0001140361-17-023556.txt : 20170602 0001140361-17-023556.hdr.sgml : 20170602 20170602161855 ACCESSION NUMBER: 0001140361-17-023556 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170601 FILED AS OF DATE: 20170602 DATE AS OF CHANGE: 20170602 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FBR & Co. CENTRAL INDEX KEY: 0001371446 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 000000000 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1300 NORTH 17TH STREET STREET 2: SUITE 1400 CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 703-312-9500 MAIL ADDRESS: STREET 1: 1300 NORTH 17TH STREET STREET 2: SUITE 1400 CITY: ARLINGTON STATE: VA ZIP: 22209 FORMER COMPANY: FORMER CONFORMED NAME: FBR CAPITAL MARKETS CORP DATE OF NAME CHANGE: 20060803 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fishman Adam J CENTRAL INDEX KEY: 0001504216 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33518 FILM NUMBER: 17888206 MAIL ADDRESS: STREET 1: 1300 NORTH SEVENTEENTH STREET CITY: ARLINGTON STATE: VA ZIP: 22209 4 1 doc1.xml FORM 4 X0306 4 2017-06-01 1 0001371446 FBR & Co. FBRC 0001504216 Fishman Adam J 1300 NORTH SEVENTEENTH ST. SUITE 1400 ARLINGTON VA 22209 0 1 0 0 Executive Vice President Common Stock 2017-06-01 4 D 0 189224 D 0 D Performance Stock Units 2017-06-01 4 D 0 32236 D Common Stock 32236 0 D Represents 147,566 shares of issuer common stock and 41,658 restricted stock units ("RSU"s) disposed of pursuant to merger agreement between issuer and B. Riley Financial, Inc. in exchange for shares of B. Riley Financial, Inc. common stock and B. Riley Financial, Inc. RSUs at an exchange ratio of 0.671. B. Riley Financial, Inc. common stock had a closing market value of $14.70 per share on the effective date of the merger. Represents previously unearned performance stock units. Pursuant to the merger agreement between issuer and B. Riley Financial, Inc., as of the effective date of the merger, each performance stock unit was canceled and converted into an RSU denominated in shares of B. Riley Financial, Inc. common stock. The number of shares of B. Riley Financial, Inc. common stock subject to each such RSU equals the product (rounded to the nearest whole number) of the number of shares of the issuer's common stock that would be earned based on the level of achievement that would result in 50% of the number of shares of the issuer's common stock subject to the performance stock unit being earned, multiplied by the exchange ratio of 0.671. Disposed of pursuant to the merger agreement between issuer and B. Riley Financial, Inc. Gavin A. Beske, as Attorney in Fact 2017-06-02