0000899243-17-014647.txt : 20170530 0000899243-17-014647.hdr.sgml : 20170529 20170530102543 ACCESSION NUMBER: 0000899243-17-014647 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170526 FILED AS OF DATE: 20170530 DATE AS OF CHANGE: 20170530 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GUARANTY BANCSHARES INC /TX/ CENTRAL INDEX KEY: 0001058867 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 751656431 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 201 SOUTH JEFFERSON AVENUE CITY: MOUNT PLEASANT STATE: TX ZIP: 75455 BUSINESS PHONE: 9035729881 MAIL ADDRESS: STREET 1: 201 SOUTH JEFFERSON AVENUE CITY: MOUNT PLEASANT STATE: TX ZIP: 75455 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kucera Randall R. CENTRAL INDEX KEY: 0001704201 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38087 FILM NUMBER: 17875889 MAIL ADDRESS: STREET 1: 201 SOUTH JEFFERSON AVENUE CITY: MOUNT PLEASANT STATE: TX ZIP: 75455 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-05-26 0 0001058867 GUARANTY BANCSHARES INC /TX/ GNTY 0001704201 Kucera Randall R. C/O GUARANTY BANCSHARES, INC. 201 SOUTH JEFFERSON AVE MOUNT PLEASANT TX 75455 0 1 0 0 VP and General Counsel Stock Options (Right to Buy) 27.00 2017-05-26 4 A 0 12000 0.00 A 2027-05-26 Common Stock 12000 12000 D Stock Appreciation Rights 21.00 2017-05-26 4 D 0 12000 6.00 D Common Stock 12000 0 D The stock options will vest in equal annual installments over the five-year period commencing on the first anniversary of the grant date. The stock options have been structured to comply with Section 409A of the Internal Revenue Code of 1986, as amended, and therefore shall immediately and automatically become vested and will be exercised upon, and cannot be exercised before, the earlier of (i) the Reporting Person's disability, (ii) the Reporting Person's death, (iii) the Reporting Person's separation of service, (iv) immediately prior to consummation of a change in control involving the Issuer, or (v) the expiration of the stock options; provided, however, that if the exercise price is equal to or greater than the fair market value of the underlying shares upon the earlier of the foregoing, then the stock options shall immediately and automatically be terminated with no consideration being paid to the Reporting Person. The stock appreciation rights ("SARs") vested ratably in annual installments over a period of five (5) years from the grant date, 12/1/2012. Upon the mutual agreement of the Reporting Person and the Issuer, effective May 26, 2017, the SARs were cancelled, with the unvested SARs immediately vesting in accordance with the terms of the Fair Market Value Stock Appreciation Rights Plan of the Issuer. The Reporting Person received a total of $72,000 as consideration for the cancellation of both the vested and unvested SARs. In addition, as additional consideration for cancellation of the SARs, the Issuer granted an equal number of stock options to the Reporting Person with an exercise price equal to the agreed-upon conversion price of the SARs, as described above. /s/ Randall R. Kucera 2017-05-30