4//SEC Filing
PALMETTO BANCSHARES INC 4
Accession 0001281010-15-000003
CIK 0000706874operating
Filed
Sep 2, 8:00 PM ET
Accepted
Sep 3, 11:43 AM ET
Size
13.4 KB
Accession
0001281010-15-000003
Insider Transaction Report
Form 4
JONES ROY D
CFO
Transactions
- Disposition to Issuer
Stock Options
2015-09-01$9.14/sh−11,250$102,825→ 12,500 totalExercise: $11.00Exp: 2021-06-16→ Common Stock, $0.01 par vaule (11,250 underlying) - Disposition to Issuer
Stock Options
2015-09-01$3.71/sh−8,500$31,535→ 0 totalExercise: $16.43Exp: 2024-12-18→ Common Stock, $0.01 par value (8,500 underlying) - Disposition to Issuer
Common Stock, $0.01 par value
2015-09-01−8,159→ 0 total - Disposition to Issuer
Stock Options
2015-09-01$7.18/sh−4,000$28,720→ 8,500 totalExercise: $12.96Exp: 2024-02-20→ Common Stock, $0.01 par value (4,000 underlying)
Footnotes (4)
- [F1]Under the Agreement and Plan of Merger ("Merger Agreement"), dated April 22, 2015, between United Community Banks, Inc. ("United") and Palmetto Bancshares, Inc. ("Palmetto"), the holder has the right to elect to receive consideration of either 0.97 shares of United common stock or $19.25 in cash for each Palmetto common share, subject to proration to ensure that, in the aggregate, 70% of Palmetto's common shares will be converted into United stock. No fractional shares of United common stock will be issued, and the cash in lieu amount will be determined by multiplying such fractional share amount by $21.15 (the calculation of which is defined in the Merger Agreement). As of the date of this Form 4, the calculations related to the election and proration procedures set forth in the Merger Agreement have not been received by the Reporting Person. Accordingly, it is not possible at this time to determine the form of merger consideration to be received by the Reporting Person.
- [F2]This option, which provided for the vesting in three equal installments beginning June 16, 2014, was cancelled in the merger in exchange for a gross cash payment of $102,785.95 representing the difference between the weighted average merger consideration per Palmetto share ($20.14 per share) less the exercise price per share under such stock option (definition for calculation of weighted average merger consideration included in the Merger Agreement).
- [F3]This option, which provided for the vesting in three equal installments beginning February 20, 2015, was cancelled in the merger in exchange for a gross cash payment of $28,706.12 representing the difference between the weighted average merger consideration per Palmetto share ($20.14 per share) less the exercise price per share under such stock option (definition for calculation of weighted average merger consideration included in the Merger Agreement).
- [F4]This option, which provided for the vesting in five equal installments beginning December 18, 2015, was cancelled in the merger in exchange for a gross cash payment of $31,505.50 representing the difference between the weighted average merger consideration per Palmetto share ($20.14 per share) less the exercise price per share under such stock option (definition for calculation of weighted average merger consideration included in the Merger Agreement).
Documents
Issuer
PALMETTO BANCSHARES INC
CIK 0000706874
Entity typeoperating
IncorporatedSC
Related Parties
1- filerCIK 0000706874
Filing Metadata
- Form type
- 4
- Filed
- Sep 2, 8:00 PM ET
- Accepted
- Sep 3, 11:43 AM ET
- Size
- 13.4 KB