Form 4: Veritex Director Reports Share Conversion Post-Merger
Insider Transaction Report
A Veritex Holdings, Inc. director reported the conversion of common stock and restricted stock units into Huntington Bancshares shares following the October 20, 2025 merger.
Summary
- Veritex Holdings, Inc. was acquired by Huntington Bancshares Incorporated on October 20, 2025, pursuant to a merger agreement dated July 13, 2025.
- Director April Box reported the disposition of 19,944 shares of Veritex common stock as a result of the merger.
- Director April Box also reported the disposition of 3,128 Restricted Stock Units (RSUs) of Veritex due to the merger.
- Each share of Veritex common stock converted into the right to receive 1.95 shares of Huntington common stock.
- Each Veritex RSU was canceled and converted into a number of Huntington common shares equal to the product of the RSU's underlying shares multiplied by the 1.95 exchange ratio, less applicable tax withholdings.
- Following these transactions, the director beneficially owns 0 shares of Veritex common stock and 0 Veritex RSUs.
Sentiment
Score: 5
Explanation: Neutral, as this is a factual report of a completed merger transaction and subsequent share conversion, not an announcement of performance or strategic initiatives.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director | April Box (Veritex Holdings, Inc.) | N/A | 10/20/2025 | Cessation of Veritex Holdings, Inc. as a standalone entity due to merger with Huntington Bancshares Incorporated. |
Stakeholder Impact
- Shareholders of Veritex Holdings, Inc. received 1.95 shares of Huntington Bancshares Incorporated common stock for each Veritex share they owned.
- Holders of Veritex Restricted Stock Units had their units converted into Huntington common stock based on the 1.95 exchange ratio.
- Veritex Holdings, Inc. ceased to exist as an independent publicly traded company, impacting its former employees, customers, and suppliers.
Key Dates
| Date | Description |
|---|---|
| 07/13/2025 | Date of the Agreement and Plan of Merger between Huntington Bancshares Incorporated and Veritex Holdings, Inc. |
| 10/20/2025 | Effective date of the merger where Huntington Bancshares Incorporated acquired Veritex Holdings, Inc. |
| 10/20/2025 | Transaction date for the conversion of Veritex common stock and Restricted Stock Units for the reporting person. |
| 10/22/2025 | Signature date of the reporting person for the Form 4 filing. |
Keywords
Veritex Holdings, VBTX, Huntington Bancshares, Merger, Acquisition, Form 4, Insider Transaction, Stock Conversion, Restricted Stock Units, Director Ownership
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