SEC Form 4 · accession 0001225208-18-013457
United Community Bancorp · UCBA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James D Humphrey
Director
Period of report
Sep 14, 2018
Accepted (ET)
Sep 17, 2018 · 4:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001514131
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 14, 2018 | D | 4,378 | $0.00 | D | 0 | D | |
| Common StockF1 | Sep 14, 2018 | D | 582 | $0.00 | D | 0 | I | Restricted Stock |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $11.33 | Sep 14, 2018 | D | 7,203 | D | — | Apr 24, 2024 | Common Stock | 7,203 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to the Agreement and Plan of Merger, dated as of March 11, 2018, by and between Civista Bancshares, Inc. ("Civista"), Civista Bank, United Community Bancorp ("United Community Bancorp") and United Community Bank, pursuant to which United Community Bancorp merged with and into Civista, with Civista continuing as the surviving entity (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of United Community Bancorp common stock issued and outstanding immediately prior to such time (other than certain excluded common stock) was converted into the right to receive 1.027 shares of Civista common stock and $2.54.
- F2At the Effective Time, pursuant to the Agreement and Plan of Merger, dated as of March 11, 2018, by and between Civista, Civista Bank, United Community Bancorp and United Community Bank, all stock options were cancelled and the reporting person received a cash payment equal to $27.01 per share minus the applicable exercise price of such stock option multiplied by each stock option held.