UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Rule 13d-1(b)

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Rule 13d-1(c)

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Rule 13d-1(d)

CUSIP No. 923451108

1.

Names of Reporting Persons
William C. Murphy

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

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(b)

o

3.

SEC Use Only

4.

Citizenship or Place of Organization

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
576,554(1)

6.

Shared Voting Power

7.

Sole Dispositive Power
576,554(1)

8.

Shared Dispositive Power

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
576,554(1)

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
6.1%

12.

Type of Reporting Person (See Instructions)
IN, PN, 00

Item 1.

(a)

Name of Issuer
Veritex Holdings, Inc.

(b)

Address of Issuer’s Principal Executive Offices
8214 Westchester Drive, Suite 400, Dallas, TX 75225

Item 2.

(a)

Name of Person Filing
William C. Murphy

(b)

Address of Principal Business Office or, if none, Residence
3836 Caruth Blvd., Dallas, TX 75225

(c)

Citizenship
USA

(d)

Title of Class of Securities
Common stock, par value $0.01 per share of the Issuer

(e)

CUSIP Number
923451108

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);

(k)

o

Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with

§ 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:   

576,554(1)

(b)

Percent of class:   

6.1%

(c)

Number of shares as to which the person has:

576,554(1)

(i)

Sole power to vote or to direct the vote   

(ii)

Shared power to vote or to direct the vote    

(iii)

Sole power to dispose or to direct the disposition of   

576,554(1)

(iv)

Shared power to dispose or to direct the disposition of   

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Item 8.

Identification and Classification of Members of the Group

Item 9.

Notice of Dissolution of Group

Item 10.

Certification

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect o changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 

February 17, 2015

Date

/s/William C. Murphy

Signature

William C. Murphy

Name/Title

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).