William G. Hall - Oct 1, 2024 Form 4 Insider Report for Business First Bancshares, Inc. (BFST)

Role
Director
Signature
/s/ Heather Roemer, as attorney-in-fact for William G. Hall
Stock symbol
BFST
Transactions as of
Oct 1, 2024
Transactions value $
$0
Form type
4
Date filed
10/11/2024, 04:05 PM
Next filing
Nov 18, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BFST COMMON STOCK Award +4.87K 4.87K Oct 1, 2024 Direct F1
transaction BFST COMMON STOCK Award +239K 239K Oct 1, 2024 By: Align Opportunities, LP F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BFST Stock Options (Right to Buy) Award $0 +511 $0.00 511 Oct 1, 2024 Common Stock 511 $24.45 Direct F4
transaction BFST Stock Options (Right to Buy) Award $0 +767 $0.00 767 Oct 1, 2024 Common Stock 767 $24.45 Direct F4
transaction BFST Stock Options (Right to Buy) Award $0 +767 $0.00 767 Oct 1, 2024 Common Stock 767 $24.45 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Acquired in exchange for 9,520 shares of Oakwood Bancshares, Inc. ("Oakwood") in connection with the merger of Oakwood with and into the issuer (the "Merger"). At the effective time of the Merger, each share of Oakwood common stock was converted into the right to receive approximately 0.5112 shares of the issuer's common stock. On the effective date of the Merger, the closing price of the issuer's common stock was $24.59 per share. Of the 4,866 shares issued to the reporting person in the Merger, 72 shares are currently being held in escrow and are subject to forfeiture during the escrow period, which shall be until the later of (i) the date that certain threatened or future litigation directly or indirectly arising out of, involving, or related to Oakwood's banking subsidiary, Oakwood Bank, and a former customer of Oakwood Bank is fully and finally resolved or (ii) two (2) years from the closing date of the Merger.
F2 Acquired in exchange for 466,628 shares of Oakwood in connection with the Merger. At the effective time of the Merger, each share of Oakwood common stock was converted into the right to receive 0.5112 shares of the issuer's common stock. On the effective date of the Merger, the closing price of the issuer's common stock was $24.59 per share. Of the 238,540 shares issued to Align Opportunities, LP in the Merger, 3,550 shares are currently being held in escrow and are subject to forfeiture during the escrow period, which shall be until the later of (i) the date that certain threatened or future litigation directly or indirectly arising out of, involving, or related to Oakwood's banking subsidiary, Oakwood Bank, and a former customer of Oakwood Bank is fully and finally resolved or (ii) two (2) years from the closing date of the Merger.
F3 The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
F4 Pursuant to the Agreement and Plan of Reorganization (the "Reorganization Agreement") by and between the issuer and Oakwood, each outstanding and unexercised option to purchase shares of Oakwood common stock became fully vested and was automatically converted into an option to purchase shares of issuer common stock, with the number of underlying shares and the exercise price determined as set forth in the Reorganization Agreement. Each option to purchase shares of issuer common stock is subject to the same terms and conditions as the corresponding option to purchase shares of Oakwood common stock immediately prior to the effective time of the Merger.