III William S. Nichols - 29 Sep 2022 Form 4 Insider Report for Allegiance Bancshares, Inc.

Role: Director
Signature: /s/ Shanna Kuzdzal, Attorney-in-fact
Issuer symbol: N/A
Transactions as of: 29 Sep 2022
Net transactions value: $0
Form type: 4
Filing time: 03 Oct 2022, 18:51:02 UTC
Previous filing: 29 Apr 2022
Next filing: 04 Oct 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ABTX	Common Stock	Disposed to Issuer	$0	-387	-7.3%	$0.000000	4,942	29 Sep 2022	Direct	F1, F2
transaction	ABTX	Common Stock	Disposed to Issuer	$0	-4,942	-100%	$0.000000^*	0	01 Oct 2022	Direct	F1, F2
transaction	ABTX	Common Stock	Disposed to Issuer	$0	-36,588	-100%	$0.000000^*	0	01 Oct 2022	By Nichols Realty Investments I, LTD	F1, F2
transaction	ABTX	Common Stock	Disposed to Issuer	$0	-11,000	-100%	$0.000000^*	0	01 Oct 2022	By Nichols Rising Star Partners II, LTD	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

III William S. Nichols is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On October 1, 2022, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 5, 2021, by and between CBTX, Inc. ("CBTX") and Allegiance Bancshares, Inc. ("Allegiance"), Allegiance merged with and into CBTX, with CBTX as the surviving corporation (the "Merger"). In connection with the Merger, each outstanding share of Allegiance common stock (including vested restricted stock awards), subject to certain limited exceptions, was converted into the right to receive 1.4184 shares of CBTX common stock (the "exchange ratio"), with cash payable in lieu of any fractional share. In accordance with the reporting person's restricted stock award agreement, in connection with the Merger, 387 shares of restricted stock were forfeited as of the day prior to the closing date and the reporting person's remaining shares of restricted stock vested.
F2	In connection with the Merger, the reporting person received CBTX common stock in exchange for all of the reporting person's shares of Allegiance common stock (including the foregoing vested restricted stock awards), with cash received in lieu of a fractional share, in each case without interest.

Content

On October 1, 2022, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 5, 2021, by and between CBTX, Inc. ("CBTX") and Allegiance Bancshares, Inc. ("Allegiance"), Allegiance merged with and into CBTX, with CBTX as the surviving corporation (the "Merger"). In connection with the Merger, each outstanding share of Allegiance common stock (including vested restricted stock awards), subject to certain limited exceptions, was converted into the right to receive 1.4184 shares of CBTX common stock (the "exchange ratio"), with cash payable in lieu of any fractional share. In accordance with the reporting person's restricted stock award agreement, in connection with the Merger, 387 shares of restricted stock were forfeited as of the day prior to the closing date and the reporting person's remaining shares of restricted stock vested.

In connection with the Merger, the reporting person received CBTX common stock in exchange for all of the reporting person's shares of Allegiance common stock (including the foregoing vested restricted stock awards), with cash received in lieu of a fractional share, in each case without interest.