0001179110-19-000115.txt : 20190103 0001179110-19-000115.hdr.sgml : 20190103 20190103125040 ACCESSION NUMBER: 0001179110-19-000115 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181231 FILED AS OF DATE: 20190103 DATE AS OF CHANGE: 20190103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Treece Christopher G CENTRAL INDEX KEY: 0001325532 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51556 FILM NUMBER: 19504427 MAIL ADDRESS: STREET 1: 1331 17TH STREET STREET 2: SUITE 200 CITY: DENVER STATE: CO ZIP: 80202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Guaranty Bancorp CENTRAL INDEX KEY: 0001324410 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 412150446 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1331 SEVENTEENTH STREET, SUITE 200 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 303-296-9600 MAIL ADDRESS: STREET 1: 1331 SEVENTEENTH STREET, SUITE 200 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Centennial Bank Holdings, Inc. DATE OF NAME CHANGE: 20050420 4 1 edgar.xml FORM 4 - X0306 4 2018-12-31 1 0001324410 Guaranty Bancorp GBNK 0001325532 Treece Christopher G 1331 17TH ST. SUITE 200 DENVER CO 80202 0 1 0 0 EVP, CFO & Secretary Voting Common Stock 2018-12-31 4 F 0 2432 20.75 D 37570 D Voting Common Stock 2019-01-01 4 M 0 24660 0 A 62230 D Voting Common Stock 2019-01-01 4 D 0 62230 D 0 D Withholding of shares of voting common stock to satisfy tax withholding obligations in connection with the vesting of previously awarded shares of restricted stock. On January 1, 2019 (the "Effective Date"), pursuant to the Agreement and Plan of Reorganization dated as of May 22, 2018, by and between Independent Bank Group, Inc. ("Independent") and Guaranty Bancorp ("Guaranty"), Guaranty merged with and into Independent (the "Merger"). In connection with the Merger shares of performance-based restricted stock previously granted to the reporting person under the Guaranty Bancorp Amended and Restated 2005 Stock Incentive Plan and the Guaranty Bancorp 2015 Long-Term Incentive Plan vested on the Effective Date. In connection with the Merger each outstanding share of Guaranty common stock, subject to certain limited exceptions, was converted into the right to receive 0.45 of a share of Independent common stock, with cash payable in lieu of a fractional share in an amount equal to the fraction of a share of Independent common stock which the holder would otherwise be entitled to receive multiplied by $51.92. In connection with the Merger, the reporting person has the right to receive, in exchange for all of the shares of Guaranty common stock reported in Table I, an aggregate of 27,999 shares of Independent common stock, with cash payable in lieu of a fractional share of Independent common stock, subject to any required tax withholding under applicable law. On December 31, 2018, the last trading day preceding the Effective Date, the closing price of Independent common stock was $45.77 per share. /s/ Christopher G. Treece 2019-01-03