Holmes Rudolph H.'s Form 4/A amendment
AmendedCadence Bancorporation (CADE) · filed Nov 1, 2021
- Accession no.
- 0001702696-21-000085
- Filed
- Nov 1, 2021
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Nov 1, 2021
This filing lists no transactions. It carries over 11 transactions from the original filing that it did not restate.
This amendment restates part of 0001702696-21-000074 (filed Nov 1, 2021). The transactions it did not restate still count and are listed below.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Holmes Rudolph H.CIK 0001702446 | Officer (EVP, Business Services Exec) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
This filing has no transactions of this kind.
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0001702696-21-000074 (filed Nov 1, 2021).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 29, 2021 | Class A Common Stock, par value $0.01 per share | DReturned to the companyDisposed | −61,509 | –F2 | – | 0 | Direct |
Derivative securities (Table II)
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 29, 2021 | Common Stock | DReturned to the companyDisposed | −249,873 | –F4 | – | 0 | Direct | |
| Oct 29, 2021 | Common Stock | DReturned to the companyDisposed | −29,605 | –F5 | – | 0 | Direct | |
| Oct 29, 2021 | Common Stock | DReturned to the companyDisposed | −7,779 | –F7 | – | 0 | Direct | |
| Oct 29, 2021 | Common Stock | PPurchaseDisposed | −12,019 | –F8 | – | 0 | Direct | |
| Oct 29, 2021 | Common Stock | DReturned to the companyDisposed | −12,018 | –F9 | – | 0 | Direct | |
| Oct 29, 2021 | Common Stock | PPurchaseDisposed | −12,019 | –F10 | – | 0 | Direct | |
| Oct 29, 2021 | Common Stock | AGrant or awardDisposed | −18,662 | –F11 | – | 18,662 | Direct | |
| Oct 29, 2021 | Common Stock | AGrant or awardDisposed | −15,566 | –F11 | – | 34,288 | Direct | |
| Oct 29, 2021 | Common Stock | DReturned to the companyDisposed | −18,662 | –F12 | – | 15,566 | Direct | |
| Oct 29, 2021 | Common Stock | DReturned to the companyDisposed | −15,566 | –F13 | – | 0 | Direct |
Footnotes on the original
The footnotes that the prices of these transactions refer to on the original filing.
- F2
Disposed of in connection with this Agreement and Plan of Merger by and between BancorpSouth Bank ("BXS") and Cadence Bancorporation ("CADE"), dated April 12, 2021 and amended as of May 27, 2021 (the "Merger Agreement"), pursuant to which Cadence was merged with and into BXS, effective October 29, 2021 (the "Merger). Pursuant to the Merger, each issued and outstanding share of Cadence common stock par value $0.01 was converted into the right to receive .70 shares of BXS's common stock par value $2.50 per share (the "Exchange Ratio"). The opening price of the BXS's common stock on the NYSE on the effective date of the Merger was $29.16. As a result of the Merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of Cadence Common Stock.
Referenced by the price of 1 transaction in Table I.
- F4
This option was replaced with an option to purchase 174,911 shares of BXS common stock at an exercise price of $27.11 per share.
Referenced by the price of 1 transaction in Table II.
- F5
This option was replaced with an option to purchase 20,723 shares of BXS common stock at an exercise price of $29.80 per share.
Referenced by the price of 1 transaction in Table II.
- F7
These time-vested restricted stock units were replaced with BXS time-vested restricted stock units convertible into an aggregate of 5,445 shares of BXS common stock.
Referenced by the price of 1 transaction in Table II.
- F8
These time-vested restricted stock units were replaced with BXS time-vested restricted stock units convertible into an aggregate of 8,413 shares of BXS common stock.
Referenced by the price of 1 transaction in Table II.
- F9
These time-vested restricted stock units were replaced with BXS time-vested restricted stock units convertible into an aggregate of 8,412 shares of BXS common stock.
Referenced by the price of 1 transaction in Table II.
- F10
These time-vested restricted stock units were replaced with BXS time-vested restricted stock units convertible into an aggregate of 8,413 shares of BXS common stock.
Referenced by the price of 1 transaction in Table II.
- F11
Represents performance share units, each convertible into one share of Cadence common stock, under the Plan. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Cadence performance share unit automatically converted into a BXS restricted stock unit convertible into shares of BXS common stock, with the number of underlying shares of BXS common stock determined based on the Exchange Ratio and higher of target performance and actual performance. Each BXS restricted stock unit is subject to the same terms and conditions (other than performance conditions) as applied to the corresponding Cadence performance share unit immediately prior to the effective time of the Merger.
Referenced by the price of 2 transactions in Table II.
- F12
These performance share stock units were replaced with BXS restricted stock units convertible into an aggregate 13,063 shares of BXS common Stock.
Referenced by the price of 1 transaction in Table II.
- F13
These performance share units were replaced with BXS restricted stock units convertible into an aggregate 10,896 shares of BXS common stock.
Referenced by the price of 1 transaction in Table II.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
This amendment has no footnotes.
Remarks
This Form Type 4/A is being filed to show that Rudolph H. Holmes is no longer subject to Section 16.