SEC Form 4 · accession 0001501570-19-000048
Veritex Holdings, Inc. · VBTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ned N Fleming III
Director
Period of report
Jan 31, 2019
Accepted (ET)
Feb 4, 2019 · 4:48 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 31, 2019 | P | 1,500 | $25.8265 | A | 1,500 | I | By Wife |
| Common Stock | holding | — | — | — | 2,000 | D | ||
| Common StockF1,F2 | holding | — | — | — | 875 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Mr. Fleming serves as director of SunTx Capital II Management Corp. (the "Fund GP Corp"), which acts as the general partner of SunTx Capital Partners II GP, LP (the "Fund GP"), the general partner of SunTx Veritex Holdings, LP, a Delaware limited partnership (the "Fund"), and which serves as the investment manager to the Fund. As a result of this relationship, Mr. Fleming received a seat on the Board and was acting as a representative of the Fund until the Fund no longer directly held shares of the Issuer's common stock. However, during such time, Mr. Fleming received restricted stock units in his capacity as a representative of the Fund. Pursuant to the offering documents of the Fund, the Fund is entitled to an indirect pecuniary interest in the 875 shares of the Issuer's common stock received by Mr. Fleming upon the vesting of such restricted stock units. (Continued in Footnote 2)
- F2(Continued from Footnote 1) Solely as a result of his ownership interest in the Fund, including through the Fund GP Corp, Mr. Fleming may be deemed to have an indirect pecuniary interest in the 875 shares of the Issuer's common stock (i.e. no direct pecuniary interest) as reported in Table I. Mr. Fleming disclaims beneficial ownership of these securities, except to the extent of Mr. Fleming's pecuniary interest in the securities.