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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Preferred Stock (4) | (4) | (4) | (4) | Common Stock | 141,057 | 141,057 (4) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KRATZ DOUGLAS M 12700 PARK CENTRAL DRIVE SUITE 1700 DALLAS, TX 75251 |
X |
/s/Adam D. Nelson Attorney-in-fact | 04/03/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents 1,481 shares of restricted common stock of Issuer granted to the reporting person under Issuer's 2014 Omnibus Incentive Plan. Of such shares, 493 shares will vest on the first anniversary of the date of grant (04/01/2016), 493 shares will vest on the second anniversary of the date of grant (04/01/2017), and 495 shares will vest on the third anniversary of the date of grant (04/01/2018). |
(2) | Consists of (i) 138,662 shares of common stock of Issuer directly held by reporting person, and (ii) 1,481 unvested shares of restricted common stock of Issuer which will vest as described in footnote (1) above. |
(3) | These 7,798 shares of common stock of Issuer are held for the benefit of reporting person by Wells Fargo Bank, National Association, pursuant to a holdback escrow agreement entered into in connection with issuer's acquisition of Triumph Community Bank in October 2013. |
(4) | Reporting person has the right to acquire 141,057 shares of common stock of Issuer through the conversion of 20,325 shares of Series B Convertible Preferred Stock at a conversion rate of 6.94008 shares of common stock for every one share of Series B Preferred Stock. Such conversion may be effected at any time while such preferred shares are outstanding. |