SEC Form 5 · accession 0001055261-15-000002
WashingtonFirst Bankshares, Inc. · WFBI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph S Bracewell
Officer — Executive Chairman · Director
Period of report
Dec 31, 2014
Accepted (ET)
Feb 2, 2015 · 12:40 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001476264
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 2, 2015 | J | 13,401 | $0.00 | D | 0 | I | By Limited Partnership (Bracewell Value Partnership LP) |
| Common StockF2 | Feb 2, 2015 | J | 29,368 | $0.00 | A | 29,368 | I | By Donley Family Trust (Peggy D. Bracewell, Trustee) |
| Common StockF3 | Feb 2, 2015 | J | 4,316 | $0.00 | D | 288,823 | D | |
| Common StockF4 | Feb 2, 2015 | J | 2,205 | $0.00 | A | 2,205 | I | By JSB Irrevocable Trust (Peggy D. Bracewell, Trustee) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF6,F5 | $13.824 | Feb 2, 2015 | J | 239 | A | May 10, 2012 | May 10, 2017 | Common Stock | 239 | 5,057 | D |
| Stock OptionF6,F5 | $9.2871 | Feb 2, 2015 | J | 137 | A | Apr 12, 2005 | Apr 12, 2015 | Common Stock | 137 | 2,893 | D |
| Stock OptionF6,F5 | $10.366 | Feb 2, 2015 | J | 551 | A | Jun 19, 2006 | Jun 19, 2016 | Common Stock | 551 | 11,576 | D |
| Stock OptionF6,F5 | $8.6823 | Feb 2, 2015 | J | 137 | A | Jun 11, 2012 | Jun 11, 2019 | Common Stock | 137 | 2,893 | D |
| Stock OptionF6,F5,F7 | $10.5333 | Feb 2, 2015 | J | 375 | A | — | May 20, 2023 | Common Stock | 375 | 7,875 | D |
| Stock OptionF6,F5 | $10.366 | Feb 2, 2015 | J | 137 | A | Apr 19, 2006 | Apr 19, 2016 | Common Stock | 137 | 2,893 | D |
| Stock OptionF6,F5 | $10.7989 | Feb 2, 2015 | J | 137 | A | Jul 22, 2012 | Jul 22, 2018 | Common Stock | 137 | 2,893 | D |
| Restricted StockF6,F8 | — | Feb 2, 2015 | J | 44 | A | — | — | Common Stock | 44 | 926 | D |
| Restricted StockF6,F9 | — | Feb 2, 2015 | J | 22 | A | — | — | Common Stock | 22 | 463 | D |
| Restricted StockF6,F10 | — | Feb 2, 2015 | J | 194 | A | — | — | Common Stock | 194 | 4,074 | D |
Explanation of responses
- F1Distribution of shares owned by Bracewell Value Partnership LP to the Donley Family Trust, for which Mr. Bracewell's wife is the Trustee. Mr. Bracewell is neither a beneficiary nor a trustee of the Donley Family Trust.
- F10Restricted Stock Award: Restrictions lapse annually in five equal installments commencing on May 15, 2015.
- F2Distribution of 13,401 shares owned by Bracewell Value Partnership LP to the Donley Family Trust, for which Mr. Bracewell's wife is the Trustee. Mr. Bracewell is neither a beneficiary nor a trustee of the Donley Family Trust. Number of shares indirectly owned by Donley Family Trust increased by 15,967 and number of shares directly owned decreased by 15,967 to reflect indirect ownership of Donley Family Trust.
- F3Number of shares directly owned decreased by 15,967 to reflect indirect ownership of Donley Family Trust. Number of shares decreased by 2,100 to reflect indirect ownership of JSB Irrevocable Trust, for which Mr. Bracewell's wife is the Trustee. Mr. Bracewell is neither a beneficiary nor a trustee of the JSB Irrevocable Trust. A stock dividend of 13,751 shares was paid on September 2, 2014.
- F4Number of shares indirectly owned by the JSB Irrevocable Trust increased by 2,100 and number of shares directly owned decreased by 2,100 to reflect indirect ownership of JSB Irrevocable Trust. A stock dividend of 105 shares was paid on September 2, 2014.
- F5Exercise price adjusted to account for stock dividend distributed on September 2, 2014.
- F6A stock dividend of five percent was distributed on September 2, 2014.
- F7Options vest annually in five equal installments commencing on May 20, 2013, fully vesting on May 20, 2018.
- F8Restricted Stock Award: Restrictions lapse annually in five equal installments commencing April 27, 2011.
- F9Restricted Stock Award: Restrictions lapse annually in five equal installments commencing April 19, 2010.