Filing Details
- Accession Number:
- 0001179110-10-012314
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2010-08-05 13:00:00
- Reporting Period:
- 2010-07-30
- Filing Date:
- 2010-08-05
- Accepted Time:
- 2010-08-05 19:28:22
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1324410 | Guaranty Bancorp | GBNK | State Commercial Banks (6022) | 412150446 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1254596 | J William Ruh | 6051 El Tordo Po Box 1329 Rancho Santa Fe CA 92067 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Disposition | 2010-07-30 | 2,644,963 | $1.30 | 2,644,963 | No | 4 | S | Indirect | Castle Creek Capital Partners III, LP |
Common Stock | Acquisiton | 2010-07-30 | 2,644,963 | $1.30 | 2,644,963 | No | 4 | P | Indirect | Castle Creek Capital Partners IV, LP |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | S | Indirect | Castle Creek Capital Partners III, LP |
No | 4 | P | Indirect | Castle Creek Capital Partners IV, LP |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Series A Convertible Preferred Stock | Disposition | 2010-07-30 | 10,700 | $1,019.25 | 5,944,444 | $1.80 |
Common Stock | Series A Convertible Preferred Stock | Acquisiton | 2010-07-30 | 10,700 | $1,019.25 | 5,944,444 | $1.80 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
10,700 | No | 4 | S | Indirect | ||
10,700 | No | 4 | P | Indirect |
Reported Non-Derivative Holdings
Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
---|---|---|---|
Common Stock | 178,610 | Indirect | By Lisa A. Ruh Trust |
Reported Derivative Holdings
Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|---|---|---|---|
Common Stock | Series A Convertible Preferred Stock | $1.80 | 147,222 | 265 | Indirect |
Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|
147,222 | 265 | Indirect |
Footnotes
- Castle Creek Capital III LLC is the sole general partner of Castle Creek Capital Partners III, LP ("Fund III"). Accordingly, securities owned by Fund III may be regarded as being beneficially owned by Castle Creek Capital III LLC. Ruh Capital LLC ("RCap") is a controlling person of Castle Creek Capital III LLC. Accordingly, securities owned or deemed to be owned by Castle Creek Capital III LLC may be regarded as being beneficially owned by RCap. William J. Ruh is the sole Managing Member of RCap. Mr. Ruh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purposes of Section 16 or any other purpose.
- Lisa A. Ruh is the trustee of the Lisa A. Ruh Trust and Mr. Ruh's spouse. Mr. Ruh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purposes of Section 16 or any other purpose.
- Each share of Series A Convertible Preferred Stock will automatically convert into shares of common stock on August 11, 2014 and may be converted into shares of common stock following the earlier of August 11, 2011 or the occurrence of certain events resulting in the conversion, exchange or reclassification of the common stock. Each share of Series A Convertible Preferred Stock is convertible into shares of common stock at a conversion price of $1.80 per share, adjustable to as low as $1.50 per share in the event of certain nonpayments of dividends (whether paid in cash or in kind) on the Series A Convertible Preferred Stock, and is also subject to customary anti-dilutionadjustments. The holders of the Series A Convertible Preferred Stock will vote together with the holders of common stock as a single class on all matters upon which the holders of common stock are entitled to vote.
- Each share of Series A Convertible Preferred Stock will be entitled to such number of votes as the number of shares of common stock into which such share of Series A Convertible Preferred Stock is convertible, assuming for voting purposes only, a conversion price of $2.00 per share.
- Castle Creek Capital IV LLC ("CCC IV") is the sole general partner of Castle Creek Capital Partners IV, LP ("Fund IV"). Accordingly, securities owned by Fund IV may be regarded as being beneficially owned by CCC IV. Mr. Ruh is a controlling person of CCC IV. Accordingly, securities owned or deemed to be owned by CCC IV may be regarded as being beneficially owned by Mr. Ruh. Mr. Ruh disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is a beneficial owner of such securities for the purposes of Section 16 or any other purpose.
- Since Mr. Ruh's Form 5 filing on February 16, 2010, an aggregate of 10 and 465 shares of Series A Preferred Stock were dividended by the issuer to the Lisa A. Ruh Trust and Castle Creek Capital Partners IV, LP, respectively, which stock dividends are exempted from Section 16 pursuant to Rule 16a-9(a).
- The price for each share was comprised of $1,000, representing the liquidation value of such share, and $19.25, representing accrued and unpaid dividends on such share.