Home/Filings/4/A/0001313319-15-000002
4/A//SEC Filing

PALMETTO BANCSHARES INC 4/A

Accession 0001313319-15-000002

CIK 0000706874operating

Filed

Sep 2, 8:00 PM ET

Accepted

Sep 3, 10:44 AM ET

Size

9.9 KB

Accession

0001313319-15-000002

Insider Transaction Report

Form 4/AAmended
Period: 2015-09-01
ERWIN SAMUEL L
DirectorPres (Ho Co) Pres & CEO (Bank)
Transactions
  • Disposition to Issuer

    Common Stock, $0.01 par value

    2015-09-012500 total(indirect: By Children)
  • Disposition to Issuer

    Common Stock, $0.01 par value

    2015-09-0170,4480 total
  • Disposition to Issuer

    Stock Options

    2015-09-01$9.74/sh192,308$1,873,0800 total
    Exercise: $10.40Exp: 2021-05-19Common Stock, $0.01 par value (192,308 underlying)
Footnotes (2)
  • [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 May 19, 2014, was cancelled in the merger in exchange for a gross cash payment of $1,872,412.42 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).

Issuer

PALMETTO BANCSHARES INC

CIK 0000706874

Entity typeoperating
IncorporatedSC

Related Parties

1
  • filerCIK 0000706874

Filing Metadata

Form type
4/A
Filed
Sep 2, 8:00 PM ET
Accepted
Sep 3, 10:44 AM ET
Size
9.9 KB