C. Malcolm Holland III - 20 Oct 2025 Form 4 Insider Report for Veritex Holdings, Inc. (VBTX)

Reporting relationship: Chairman, CEO, President, Director
Issuer ticker: VBTX
Reported as of: 20 Oct 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 22 Oct 2025, 18:42:26 UTC
Prior SEC filing: 24 Jul 2025
Next SEC filing: 14 Nov 2025
Source filing: View source filing
Reporting owner signature: /s/ C. Malcolm Holland

Key filing fact

C. Malcolm Holland III filed Form 4 for Veritex Holdings, Inc. (VBTX) on 22 Oct 2025.

Key facts

This page summarizes C. Malcolm Holland III's Form 4 filing for Veritex Holdings, Inc. (VBTX).
12 reported transactions and 10 derivative rows are listed below.
Accepted by SEC: 22 Oct 2025, 18:42.

Change

Previous filing in this sequence was filed on 24 Jul 2025.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001621668 Primary reporting owner

Holland C Malcolm III

Relationship: Chairman, CEO, President, Director
Address: C/O VERITEX HOLDINGS, INC., 8214 WESTCHESTER DRIVE, SUITE 800, DALLAS
Signature: /s/ C. Malcolm Holland
Signature date: 22 Oct 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

VBTX transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -294,508
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Footnotes: F1, F2

VBTX transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -5,750
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: By The Holland III FLP
Footnotes: F1, F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

VBTX transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -105,000
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 105,000
Exercise price
Footnotes: F1, F3, F4

VBTX transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -4,985
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 4,985
Exercise price
Footnotes: F1, F3, F4

VBTX transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -13,899
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 13,899
Exercise price
Footnotes: F1, F3, F4

VBTX transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -16,864
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 16,864
Exercise price
Footnotes: F1, F3, F4

VBTX transaction Derivative

Performance Stock Units

Disposed to Issuer

Transaction value
Shares: -7,550
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 7,550
Exercise price
Footnotes: F1, F5

VBTX transaction Derivative

Performance Stock Units

Disposed to Issuer

Transaction value
Shares: -7,550
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 7,550
Exercise price
Footnotes: F1, F5

VBTX transaction Derivative

Performance Stock Units

Disposed to Issuer

Transaction value
Shares: -18,217
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 18,217
Exercise price
Footnotes: F1, F5

VBTX transaction Derivative

Performance Stock Units

Disposed to Issuer

Transaction value
Shares: -18,217
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 18,217
Exercise price
Footnotes: F1, F5

VBTX transaction Derivative

Performance Stock Units

Disposed to Issuer

Transaction value
Shares: -12,884
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 12,884
Exercise price
Footnotes: F1, F5

VBTX transaction Derivative

Performance Stock Units

Disposed to Issuer

Transaction value
Shares: -12,884
Change %: -100%
Price
Shares after: 0
Date: 20 Oct 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 12,884
Exercise price
Footnotes: F1, F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

C. Malcolm Holland III is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

On October 20, 2025, Huntington Bancshares Incorporated (Huntington) acquired the Issuer pursuant to the terms of that certain Agreement and Plan of Merger entered into by and between Huntington and the Issuer, dated as of July 13, 2025 (the Merger Agreement). Pursuant to the terms of the Merger Agreement, the Issuer merged with and into Huntington, with Huntington surviving such merger (the Merger).

Footnote F2

Pursuant to the terms of the Merger Agreement, each share of Issuer common stock (other than certain excluded shares) outstanding immediately prior to the effective time of the Merger (the Effective Time) converted into the right to receive 1.95 shares of Huntington common stock (the Merger Consideration).

Footnote F3

Each restricted stock unit (RSU) represents a right to receive at settlement one share of common stock of the Company.

Footnote F4

Pursuant to the terms of the Merger Agreement, each RSU outstanding immediately prior to the Effective Time was canceled and converted into the right to receive (without interest) a number of shares of Huntington common stock equal to the product of (i) the number of shares of Issuer common stock subject to such RSU immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio (as defined below), less any applicable tax withholdings. The ratio of 1.95 shares of Huntington common stock for one share of Issuer common stock is referred to as the Exchange Ratio.

Footnote F5

Pursuant to the terms of the Merger Agreement, each performance stock unit (PSU) previously granted by the Issuer outstanding immediately prior to the Effective Time was deemed to vest at target, was canceled and converted into the right to receive (without interest) a number of shares of Huntington common stock equal to the product of (i) the number of shares of Issuer common stock subject to such PSU immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio.