10/02/2025 | Press release | Distributed by Public on 10/02/2025 15:00
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (right to buy) | $26.65(3) | 10/01/2025 | D | 2,614(3) | (4) | 08/22/2027 | Common Stock | 2,614 | (4) | 0 | D | ||||
Stock Option (right to buy) | $31.64(3) | 10/01/2025 | D | 5,229(3) | (5) | 08/02/2031 | Common Stock | 5,229 | (5) | 0 | D | ||||
Stock Option (right to buy) | $27.6(3) | 10/01/2025 | D | 3,137(3) | (6) | 08/31/2033 | Common Stock | 3,137 | (6) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Brown William Travis C/O GUARANTY BANCSHARES, INC. 201 SOUTH JEFFERSON AVE. MOUNT PLEASANT, TX 75455 |
SEVP - Chief Lending Officer |
/s/ Shalene A. Jacobson, as attorney-in-fact | 10/02/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Disposed of pursuant to the Plan and Agreement of Merger, dated as of June 24, 2025, by and among, Guaranty Bancshares, Inc., Guaranty Bank & Trust, N.A., Glacier Bancorp, Inc. ("Glacier"), and Glacier Bank (the "Merger Agreement") in exchange for 7,029 shares of Glacier common stock having a market value of $48.75 per share on the effective date of the merger. |
(2) | Disposed of pursuant to the Merger Agreement in exchange for 615 shares of Glacier common stock having a market value of $48.75 per share on the effective date of the merger. |
(3) | Adjusted to reflect the payment by Guaranty Bancshares, Inc. on September 23, 2025 of a special cash dividend on its common stock in the amount of $2.30 per share of common stock. |
(4) | This option, which provided for vesting in five equal annual installments beginning August 22, 2017, became fully vested in connection with the merger and was assumed by Glacier in the merger and replaced with an option to purchase 2,614 shares of Glacier common stock for $26.65 per share. |
(5) | This option, which provided for vesting in five equal annual installments beginning August 2, 2021, became fully vested in connection with the merger and was assumed by Glacier in the merger and replaced with an option to purchase 5,229 shares of Glacier common stock for $31.64 per share. |
(6) | This option, which provided for vesting in five equal annual installments beginning August 31, 2023, became fully vested in connection with the merger and was assumed by Glacier in the merger and replaced with an option to purchase 3,137 shares of Glacier common stock for $27.60 per share. |