SEC Form 4 · accession 0001209191-15-011652
INTERVEST BANCSHARES CORP · IBCA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Keith A Olsen
Officer — See Remarks
Period of report
Feb 6, 2015
Accepted (ET)
Feb 10, 2015 · 7:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000927807
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 10, 2015 | D | 170,000 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock option (right to buy)F2 | $17.10 | Feb 6, 2015 | D | 12,000 | D | — | Dec 13, 2017 | Common Stock | 12,000 | 0 | D |
| Stock option (right to buy)F3 | $7.50 | Feb 6, 2015 | D | 12,000 | D | — | Dec 11, 2018 | Common Stock | 12,000 | 0 | D |
| Stock Appreciation RightsF4 | $7.65 | Feb 9, 2015 | D | 17,600 | D | — | Jan 23, 2019 | Common Stock | 17,600 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to merger agreement between Issuer and Bank of the Ozarks, Inc. in exchange for 51,238 shares of Ozarks common stock having a market value of $35.93 per share on the effective date of the merger.
- F2This option, which was fully vested, was disposed of pursuant to the Issuer's tender offer for outstanding stock options, pursuant to a Schedule TO filed by the Issuer on December 23, 2014, for a price of $0.47 per underlying share.
- F3This option, which was fully vested, was disposed of pursuant to the Issuer's tender offer for outstanding stock options, pursuant to a Schedule TO filed by the Issuer on December 23, 2014, for a price of $2.71 per underlying share (equal to the spread between the per share exercise price and the merger purchase price of $10.21 per share).
- F4The stock appreciation rights (SARs) were granted pursuant to the Issuer's 2013 Equity Incentive Plan and were scheduled to vest one third vest on each of the first, second and third anniversaries of the grant date, provided the reporting person remained employed by the Company, but became fully vested in connection with the merger. The SARs were canceled in connection with the merger agreement between Issuer and Bank of the Ozarks, Inc. in exchange for a cash payment equal to $2.56 per underlying share (equal to the spread between the per share exercise price and the merger purchase price of $10.21 per share).
Remarks
President/Intervest National Bank