Filing Details
- Accession Number:
- 0001179110-10-012165
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2010-08-03 13:00:00
- Reporting Period:
- 2010-07-30
- Filing Date:
- 2010-08-03
- Accepted Time:
- 2010-08-03 17:38:23
- 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 |
---|---|---|---|---|---|---|---|
1197257 | Iii M John Eggemeyer | 1331 17Th Street, Ste. 300 Denver CO 80202 | Yes | 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 | By Castle Creek Capital Partners III, LP |
Common Stock | Acquisiton | 2010-07-30 | 2,644,963 | $1.30 | 2,644,963 | No | 4 | P | Indirect | By Castle Creek Capital Partners IV, LP |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | S | Indirect | By Castle Creek Capital Partners III, LP |
No | 4 | P | Indirect | By 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 | 276,120 | Direct | |
Common Stock | 352,500 | Indirect | By Self as Trustee of the Eggemeyer Family Trust |
Common Stock | 13,211 | Indirect | By Trustees of the GBNK Deferred Compensation Plan |
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. Eggemeyer Capital LLC ("ECap") 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 ECap. John M. Eggemeyer, III is the sole Managing Member of ECap. Mr. Eggemeyer 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.
- Represents the right to receive value equivalent to 13,211 shares of Guaranty Bancorp (GBNK) common stock under the GBNK Deferred Compensation Plan, settlable in shares of GBNK common stock.
- 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-dilution adjustments. 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.
- Assumes the conversion of the Series A Convertible Preferred Stock into common stock based upon a conversion price of $1.80 per share.
- Castle Creek Capital IV LLC 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 Castle Creek Capital IV LLC. John M. Eggemeyer is a controlling person of Castle Creek Capital IV LLC. Accordingly, securities owned or deemed to be owned by Castle Creek Capital IV LLC may be regarded as being beneficially owned by Mr. Eggemeyer. Mr. Eggemeyer 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.
- Since Mr. Eggemeyer's last Form 4 filing on October 30, 2009, an aggregate of 700 shares of Series A Preferred Stock were dividended by the issuer to Castle Creek Capital Partners III, LP, 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, and $19.25, representing accrued and unpaid dividends on such share.