SEC Form 4 · accession 0001437749-16-034813
1st Century Bancshares, Inc. · FCTY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Alan I Rothenberg
Officer — CEO and Chairman of the Board · Director · 10% Owner
Period of report
Jul 1, 2016
Accepted (ET)
Jul 5, 2016 · 12:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001420525
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3,F4 | Jul 1, 2016 | D | 753,957 | $11.22 | D | 0 | D | |
| Common StockF3 | Jul 1, 2016 | D | 60,225 | $11.22 | D | 0 | I | Alan Rothenberg Defined Benefit Pension Plan |
| Common StockF3 | Jul 1, 2016 | D | 45,406 | $11.22 | D | 0 | I | By 401(k) Plan |
| Common StockF3 | Jul 1, 2016 | D | 27,750 | $11.22 | D | 0 | I | Latham & Watkins Thrift & Profit Sharing Retirement Plan |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Disposed of pursuant to the Agreement and Plan of Merger, dated as of March 10, 2016, among 1st Century Bancshares, Inc. (the "Company"), Midland Financial Co. ("Midland") and MC 2016 Corp., a wholly-owned subsidiary of Midland (the "Merger Agreement").
- F2Includes restricted shares.
- F3Disposed of pursuant to the Merger Agreement in exchange for $11.22 for each share of the Company's common stock.
- F4Pursuant to the terms of the Merger Agreement, each restricted share of the Company held by the reporting person was cancelled and converted into the right to receive $11.22.