[Form 4] Veritex Holdings, Inc. Insider Trading Activity
Rhea-AI Filing Summary
Veritex Holdings (VBTX) director reported transactions tied to the closing of Veritex’s merger into Huntington Bancshares on October 20, 2025. Each Veritex share converted into the right to receive 1.95 shares of Huntington common stock per the merger agreement.
The filing shows dispositions due to conversion of 46,252 shares of common stock and 100 shares held in a personal IRA. In addition, 6,505 restricted stock units were canceled and converted into Huntington shares based on the same 1.95:1 exchange ratio, subject to applicable tax withholdings.
Positive
- None.
Negative
- None.
Insights
Director’s VBTX equity converted to HBAN at 1.95:1 upon merger close.
The report reflects mechanical equity conversion from Veritex to Huntington on October 20, 2025. Per the agreement, each Veritex share became the right to receive 1.95 Huntington shares, so the director’s 46,252 directly held shares and 100 IRA shares were disposed for reporting purposes and converted.
Equity awards followed the same terms: 6,505 RSUs were canceled and converted into Huntington shares using the 1.95 exchange ratio, less tax withholdings. This is standard merger treatment; cash-flow details or sale proceeds aren’t applicable here.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Units | 6,505 | $0.00 | -- |
| Disposition | Common Stock | 46,252 | $0.00 | -- |
| Disposition | Common Stock | 100 | $0.00 | -- |
Footnotes (1)
- On October 20, 2025, Huntington Bancshares Incorporated (Huntington) acquired the Issuer pursuant to the terms of that certain Agreement and Plan of Merger entered into by and between Huntington and the Issuer, dated as of July 13, 2025 (the Merger Agreement). Pursuant to the terms of the Merger Agreement, the Issuer merged with and into Huntington, with Huntington surviving such merger (the Merger). Pursuant to the terms of the Merger Agreement, each share of Issuer common stock (other than certain excluded shares) outstanding immediately prior to the effective time of the Merger (the Effective Time) converted into the right to receive 1.95 shares of Huntington common stock (the Merger Consideration). Each restricted stock unit represents a right to receive at settlement one share of common stock of the Company. Pursuant to the terms of the Merger Agreement, each RSU outstanding immediately prior to the Effective Time was canceled and converted into the right to receive (without interest) a number of shares of Huntington common stock equal to the product of (i) the number of shares of Issuer common stock subject to such RSU immediately prior to the Effective Time, multiplied by (ii) the Exchange Ratio (as defined below), less any applicable tax withholdings. The ratio of 1.95 shares of Huntington common stock for one share of Issuer common stock is referred to as the Exchange Ratio.