SEC Form 4 · accession 0001437749-18-007353

BEAR STATE FINANCIAL, INC. · BSF

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director · 10% Owner

Period of report

Apr 20, 2018

Accepted (ET)

Apr 20, 2018 · 4:54 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001006424

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Apr 11, 2018	G	10,000	$0.00	D	551,663	D
Common Stock^F1	Apr 20, 2018	U	551,663	$10.28	D	0	D
Common Stock^F1	Apr 20, 2018	U	15,095,785	$10.28	D	0	I	By Bear State Financial Holdings, LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F2,F3	—	Apr 20, 2018	U	856	D	—	—	Common Stock	856	0	D
Warrant (right to buy)^F4	$7.11	Apr 20, 2018	U	39,381	D	—	Aug 13, 2018	Common Stock	39,381	0	D

F1Pursuant to the Agreement and Plan of Reorganization (the "merger agreement"), dated as of August 22, 2017, by and among Bear State Financial, Inc. (Bear State), Bear State Bank, Arvest Bank and Arvest Acquisition Sub, Inc., shares of Bear State common stock were converted into the right to receive $10.28 cash per share, without interest.
F2Each restricted stock unit represents a contingent right to receive one share of Company common stock.
F3Pursuant to the terms of the merger agreement, at the effective time of the merger, this restricted stock unit award was cancelled and converted into the right to receive a cash payment equal to $10.28 per unit.
F4Pursuant to the terms of the merger agreement, at the effective time of the merger, this warrant to purchase common stock was cancelled and converted into the right to receive a cash payment equal to the aggregate number of shares of Bear State Common Stock subject to such warrant multiplied by the difference of $10.28 and the exercise price of such warrant.