First Foundation (FFWM) director’s 13,308-share stake converted in FirstSun merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
First Foundation Inc. director Parker C. Allen reported a disposition of 13,308 shares of common stock back to the issuer in connection with the company’s merger with FirstSun Capital Bancorp. The disposition reflects the merger closing rather than an open-market trade.
Under the Merger Agreement, each First Foundation share converted into the right to receive 0.16083 shares of FirstSun common stock, with cash paid instead of fractional shares. The 13,308 shares included restricted stock units, which were assumed by FirstSun and converted into restricted stock units over FirstSun stock using the same exchange ratio. After the merger, Allen no longer beneficially owns any First Foundation common stock.
Positive
- None.
Negative
- None.
Insider Trade Summary
1 transaction reported
Mixed
1 txn
Insider
Parker C. Allen
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 13,308 | $0.00 | -- |
Holdings After Transaction:
Common Stock — 0 shares (Direct)
Footnotes (1)
- Disposed of pursuant to the Agreement and Plan of Merger, dated October 27, 2025 (the "Merger Agreement"), by and between the Issuer and FirstSun Capital Bancorp ("FirstSun"). Pursuant to the terms of the Merger Agreement, at the effective time of the merger, each share of Issuer common stock converted into the right to receive 0.16083 shares of FirstSun common stock (the "Exchange Ratio"), with cash paid in lieu of fractional shares. As a result of the merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of Issuer common stock. Includes restricted stock units with respect to 13,308 shares of the Issuer's common stock. Pursuant to the Merger Agreement, at the effective time of the merger, the restricted stock units were assumed by FirstSun and converted into restricted stock units with respect to a number of shares of FirstSun common stock equal to the number of issuer shares underlying the restricted stock unit multiplied by the Exchange Ratio.
Key Figures
Shares disposed: 13,308 shares
Exchange ratio: 0.16083 shares
Restricted stock units affected: 13,308 shares
+1 more
4 metrics
Shares disposed
13,308 shares
Common stock disposed of to issuer in merger-related transaction
Exchange ratio
0.16083 shares
FirstSun common stock per First Foundation share under Merger Agreement
Restricted stock units affected
13,308 shares
RSUs over First Foundation stock converted into FirstSun RSUs using exchange ratio
Shares held after transaction
0 shares
First Foundation common stock beneficially owned by Parker C. Allen post‑merger
Key Terms
Agreement and Plan of Merger, restricted stock units, Exchange Ratio
3 terms
Agreement and Plan of Merger regulatory
"Disposed of pursuant to the Agreement and Plan of Merger, dated October 27, 2025"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
restricted stock units financial
"Includes restricted stock units with respect to 13,308 shares of the Issuer's common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Exchange Ratio financial
"converted into the right to receive 0.16083 shares of FirstSun common stock (the "Exchange Ratio")"
The exchange ratio is the number used to decide how many shares of one company you get for each share you own in another company during a merger or acquisition. It’s like a recipe that tells you how to swap shares fairly, ensuring both companies’ values are balanced. This ratio matters because it determines how ownership divides between the companies' shareholders.
FAQ
What insider transaction did FFWM director Parker C. Allen report?
Parker C. Allen reported a disposition of 13,308 shares of First Foundation (FFWM) common stock back to the issuer. The transaction occurred as part of the company’s merger with FirstSun Capital Bancorp, not through an open-market sale or purchase.
How was First Foundation (FFWM) stock converted in the FirstSun merger?
Each share of First Foundation (FFWM) common stock converted into the right to receive 0.16083 shares of FirstSun Capital Bancorp common stock. Any fractional share amounts were settled in cash instead of issuing partial FirstSun shares to former FFWM holders.
What happened to Parker C. Allen’s restricted stock units in the FFWM merger?
Allen held restricted stock units covering 13,308 shares of First Foundation common stock. At the merger’s effective time, these units were assumed by FirstSun and converted into restricted stock units over FirstSun shares, using the 0.16083 exchange ratio for the underlying share count.