4//SEC Filing
GAULT MICHAEL L 4
Accession 0001272897-23-000003
CIK 0001126961other
Filed
Jan 3, 7:00 PM ET
Accepted
Jan 4, 3:07 PM ET
Size
15.8 KB
Accession
0001272897-23-000003
Insider Transaction Report
Form 4
GAULT MICHAEL L
Director
Transactions
- Disposition to Issuer
Common Stock
2023-01-01−1,536→ 0 total(indirect: By Children) - Disposition to Issuer
Preferred Stock - Series A
2023-01-01−2,145→ 0 total(indirect: By Spouse)→ Common Stock (2,145 underlying) - Disposition to Issuer
Preferred Stock - Series A
2023-01-01−1,536→ 0 total→ Common Stock (1,536 underlying) - Disposition to Issuer
Options to Purchase Common Stock
2023-01-01−10,000→ 0 totalExercise: $16.55Exp: 2023-03-31→ Common Stock (10,000 underlying) - Disposition to Issuer
Common Stock
2023-01-01−13,811→ 0 total - Disposition to Issuer
Common Stock
2023-01-01−59,751→ 0 total(indirect: By Spouse)
Footnotes (4)
- [F1]Disposed of in accordance with the Agreement and Plan of Merger and Reorganization, dated as of June 21, 2022 (the "Merger Agreement"), by and between GrandSouth Bancorporation and First Bancorp, pursuant to which GrandSouth Bancorporation was merged with and into First Bancorp, effective January 1, 2023 (the "Merger"). On January 1, 2023, the effective date of the Merger, each issued and outstanding share of GrandSouth Bancorporation common stock and preferred stock was converted into the right to receive 0.91 shares of First Bancorp common stock (subject to the payment of cash in lieu of fractional shares). As a result of the Merger, the Reporting Person no longer beneficially owns, directly, any shares of GrandSouth Bancorporation capital stock.
- [F2]The Series A Preferred Stock is convertible upon a Change of Control (as defined in the Articles of Amendment designating the Series A Preferred) into a number of shares of the issuers common stock on a one-for-one basis and has no expiration date.
- [F3]Pursuant to the Merger Agreement, at the effective time of the Merger, each stock option not cashed out at the election of the reporting person, was converted into the right to acquire shares of First Bancorp common stock, as adjusted to reflect the exchange ratio of 0.91.
- [F4]Pursuant to an option agreement between the GrandSouth Bancorporation and the reporting person, upon a termination of service in connection with the Merger, the expiration date of such options will accelerate to three months from the termination date.
Documents
Issuer
GRANDSOUTH BANCORPORATION
CIK 0001126961
Entity typeother
Related Parties
1- filerCIK 0001268946
Filing Metadata
- Form type
- 4
- Filed
- Jan 3, 7:00 PM ET
- Accepted
- Jan 4, 3:07 PM ET
- Size
- 15.8 KB