0001104659-21-147276.txt : 20211207 0001104659-21-147276.hdr.sgml : 20211207 20211207172049 ACCESSION NUMBER: 0001104659-21-147276 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211203 FILED AS OF DATE: 20211207 DATE AS OF CHANGE: 20211207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cantrell Jeffery Richard CENTRAL INDEX KEY: 0001554928 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32590 FILM NUMBER: 211476863 MAIL ADDRESS: STREET 1: 4235 INNSLAKE DR STREET 2: SUITE 200 CITY: GLEN ALLEN STATE: VA ZIP: 23060 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Community Bankers Trust Corp CENTRAL INDEX KEY: 0001323648 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 202652949 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9954 MAYLAND DRIVE STREET 2: SUITE 2100 CITY: RICHMOND STATE: VA ZIP: 23233 BUSINESS PHONE: (804) 934-9999 MAIL ADDRESS: STREET 1: 9954 MAYLAND DRIVE STREET 2: SUITE 2100 CITY: RICHMOND STATE: VA ZIP: 23233 FORMER COMPANY: FORMER CONFORMED NAME: Community Bankers Trust CORP DATE OF NAME CHANGE: 20080603 FORMER COMPANY: FORMER CONFORMED NAME: Community Bankers Acquisition Corp. DATE OF NAME CHANGE: 20050413 4 1 tm2134809-11_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-12-03 1 0001323648 Community Bankers Trust Corp ESXB 0001554928 Cantrell Jeffery Richard 9954 MAYLAND DRIVE SUITE 2100 RICHMOND VA 23233 0 1 0 0 EVP and COO, Essex Bank Common Stock 2021-12-03 4 D 0 30875 D 0 D Employee Stock Option 5.07 2021-12-03 4 D 0 20000 D 2026-01-22 Common Stock 20000 0 D Employee Stock Option 7.40 2021-12-03 4 D 0 20000 D 2027-01-20 Common Stock 20000 0 D Employee Stock Option 8.45 2021-12-03 4 D 0 20000 D 2028-01-19 Common Stock 20000 0 D Employee Stock Option 7.70 2021-12-03 4 D 0 25000 D 2029-01-18 Common Stock 25000 0 D Employee Stock Option 9.45 2021-12-03 4 D 0 20000 D 2030-01-17 Common Stock 20000 0 D Employee Stock Option 7.67 2021-12-03 4 D 0 20000 D 2031-02-19 Common Stock 20000 0 D Restricted Stock Units (performance-based) 2021-12-03 4 D 0 5000 D 2023-12-31 Common Stock 5000 0 D The transaction reported is the disposition of shares of the Issuer's common stock pursuant to the terms of the Agreement and Plan of Reorganization, dated June 2, 2021, by and between United Bankshares, Inc. ("United") and the Issuer, pursuant to which the Issuer was merged with and into United effective December 3, 2021 (the "Merger"). Pursuant to the Merger, each issued and outstanding share of the Issuer's common stock was converted into 0.3173 shares of United's common stock, with cash paid in lieu of fractional shares. As a result of the Merger, the reporting person no longer beneficially owns directly or indirectly any shares of the Issuer's common stock. The option vested in four equal annual installments beginning on January 22, 2017. The option vested in four equal annual installments beginning on January 20, 2018. The option vested and was to vest in four equal annual installments beginning on January 19, 2019. The option vested and was to vest in four equal annual installments beginning on January 18, 2020. The option vested and was to vest in four equal annual installments beginning on January 17, 2021. The option was to vest in four equal annual installments beginning on February 19, 2022. The option was assumed by United in the Merger, vesting in accordance with the terms of the award agreement, and replaced with an option to purchase shares of United's common stock equal to the number of shares of the Issuer's common stock subject to such option multiplied by 0.3173, at an exercise price equal to the exercise price of such option divided by 0.3173. The restricted stock units were assumed by United in the Merger, vesting in accordance with the terms of the award agreement, and replaced with the right to receive a number of shares of United's common stock equal to the vested number of shares of the Issuer's common stock multiplied by 0.3173. The vesting of the performance-based restricted stock units, and the corresponding issuance of shares of common stock, had been based on the Issuer's performance with respect to the return on average assets financial metric over the three-year period ending December 31, 2023. /s/ John M. Oakey, III by power of attorney 2021-12-07