FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Andersen Shaza L
2. Issuer Name and Ticker or Trading Symbol

WashingtonFirst Bankshares, Inc. [ WFBI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President & CEO
(Last)          (First)          (Middle)

11921 FREEDOM DRIVE, SUITE 250
3. Date of Earliest Transaction (MM/DD/YYYY)

1/1/2018
(Street)

RESTON, VA 20190
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   1/1/2018     D    98577.0000   D $0.0000   (1) 0.0000   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option   $20.0000   1/1/2018     D         17519.0000      (2) 2/26/2026   Common Stock   17519.0000   $0.0000   (2) 0.0000   D    
Stock Option   $15.1619   1/1/2018     D         17519.0000      (2) 3/9/2025   Common Stock   17519.0000   $0.0000   (2) 0.0000   D    
Stock Option   $10.0317   1/1/2018     D         16538.0000      (2) 5/1/2023   Common Stock   16538.0000   $0.0000   (2) 0.0000   D    
Stock Option   $9.7730   1/1/2018     D         115472.0000      (2) 6/18/2022   Common Stock   115472.0000   $0.0000   (2) 0.0000   D    
Stock Option   $11.5194   1/1/2018     D         24306.0000    1/31/2013   (2) 1/31/2018   Common Stock   24306.0000   $0.0000   (2) 0.0000   D    

Explanation of Responses:
(1)  Disposed of pursuant to the Agreement and Plan of Merger, dated as of May 15, 2017, by and among Sandy Spring Bancorp, Inc. ("Sandy Spring"), WashingtonFirst Bankshares, Inc. ("WashingtonFirst") and Touchdown Acquisition, Inc., a wholly-owned subsidiary of Sandy Spring ("Merger Sub"). Merger Sub merged (the "First-Step Merger") with and into WashingtonFirst, with WashingtonFirst continuing as the surviving entity and immediately thereafter, WashingtonFirst merged with and into Sandy Spring, with Sandy Spring continuing as the surviving entity. At the effective time of the First-Step Merger (the "Effective Time"), each share of WashingtonFirst common stock issued and outstanding immediately prior to such time was converted into the right to receive 0.8713 shares of Sandy Spring common stock.
(2)  At the Effective Time, pursuant to the Agreement and Plan of Merger, dated as of May 15, 2017, by and among Sandy Spring Bancorp, Inc., WashingtonFirst Bankshares, Inc. and Touchdown Acquisition, Inc., all stock options were cancelled and the reporting person received a cash payment equal to $34.42 per share minus the applicable exercise price of such stock option multiplied by each stock option held.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Andersen Shaza L
11921 FREEDOM DRIVE
SUITE 250
RESTON, VA 20190
X
President & CEO

Signatures
Matthew R. Johnson, Power of Attorney 1/2/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
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Washingtonfirst Bankshares (NASDAQ:WFBI)
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