withholdings.
- [F5]These options were exercisable in three equal annual installments on April 4, 2012, April 4, 2013, and April 4, 2014. Pursuant to the Merger Agreement, at the effective time of the Merger, this Xenith stock option was converted into the right to receive a cash payment of approximately $37,345, subject to any applicable withholdings.
- [F6]These options were exercisable in three equal installments on August 14, 2013, August 14, 2014, and August 14, 2015. Pursuant to the Merger Agreement, at the effective time of the Merger, this Xenith stock option was converted into the right to receive a cash payment of approximately $134,243, subject to any applicable withholdings.
Documents
Issuer
Xenith Bankshares, Inc.
CIK 0001143155
Entity typeother
Related Parties
1- filerCIK 0001680949
Filing Metadata
- Form type
- 4
- Filed
- Jan 1, 7:00 PM ET
- Accepted
- Jan 2, 4:25 PM ET
- Size
- 15.9 KB