SEC Form 4 · accession 0001311828-18-000001
Independence Bancshares, Inc. · IEBS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
E Fred Moore
Officer — CHIEF CREDIT OFFICER
Period of report
Jan 23, 2018
Accepted (ET)
Jan 25, 2018 · 3:18 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001311828
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 23, 2018 | D | 4,125 | $0.125 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OptionsF2 | $0.01 | Jan 23, 2018 | D | 8,885 | D | — | Jan 23, 2018 | Common Stock | 8,885 | 0 | D |
| OptionsF3 | $0.01 | Jan 23, 2018 | D | 30,000 | D | — | Jul 16, 2023 | Common Stock | 30,000 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to that certain Agreement and Plan of Merger dated as of September 25, 2017, between First Reliance Bancshares, Inc. (First Reliance), FR Merger Subsidiary, Inc. (Merger Sub), and Independence Bancshares, Inc. (Independence), pursuant to which Independence was merged with and into First Reliance. At the effective time of the merger, each share of Independence common stock was converted into the right to receive $0.125 in cash.
- F2On January 23, 2008, the reporting person was granted an option to purchase 8,885 shares of common stock at $10.50 per share. The option was to vest ratably 20% every 12 months. Prior to the effective time of the Merger, all holders of options granted by Independence surrendered their rights under the options for a cash payment of $0.01 per share of common stock underlying the options.
- F3On July 16, 2013, the reporting person was granted an option to purchase 30,000 shares of common stock at $0.80 per share. The option immediately vested for 3,000 shares, or 10% of the shares. The option for the remaining 27,000 shares, or 90% of the shares, was to vest ratably every 12 months provided that a performance condition with respect to Independence had been satisfied. Prior to the effective time of the Merger, all holders of options granted by Independence surrendered their rights under the options for a cash payment of $0.01 per share of common stock underlying the options.