SEC Form 4/A · accession 0001613665-16-000235
Great Western Bancorp, Inc. · GWB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Thomas Edward Henning
Director
Period of report
May 16, 2016
Accepted (ET)
May 23, 2016 · 2:56 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001613665
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF2 | May 16, 2016 | J | 520 | $0.00 | A | 4,520 | I | Henning Investments LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Units - 2015F3,F4 | — | holding | — | — | — | — | — | Common Stock, par value $0.01 per share | 1,949 | 1,949 | D |
Explanation of responses
- F1This Form 4 is being filed in connection with the May 16, 2016 effective date of the merger of HF Financial Corp. ("HFC") with and into Great Western Bancorp, Inc. ("GWB") pursuant to the Agreement and Plan of Merger dated as of November 30, 2015 between HFC and GWB ("Merger Agreement"). Subject to the election procedures in the Merger Agreement, at the effective time each outstanding share of HFC common stock was converted into the right to receive either 0.65 shares of GWB common stock or $19.50 per share. Reporting Person elected all stock consideration. On the trading day prior to the effective date of the Merger, each 0.65 share of GWB stock received in the Merger had a value of $20.26, based on the closing price of GWB common stock on the NYSE on such date of $31.17.
- F2In the Form 4 filed on May 16, 2016 the number of shares acquired was erroneously disclosed as 650. The number of shares actually acquired was 520.
- F3Each restricted stock unit represents a contingent right to receive one share of the common stock, par value $0.01 per share, of Great Western Bancorp, Inc.
- F4The restricted stock units vest 100% on the grant date, December 4, 2015. The restricted stock units have no expiration date.