Form 4: Veritex Director's Holdings Convert in Huntington Merger

Veritex Holdings, Inc. Director William Fallon's equity holdings converted into Huntington Bancshares stock following the merger effective October 20, 2025.

Summary

• Veritex Holdings, Inc. (VBTX) merged with and into Huntington Bancshares Incorporated (Huntington) on October 20, 2025, with Huntington surviving the merger.
• The merger was executed pursuant to an Agreement and Plan of Merger dated July 13, 2025.
• Each share of Veritex common stock outstanding immediately prior to the merger's effective time converted into the right to receive 1.95 shares of Huntington common stock.
• Director William Fallon's direct beneficial ownership of 14,191 shares of Veritex common stock and indirect ownership of 3,000 shares via an IRA were disposed of as part of this conversion.
• Additionally, 3,128 Restricted Stock Units (RSUs) held by Mr. Fallon were canceled and converted into the right to receive Huntington common stock based on the 1.95 exchange ratio, less applicable tax withholdings.
• Following these transactions, Mr. Fallon's beneficial ownership of Veritex Holdings, Inc. securities is 0.

Sentiment

Score: 5

Explanation: The filing is a factual report of a completed merger transaction and the subsequent conversion of insider holdings, providing no explicit positive or negative sentiment regarding company performance.

Future Outlook

The filing does not contain any forward-looking statements or guidance, as it reports a completed transaction.

Industry Context

This filing reflects a completed consolidation event within the banking sector, where a larger institution, Huntington Bancshares, acquired Veritex Holdings. Such mergers are common strategies for growth, market expansion, and achieving economies of scale in the financial services industry.

Stakeholder Impact

• Veritex Holdings, Inc. shareholders, including Director William Fallon, had their shares converted into Huntington Bancshares Incorporated common stock at a fixed exchange ratio, effectively becoming shareholders of Huntington.

Key Dates

Keywords

Veritex Holdings, VBTX, Huntington Bancshares, Merger, Acquisition, Form 4, Insider Transaction, Director, Equity Conversion, Restricted Stock Units