Kooman Kevin James 4
4 · LIMESTONE BANCORP, INC. · Filed May 1, 2023
Insider Transaction Report
Form 4
Kooman Kevin James
Director
Transactions
- Other
Common Stock
2023-04-30−336,551→ 0 total(indirect: By Partnership) - Other
Non-Voting Common Stock
2023-04-30$23.45/sh−1,000,000$23,450,000→ 0 total(indirect: By Partnership)→ Common Stock (1,000,000 underlying)
Footnotes (3)
- [F1]LMST common stock disposed pursuant to merger agreement between issuer and Peoples Bancorp Inc. in exchange for 302,895 shares of Peoples common stock having a market value of $26.06 per share on the effective date of the merger. Also, at the same time, Peoples non-voting common stock disposed pursuant to same merger agreement in exchange for 900,000 shares of Peoples common stock having a market value of $26.06 per share.
- [F2]Non-voting common shares contain an automatic conversion feature as follows: Each issued and outstanding Non-Voting Common share shall automatically be converted into one (1) Common share (the "Conversion Rate") upon the transfer of such Non-Voting Common Share (or any security convertible to or exercisable for such Non-Voting Common Share) in (a) a widespread public distribution, including pursuant to a registration statement filed with and declared effective by the SEC or pursuant to Rule 144 under the Securities Act, (b) a transfer in which no transferee (or group of associated transferees) would receive more than 2% of any class of Voting Securities or (c) a transfer to a transferee that controls more than 50% of the Voting Securities without any transfer from the transferor. The foregoing automatic conversion may occur as to some or all of the Non-Voting Common Shares held by any holder.
- [F3]Shares owned by Patriot Financial Partners III, L.P., Patriot Financial Manager, L.P., and/or Patriot Financial Advisors, L.P.. The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.