SEC Form 4 · accession 0001501570-18-000254
Veritex Holdings, Inc. · VBTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William C Murphy
Officer — Vice Chairman · Director
Period of report
Oct 30, 2018
Accepted (ET)
Nov 1, 2018 · 3:44 pm EDT
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 StockF1 | Oct 30, 2018 | M | 1,128 | — | A | 64,806 | D | |
| Common StockF1 | Oct 30, 2018 | M | 1,486 | — | A | 66,292 | D | |
| Common Stock | Oct 30, 2018 | M | 2,444 | $16.21 | A | 68,736 | D | |
| Common Stock | holding | — | — | — | 63,945 | I | By William C. Murphy Pension & Profit Sharing Plan & Trust |
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 | — | Oct 30, 2018 | M | 1,128 | D | — | — | Common Stock | 1,128 | 0 | D |
| Restricted Stock UnitsF1,F3 | — | Oct 30, 2018 | M | 1,486 | D | — | — | Common Stock | 1,486 | 0 | D |
| Employee Stock Option (right to buy)F4 | $16.21 | Oct 30, 2018 | M | 2,444 | D | — | Jan 1, 2026 | Common Stock | 2,444 | 0 | D |
Explanation of responses
- F1Each restricted stock unit represents a right to receive at settlement one share of common stock of the Company.
- F2On October 9, 2014 the reporting person was granted an award of 5,636 restricted stock units vesting in five equal installments beginning October 9, 2015. On October 18, 2018, the reporting person retired as Vice Chairman and Director of the Company and the remaining unvested restricted stock units became fully vested based on the terms set forth within the agreement pursuant to which the restricted stock units were granted.
- F3On January 1, 2016 the reporting person was granted an award of 4,454 restricted stock units (RSUs) subject to certain terms and conditions, which award was not required to be reported. The number of RSUs 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 4,454 RSUs. The RSUs were to vest in approximately three equal annual installments beginning January 1, 2017. 1,484 vested RSUs were settled through the delivery of shares on January 1, 2017 and January 1, 2018. On October 18, 2018, the reporting person retired as Vice Chairman and Director of the Company and the remaining unvested RSUs became fully vested based on the terms set forth within the agreement pursuant to which the award of RSUs were granted.
- F4The option vests in three equal annual installments beginning January 1, 2017. On October 18, 2018, the reporting person retired as Vice Chairman and Director of the Company and the remaining unvested options became fully vested based on the terms set forth within the option agreement.