Angela Nicole Petrucci Form 3 National Bank / ANGELA NICOLE PETRUCCI ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

PETRUCCI ANGELA NICOLE

(Last) (First) (Middle)

7800 E.ORCHARD ROAD

SUITE 300

(Street)

GREENWOOD VILLAGE CO 80111

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/01/2020

3. Issuer Name and Ticker or Trading Symbol
National Bank Holdings Corp [ NBHC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Admin Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,450(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	(2)	06/15/2025	Common Stock	541	20.33	D
Employee Stock Option (Right to Buy)	(3)	03/01/2026	Common Stock	675	19.56	D
Employee Stock Option (Right to Buy)	(4)	03/01/2027	Common Stock	889	34.04	D
Employee Stock Option (Right to Buy)	(5)	03/01/2028	Common Stock	1,356	32.65	D
Employee Stock Option (Right to Buy)	(6)	04/01/2029	Common Stock	1,844	34.08	D
Employee Stock Option (Right to Buy)	(7)	04/01/2030	Common Stock	3,021	23.1	D

Explanation of Responses:

1. Total includes 1,142 shares of unvested restricted stock granted under the NBHC 2014 Omnibus Incentive Plan. Vesting of said shares is contingent upon continued employment and is scheduled as follows: (i) 539 will vest on April 28, 2021; (ii) 386 will vest on April 28, 2022; and (iii) 217 will vest on April 28, 2023.

2. Granted under the NBHC 2014 Omnibus Incentive Plan. Stock option award is subject to continued employment and is time vesting. The first installment vested on April 28, 2016, the second installment vested on April 28, 2017, and the third installment vested on April 28, 2018.

3. Granted under the NBHC 2014 Omnibus Incentive Plan. Stock option award is subject to continued employment and is time vesting. The first installment vested on April 28, 2017, the second installment vested on April 28, 2018, and the third installment vested on April 28, 2019.

4. Granted under the NBHC 2014 Omnibus Incentive Plan. Stock option award is subject to continued employment and is time vesting. The first installment vested on April 28, 2018, the second installment vested on April 28, 2019, and the third installment vested on April 28, 2020.

5. Granted under the NBHC 2014 Omnibus Incentive Plan. Stock option award is subject to continued employment and is time vesting. The first installment vested on April 28, 2019, the second installment vested on April 28, 2020, and the third installment vests on April 28, 2021.

6. Granted under the NBHC 2014 Omnibus Incentive Plan. Stock option award is subject to continued employment and is time vesting. The first installment vested on April 28, 2020, the second installment vests on April 28, 2021, and the third installment vests on April 28, 2022.

7. Granted under the NBHC 2014 Omnibus Incentive Plan. Stock option award is subject to continued employment and is time vesting. The first installment vests on April 28, 2021, the second installment vests on April 28, 2022, and the third installment vests on April 28, 2023.

	/s/ Angela Nicole Petrucci	07/06/2020
	** 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 5 (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).
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