0001209191-16-134570.txt : 20160801
0001209191-16-134570.hdr.sgml : 20160801
20160801153029
ACCESSION NUMBER: 0001209191-16-134570
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160729
FILED AS OF DATE: 20160801
DATE AS OF CHANGE: 20160801
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Xenith Bankshares, Inc.
CENTRAL INDEX KEY: 0001442741
STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022]
IRS NUMBER: 800229922
STATE OF INCORPORATION: VA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE JAMES CENTER
STREET 2: 901 E. CARY STREET, SUITE 1700
CITY: RICHMOND
STATE: VA
ZIP: 23219
BUSINESS PHONE: (804) 433-2200
MAIL ADDRESS:
STREET 1: ONE JAMES CENTER
STREET 2: 901 E. CARY STREET, SUITE 1700
CITY: RICHMOND
STATE: VA
ZIP: 23219
FORMER COMPANY:
FORMER CONFORMED NAME: First Bankshares, Inc.
DATE OF NAME CHANGE: 20080812
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Felton Larry L
CENTRAL INDEX KEY: 0001442751
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-53380
FILM NUMBER: 161797106
MAIL ADDRESS:
STREET 1: P.O. BOX 1340
CITY: SUFFOLK
STATE: VA
ZIP: 23439
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-07-29
1
0001442741
Xenith Bankshares, Inc.
XBKS
0001442751
Felton Larry L
901 E. CARY STREET
SUITE 1700
RICHMOND
VA
23219
1
0
0
0
Common Stock
2016-07-29
4
M
0
11745
A
52904
D
Common Stock
2016-07-29
4
D
0
52904
D
0
D
Option (Right to Buy)
4.50
2016-07-29
4
D
0
3000
D
2021-04-03
Common Stock
3000
0
D
Option (Right to Buy)
3.52
2016-07-29
4
D
0
5000
D
2021-12-21
Common Stock
5000
0
D
Option (Right to Buy)
4.64
2016-07-29
4
D
0
5000
D
2022-12-19
Common Stock
5000
0
D
Restricted Stock Units
2016-07-29
4
M
0
5785
0.00
D
Common Stock
5785
0
D
Restricted Stock Units
2016-07-29
4
M
0
5960
0.00
D
Common Stock
5960
0
D
Pursuant to the Agreement and Plan of Reorganization, dated as of February 10, 2016 (the "Merger Agreement"), between Xenith Bankshares, Inc. ("Legacy Xenith") and Hampton Roads Bankshares, Inc., Legacy Xenith was merged with and into Xenith Bankshares, Inc. (previously, Hampton Roads Bankshares, Inc., "New Xenith"). These restricted stock units vested in 12 equal installments on the last day of each month ending on April 30, 2016. The Legacy Xenith shares became non-forfeitable upon vesting. The delivery of Legacy Xenith shares was accelerated at the effective time of the merger pursuant to the terms of the Merger Agreement.
These restricted stock units vest in 12 equal installments on the last day of each month ending on April 30, 2017. The Legacy Xenith shares become non-forfeitable upon vesting. The vesting of unvested Legacy Xenith shares and delivery of Legacy Xenith shares were accelerated at the effective time of the merger pursuant to the terms of the Merger Agreement.
Each restricted stock unit represented the contingent right to receive one share of common stock of Legacy Xenith.
These shares of common stock were converted into 232,777 shares of New Xenith common stock having a market value of $2.05 per share pursuant to the terms of the Merger Agreement.
These options were exercisable in three equal annual installments on April 4, 2012, April 4, 2013, and April 4, 2014 and were converted into options to purchase 13,200 shares New Xenith common stock for $1.03 per share pursuant to the terms of the Merger Agreement.
These options were exercisable in three equal installments on December 22, 2012, December 22, 2013, and December 22, 2014 and were converted into options to purchase 22,000 shares of New Xenith common stock for $0.80 per share pursuant to the terms of the Merger Agreement.
These options were exercisable in three equal installments on December 20, 2013, December 20, 2014, and December 20, 2015 and were converted into options to purchase 22,000 shares of New Xenith common stock for $1.06 per share pursuant to the terms of the Merger Agreement.
/s/Thomas W. Osgood, attorney-in-fact
2016-08-01