SEC Form 4 · accession 0001311828-18-000004
Independence Bancshares, Inc. · IEBS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Keith Stock
Director
Period of report
Jan 23, 2018
Accepted (ET)
Jan 25, 2018 · 4:25 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 | 125,000 | $0.125 | D | 0 | I | By First Financial Partners Fund II, L.P. |
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 | 20,000 | D | — | May 14, 2025 | Common Stock | 20,000 | 0 | D |
| Series A Preferred StockF3,F4 | $1,000.00 | Jan 23, 2018 | J | 100 | D | — | — | Common Stock | 125,000 | 0 | I |
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 (the Merger). 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 May 14, 2015, the reporting person was granted an option to purchase 20,000 shares of common stock at $0.65 per share. The option immediately vested for all of the shares. 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.
- F3Immediately prior to the effective time of the merger, each share of Independence Series A Preferred Stock was redeemed for its stated per share redemption price by the payment of cash in the amount of $1,000.
- F4Not Applicable