SEC Form 4 · accession 0001209191-17-057789
CU Bancorp · CUNB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Karen A Schoenbaum
Officer — EVP & CFO
Period of report
Oct 20, 2017
Accepted (ET)
Oct 23, 2017 · 6:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001543643
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Oct 20, 2017 | D | 48,338 | — | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On October 20, 2017, pursuant to the Agreement and Plan of Merger ("Merger Agreement"), dated as of April 5, 2017, by and between PacWest Bancorp ("PacWest") and CU Bancorp ("CUB"), CUB merged with and into PacWest ("Merger"), and each outstanding CUB common share, other than excluded shares and dissenting shares, was converted into the right to receive (i) $12.00 in cash and (ii) 0.5308 of a share of PacWest common stock, with cash payable in lieu of a fractional share in an amount equal to the fraction of a share of PacWest common stock which the holder would otherwise be entitled to receive multiplied by $48.9248. The reporting person has perfected dissenters' rights under California law with respect to 42,531 CUB common shares reported in Table I, which includes CUB restricted shares all of which accelerated in full upon consummation of the Merger. [Continued in FN2]
- F2[Continued from FN1] With respect to the remaining 5,807 CUB common shares reported in Table I, the reporting person has the right to receive, in exchange for these shares, an aggregate of 3,082 shares of PacWest common stock and $69,684 in cash, with cash payable in lieu of a fractional share of PacWest common stock, subject to any required tax withholding under applicable law.