4//SEC Filing
Cullum Charles S 4
Accession 0002023454-25-000003
CIK 0000824410other
Filed
Apr 1, 8:00 PM ET
Accepted
Apr 2, 4:32 PM ET
Size
15.8 KB
Accession
0002023454-25-000003
Insider Transaction Report
Form 4
Cullum Charles S
EVP, Chief Financial Officer
Transactions
- Disposition to Issuer
Common Stock
2025-04-01−198→ 0 total - Disposition to Issuer
Common Stock
2025-04-01−2,352→ 0 total - Disposition to Issuer
Common Stock
2025-04-01−4,855→ 0 total - Disposition to Issuer
Common Stock
2025-04-01−2,700→ 0 total - Disposition to Issuer
Common Stock
2025-04-01−2,833→ 0 total - Disposition to Issuer
Common Stock
2025-04-01−1,236→ 0 total - Award
Common Stock
2025-04-01+4,855→ 4,855 total - Disposition to Issuer
Common Stock
2025-04-01−3,507.84→ 0 total
Footnotes (3)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated as of October 21, 2024, by and between Sandy Spring Bancorp, Inc. ("Sandy Spring") and Atlantic Union Bankshares Corporation ("AUB") (the "Merger Agreement"), including in respect of shares underlying, as applicable, SASR RSA Awards as defined in the Merger Agreement. Sandy Spring merged with and into AUB, with AUB continuing as the surviving entity. At the Effective Time of the merger (as defined in the Merger Agreement), each share of Sandy Spring common stock issued and outstanding immediately prior to such time, and each share of Sandy Spring common stock underlying the reporting person's SASR RSA Awards, was converted into the right to receive 0.900 shares of AUB common stock, and, if applicable, cash in lieu of fractional shares. On March 31, 2025, the closing price of Sandy Spring's common stock was $27.95 per share and the closing price of AUB's common stock was $31.14 per share.
- [F2]At the Effective Time of the merger (as defined in the Merger Agreement), pursuant to the terms of the Merger Agreement, each Sandy Spring Restricted Stock Unit was converted into a time-based restricted stock unit denominated in shares of AUB common stock based on the Exchange Ratio (rounded down to the nearest whole share) and remained subject to the same terms and conditions as applied immediately prior to the Effective Time.
- [F3]Represents performance-based restricted stock units ("PSUs") which had not been previously reported that converted into time-vesting AUB restricted stock units pursuant to the terms of the Merger Agreement. The PSUs were originally granted on March 12, 2025 under the Sandy Spring Bancorp, Inc. 2024 Equity Plan.
Documents
Issuer
SANDY SPRING BANCORP INC
CIK 0000824410
Entity typeother
Related Parties
1- filerCIK 0002023454
Filing Metadata
- Form type
- 4
- Filed
- Apr 1, 8:00 PM ET
- Accepted
- Apr 2, 4:32 PM ET
- Size
- 15.8 KB