Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | ABTX | Common Stock | Disposed to Issuer | $0 | -39.6K | -100% | $0.00 | 0 | Oct 1, 2022 | Direct | F1 |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | ABTX | Employee Stock Option (right to buy) | Disposed to Issuer | -9.35K | -100% | 0 | Oct 1, 2022 | Common Stock | 9.35K | $20.00 | Direct | F2 |
Ramon Vitulli III is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
Id | Content |
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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 restricted stock awards, which were deemed vested immediately prior to the Merger), 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 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 restricted stock awards), with cash received in lieu of a fractional share, in each case without interest. |
F2 | Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding option to purchase Allegiance common stock fully vested and was automatically converted into an option to purchase a number of shares of CBTX common stock equal to the number of shares of Allegiance common stock subject to such option multiplied by the exchange ratio, and having a per share exercise price equal to the per share exercise price for shares of Allegiance common stock subject to such option divided by the exchange ratio. |