SEC Form 4 · accession 0001140361-16-074416
Xenith Bankshares, Inc. · XBKS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Donna W Richards
Officer — President & COO
Period of report
Jul 29, 2016
Accepted (ET)
Aug 2, 2016 · 4:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001143155
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 29, 2016 | D | 60,000 | — | D | 206,114 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2,F3 | — | Jul 29, 2016 | D | 116,835 | D | — | — | Common Stock | 116,835 | 0 | D |
| Restricted Stock UnitsF1,F2,F3 | — | Jul 29, 2016 | D | 12,438 | D | — | — | Common Stock | 12,438 | 0 | D |
| Restricted Stock UnitsF2,F4 | — | Jul 29, 2016 | A | 200,000 | A | — | — | Common Stock | 200,000 | 200,000 | D |
Explanation of responses
- F1The restricted stock units were cancelled in exchange for a cash payment of $372,867.81 in connection with the merger between Hampton Roads Bankshares, Inc. and Xenith Bankshares, Inc., effective July 29, 2016.
- F2Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
- F3The restricted stock units will vest in four equal installments beginning on August 22, 2015. All restricted stock units will vest upon a change in control of the Issuer. Settlement of the restricted stock units will occur within 30 days of the date of vesting.
- F4The restricted stock units will vest one half at core system conversion and the other half on July 29, 2018.