Home/Filings/4/0001621578-25-000004
4//SEC Filing

Renfro LaVonda 4

Accession 0001621578-25-000004

CIK 0001501570other

Filed

Oct 21, 8:00 PM ET

Accepted

Oct 22, 6:47 PM ET

Size

25.0 KB

Accession

0001621578-25-000004

Insider Transaction Report

Form 4
Period: 2025-10-20
Renfro LaVonda
EVP, Chief Retail Officer
Transactions
  • Disposition to Issuer

    Common Stock

    2025-10-2060,2090 total
  • Disposition to Issuer

    Restricted Stock Units

    2025-10-203,2880 total
    Common Stock (3,288 underlying)
  • Disposition to Issuer

    Performance Stock Units

    2025-10-204,3090 total
    Common Stock (4,309 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2025-10-203,8920 total
    Common Stock (3,892 underlying)
  • Disposition to Issuer

    Performance Stock Units

    2025-10-201,7860 total
    Common Stock (1,786 underlying)
  • Disposition to Issuer

    Performance Stock Units

    2025-10-202,9730 total
    Common Stock (2,973 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2025-10-201,1800 total
    Common Stock (1,180 underlying)
  • Disposition to Issuer

    Performance Stock Units

    2025-10-201,7860 total
    Common Stock (1,786 underlying)
  • Disposition to Issuer

    Performance Stock Units

    2025-10-204,3090 total
    Common Stock (4,309 underlying)
  • Disposition to Issuer

    Performance Stock Units

    2025-10-202,9740 total
    Common Stock (2,974 underlying)
Footnotes (5)
  • [F1]On October 20, 2025, Huntington Bancshares Incorporated (Huntington) acquired the Issuer pursuant to the terms of that certain Agreement and Plan of Merger entered into by and between Huntington and the Issuer, dated as of July 13, 2025 (the Merger Agreement). Pursuant to the terms of the Merger Agreement, the Issuer merged with and into Huntington, with Huntington surviving such merger (the Merger).
  • [F2]Pursuant to the terms of the Merger Agreement, each share of Issuer common stock (other than certain excluded shares) outstanding immediately prior to the effective time of the Merger (the Effective Time) converted into the right to receive 1.95 shares of Huntington common stock (the Merger Consideration).
  • [F3]Each restricted stock unit (RSU) represents a right to receive at settlement one share of common stock of the Company.
  • [F4]Pursuant to the terms of the Merger Agreement, each RSU outstanding immediately prior to the Effective Time was canceled and converted into the right to receive (without interest) a number of shares of Huntington common stock equal to the product of (i) the number of shares of Issuer common stock subject to such RSU immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio (as defined below), less any applicable tax withholdings. The ratio of 1.95 shares of Huntington common stock for one share of Issuer common stock is referred to as the Exchange Ratio.
  • [F5]Pursuant to the terms of the Merger Agreement, each performance stock unit (PSU) previously granted by the Issuer outstanding immediately prior to the Effective Time was deemed to vest at target, was canceled and converted into the right to receive (without interest) a number of shares of Huntington common stock equal to the product of (i) the number of shares of Issuer common stock subject to such PSU immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio.

Issuer

Veritex Holdings, Inc.

CIK 0001501570

Entity typeother

Related Parties

1
  • filerCIK 0001621578

Filing Metadata

Form type
4
Filed
Oct 21, 8:00 PM ET
Accepted
Oct 22, 6:47 PM ET
Size
25.0 KB