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4//SEC Filing

RICHARDS DONNA W 4

Accession 0001209191-18-000481

CIK 0001143155other

Filed

Jan 2, 7:00 PM ET

Accepted

Jan 3, 10:55 AM ET

Size

10.9 KB

Accession

0001209191-18-000481

Insider Transaction Report

Form 4
Period: 2018-01-01
RICHARDS DONNA W
Pres of Bank of Hampton Roads
Transactions
  • Disposition to Issuer

    Restricted Stock Units

    2018-01-0110,0000 total
    Exercise: $0.00Common Stock (10,000 underlying)
  • Disposition to Issuer

    Common Stock

    2018-01-0121,0970 total
  • Disposition to Issuer

    Option (right to buy)

    2018-01-0162,3120 total
    Exercise: $16.10Exp: 2021-08-22Common Stock (62,312 underlying)
Footnotes (4)
  • [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 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 19,734 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]Pursuant to the Merger Agreement, at the effective time of the Merger, each option to purchase shares of Xenith common stock, whether vested or unvested, that was outstanding and unexercised immediately prior to the effective time of the Merger was converted into the right to receive a cash payment of approximately $1,149,652, subject to any applicable withholdings.

Issuer

Xenith Bankshares, Inc.

CIK 0001143155

Entity typeother

Related Parties

1
  • filerCIK 0001573384

Filing Metadata

Form type
4
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 10:55 AM ET
Size
10.9 KB