SEC Form 4 · accession 0001209191-16-134572
Xenith Bankshares, Inc. · XBKS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Judy Carol Gavant
Officer — SVP/Controller
Period of report
Jul 29, 2016
Accepted (ET)
Aug 1, 2016 · 3:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001442741
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 | 28,872 | — | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (Right to Buy)F2 | $5.95 | Jul 29, 2016 | D | 5,000 | D | — | Aug 16, 2020 | Common Stock | 5,000 | 0 | D |
| Option (Right to Buy)F3 | $4.50 | Jul 29, 2016 | D | 2,000 | D | — | Apr 3, 2021 | Common Stock | 2,000 | 0 | D |
| Option (Right to Buy)F4 | $3.61 | Jul 29, 2016 | D | 2,000 | D | — | Feb 22, 2022 | Common Stock | 2,000 | 0 | D |
Explanation of responses
- F1Pursuant to the Agreement and Plan of Reorganization, dated as of February 10, 2016 (the "Merger Agreement"), between Xenith Bankshares, Inc. ("Legacy Xenith") and Hampton Roads Bankshares, Inc., Legacy Xenith was merged with and into Xenith Bankshares, Inc. (previously, Hampton Roads Bankshares, Inc., "New Xenith"). These shares of common stock were converted into 127,036 shares of New Xenith common stock having a market value of $2.05 per share pursuant to the terms of the Merger Agreement.
- F2These options were exercisable in three equal installments on August 16, 2011, August 16, 2012 and August 16, 2013 and were converted into options to purchase 22,000 shares of New Xenith common stock for $1.36 per share pursuant to the terms of the Merger Agreement.
- F3These options were exercisable in three equal annual installments on April 4, 2012, April 4, 2013, and April 4, 2014 and were converted into options to purchase 8,800 shares of New Xenith common stock for $1.03 per share pursuant to the terms of the Merger Agreement.
- F4These options were exercisable in three equal installments on February 23, 2013, February 23, 2014 and February 23, 2015 and were converted into options to purchase 8,800 shares of New Xenith common stock for $0.83 per share pursuant to the terms of the Merger Agreement.