SEC Form 4 · accession 0001053352-15-000037
HERITAGE COMMERCE CORP · HTBK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John M Eggemeyer III
Director
Period of report
Apr 28, 2015
Accepted (ET)
Apr 30, 2015 · 5:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001053352
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| CommonF2 | Apr 28, 2015 | A | 1,768 | $0.00 | A | 1,768 | I | Indirect by Partnership |
| CommonF1 | holding | — | — | — | 1,284,000 | I | Indirect by Partnership |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Standard Employee Option - NSOF1 | $5.16 | holding | — | — | — | Jun 16, 2011 | Jun 16, 2021 | Common | 0 | 4,000 | I |
| Standard Employee Option - NSOF1 | $6.39 | holding | — | — | — | May 1, 2012 | May 1, 2022 | Common | 0 | 4,000 | I |
| Standard Employee Option - NSOF1 | $6.57 | holding | — | — | — | Apr 30, 2013 | Apr 30, 2023 | Common | 0 | 4,000 | I |
| Standard Employee Option - NSOF1 | $8.07 | holding | — | — | — | Feb 27, 2014 | Feb 27, 2024 | Common | 0 | 4,000 | I |
| Series C Preferred StockF1,F3 | $3.75 | holding | — | — | — | Aug 26, 2010 | Aug 26, 2020 | Common | 0 | 3,456,000 | I |
Explanation of responses
- F1The securities are held by Castle Creek Capital Partners IV, LP ("Fund IV"). Castle Creek Capital IV LLC is the sole general partner of Fund IV. Accordingly, securities owned by Fund IV may be regarded as being beneficially owned by Castle Creek Capital IV LLC. John M. Eggemeyer is a Managing Principal of Castle Creek Capital IV LLC. Accordingly, securities owned or deemed to be owned by Castle Creek Capital IV LLC may be regarded as being beneficially owned by Mr. Eggemeyer. Mr. Eggemeyer disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purposes of Section 16.
- F2Restricted stock vests 25% each year on an annualized basis.
- F3The Series C Preferred Stock is automatically convertible following the subsequent transfer of the Series C Preferred stock to a transferee not affiliated with the holder in a widely dispersed offering.