Register Chip S 4
4 · FAUQUIER BANKSHARES, INC. · Filed Dec 21, 2020
Insider Transaction Report
Form 4
Register Chip S
EVP & Chief Operating Officer
Transactions
- Gift
Common Stock
2020-04-08−3,939→ 0 total(indirect: By Trust) - Gift
Common Stock
2020-04-08+3,939→ 8,207 total - Exercise/Conversion
Common Stock
2020-12-17+2,250→ 10,457 total - Exercise/Conversion
Performance Stock Units
2020-12-17−967→ 0 total→ Common Stock (967 underlying) - Disposition to Issuer
Common Stock
2020-12-17$17.40/sh−1,124$19,558→ 9,333 total - Exercise/Conversion
Performance Stock Units
2020-12-17−1,283→ 0 total→ Common Stock (1,283 underlying)
Footnotes (2)
- [F1]These shares were transferred from a trust over which the reporting person and his spouse are trustees to a joint account owned by the reporting person and his spouse.
- [F2]On December 17, 2020, the Compensation Committee (the "Committee") of the Board of Directors of Fauquier Bankshares, Inc. (the "Company") approved, effective December 17, 2020, the accelerated vesting of two performance stock unit awards previously granted to the reporting person, which were scheduled to vest on December 31, 2021 and December 31, 2022, respectively. The Committee approved the accelerated vesting in order to mitigate potential adverse tax consequences to the Company and the reporting person of Section 280G of the Internal Revenue Code, in connection with the Company's pending merger with Virginia National Bankshares Corporation. Each performance stock unit is the equivalent of one share of the Company's common stock. On December 17, 2020, 1,124 of the reporting person's performance stock units were settled for cash and the remaining 1,126 were settled for an equal number of shares of the Company's common stock.