Home/Filings/4/0000909654-06-000106
4//SEC Filing

BAKER A CHRISTINE 4

Accession 0000909654-06-000106

CIK 0001074078other

Filed

Jan 11, 7:00 PM ET

Accepted

Jan 12, 3:58 PM ET

Size

16.9 KB

Accession

0000909654-06-000106

Insider Transaction Report

Form 4
Period: 2005-12-30
BAKER A CHRISTINE
Executive V.P. & CFO
Transactions
  • Disposition to Issuer

    Common Stock

    2006-01-0312,4920 total(indirect: By ESOP)
  • Disposition to Issuer

    Common Stock

    2006-01-0322,6390 total(indirect: By Profit Sharing Plan)
  • Exercise/Conversion

    Phantom Stock Unit

    2005-12-3030,6340 total
    Common Stock (30,634 underlying)
  • Disposition to Issuer

    Common Stock

    2006-01-0350,2720 total
  • Disposition to Issuer

    Common Stock

    2006-01-036250 total(indirect: By Children)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2006-01-0345,0000 total
    Exercise: $14.71From: 2000-06-06Exp: 2010-06-06Common Stock (45,000 underlying)
  • Exercise/Conversion

    Common Stock

    2005-12-30+30,63450,272 total
Footnotes (4)
  • [F1]Shares were distributed from the 1st State Bank Deferred Compensation Plan (the DCP Plan) to direct ownership upon the termination of the DCP Plan on December 30, 2005 pursuant to the Merger Agreement dated as of June 29, 2005 by and between Capital Bank Corporation and 1st State Bancorp, Inc. (the Merger Agreement).
  • [F2]Pursuant to the Merger Agreement, on the effective date of the merger of 1st State Bancorp, Inc. (the Issuer) with and into Capital Bank Corporation, these shares of Issuer common stock were converted into the right to receive, at the election of the Reporting Person but subject to the allocation procedures set forth in the Merger Agreement: (i) 2.434788 shares of Capital Bank Corporation common stock, rounded to the nearest whole share, for each share of Issuer common stock; (ii) $37.15 in cash for each share of Issuer common stock; or (iii) 1.684457 shares of Capital Bank Corporation common stock, rounded to the nearest whole share, and $11.4486 in cash for each share of Issuer common stock. The Reporting Person has until February 8, 2006 to elect the form of merger consideration she wishes to receive.
  • [F3]Each share of phantom stock was the economic equivalent of one share of 1st State Bancorp, Inc. common stock.
  • [F4]This option was cancelled in the merger in exchange for a cash payment representing the difference between $37.15 per share and the exercise price of the option.

Documents

1 file

Issuer

1ST STATE BANCORP INC

CIK 0001074078

Entity typeother

Related Parties

1
  • filerCIK 0001247298

Filing Metadata

Form type
4
Filed
Jan 11, 7:00 PM ET
Accepted
Jan 12, 3:58 PM ET
Size
16.9 KB