|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| |||||||||||||||||||||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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 | $ 8.94 | 01/03/2005 | A | 6,085 | 04/19/1996 | 04/19/2006 | Common Stock | 6,085 | (2) | 6,085 | D | ||||
Stock Option | $ 17.55 | 01/03/2005 | A | 5,662 | 03/19/1999 | 03/19/2009 | Common Stock | 5,662 | (3) | 5,662 | D | ||||
Stock Option | $ 11.92 | 01/03/2005 | A | 3,775 | 05/19/2000 | 05/19/2010 | Common Stock | 3,775 | (4) | 3,775 | D | ||||
Stock Option | $ 11.59 | 01/03/2005 | A | 3,775 | 05/08/2001 | 05/08/2011 | Common Stock | 3,775 | (5) | 3,775 | D | ||||
Stock Option | $ 17.22 | 01/03/2005 | A | 3,775 | 11/21/2003 | 11/21/2013 | Common Stock | 3,775 | (6) | 3,775 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SCHULHOFF HENRY L ONE BANK PLAZA WHEELING, WV 26003 |
X |
/s/ Robert H. Young, Attorney-in-Fact | 01/05/2005 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Estimated number of WesBanco, Inc. shares to be issued in connection with the acquisition of Winton Financial Corp. The final number of WesBanco shares to be issued will be determined subsequent to the receipt of stockholder election forms. Shares acquired pursuant to merger with and into WesBanco, Inc. in exchange for either $20.75 in cash or 0.755 shares, having a market value of $31.97 at the effective time of the merger, for each Winton share owned. What the reporting person will receive in exchange for Winton shares will be subject to the limitations and adjustments set forth in the merger agreement. |
(2) | This option was assumed by WesBanco in the merger replacing an option to purchase 8,060 shares of Winton at $6.75 per share. |
(3) | This option was assumed by WesBanco in the merger replacing an option to purchase 7,500 shares of Winton at $13.25 per share. |
(4) | This option was assumed by WesBanco in the merger replacing an option to purchase 5,000 shares of Winton at $9.00 per share. |
(5) | This option was assumed by WesBanco in the merger replacing an option to purchase 5,000 shares of Winton at $8.75 per share. |
(6) | This option was assumed by WesBanco in the merger replacing an option to purchase 5,000 shares of Winton at $13.00 per share. |