SEC Form 4 · accession 0001501570-18-000032
Veritex Holdings, Inc. · VBTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeff Kesler
Officer — Chief Lending Officer
Period of report
Jan 1, 2018
Accepted (ET)
Jan 3, 2018 · 5:33 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001501570
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 1, 2018 | M | 1,038 | $0.00 | A | 24,757 | D | |
| Common Stock | Jan 1, 2018 | M | 1,156 | $0.00 | A | 25,913 | D | |
| Common Stock | Jan 1, 2018 | M | 917 | $0.00 | A | 26,830 | D | |
| Common Stock | Jan 1, 2018 | F | 1,015 | $27.59 | D | 25,815 | 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 | — | Jan 1, 2018 | M | 1,038 | D | — | — | Common Stock | 1,038 | 0 | D |
| Restricted Stock UnitsF1,F3 | — | Jan 1, 2018 | M | 1,156 | D | — | — | Common Stock | 1,156 | 1,158 | D |
| Restricted Stock UnitsF1,F4 | — | Jan 1, 2018 | A | 2,753 | A | — | — | Common Stock | 2,753 | 2,753 | D |
| Restricted Stock UnitsF1,F4 | — | Jan 1, 2018 | M | 917 | D | — | — | Common Stock | 917 | 1,836 | D |
| Employee Stock Option (right to buy)F5 | $27.59 | Jan 1, 2018 | A | 6,513 | A | — | Jan 1, 2028 | Common Stock | 6,513 | 6,513 | D |
Explanation of responses
- F1Each restricted stock unit represents a right to receive at settlement one share of common stock of the Company.
- F2On January 1, 2015, the reporting person was granted an award of 3,110 restricted stock units subject to certain terms and conditions that was not required to be reported. The number of restricted stock units eligible for vesting was based on certain performance objectives and market conditions as of December 31, 2015 and determined on January 1, 2016. The performance objectives and market conditions were met for 2015, resulting in the eligibility for vesting of all 3,110 restricted stock units. The restricted stock units vest in approximately three equal annual installments beginning January 1, 2016. Vested units of 1,037, 1,035, and 1,038 were settled through the delivery of shares on January 1, 2016, 2017, and 2018, respectively.
- F3On January 1, 2016, the reporting person was granted an award of 3,470 restricted stock units subject to certain terms and conditions that was not required to be reported. The number of restricted stock units eligible for vesting was based on certain performance objectives and market conditions as of December 31, 2016 and determined on January 1, 2017. The performance objectives and market conditions were met for 2016, resulting in the eligibility for vesting of all 3,470 restricted stock units. The restricted stock units vest in approximately three equal annual installments beginning January 1, 2017. Vested units of 1,156 were settled through the delivery of shares on January 1, 2017 and 2018.
- F4On January 1, 2017, the reporting person was granted an award of 2,753 restricted stock units subject to certain terms and conditions that was not required to be reported. The number of restricted stock units eligible for vesting was based on certain performance objectives and market conditions as of December 31, 2017 and determined on January 1, 2018. The performance objectives and market conditions were met for 2017, resulting in the eligibility for vesting of all 2,753 restricted stock units. The restricted stock units vest in approximately three equal annual installments beginning January 1, 2018. Vested units of 917 were settled through the delivery of shares on January 1, 2018.
- F5The option vests in three equal annual installments beginning January 1, 2019.