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FORM OF LETTER TO RESCISSION
OFFER RECIPIENTS
[Texas Capital Banschares, Inc.
Letterhead]
[Name and
Address of Offeree]
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Re:
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Offer to Rescind Certain Stock
Purchases through the Texas Capital Bancshares, Inc.’s
Employee Stock Purchase Plan
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You are receiving
this letter and accompanying materials because you purchased shares
of our common stock under our 2000 Employee Stock Purchase Plan on
June 30, 2005. These stock sales were neither registered nor
exempt from registration or qualification under applicable federal
or state securities laws.
In order to
address this issue, we are offering to repurchase the shares you
purchased through the plan during the above period. You are not
required to accept our offer. If you decide to accept our offer,
you or your designated broker will need to deliver us the shares of
our common stock which you have purchased through the plan in
exchange for a cash payment.
If you decide to
accept our offer, and you continue to hold eligible securities,
your payment will be equal to the aggregate price you paid for the
shares, plus interest at [___] percent (___%) per annum from the
date of your purchase. The payment may be more or
less than the current trading price of our common stock on
the Nasdaq National
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