SEC Form 4 · accession 0001520300-17-000018

ASB Bancorp Inc · ASBB

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

David A Kozak

Officer — EVP & Chief Credit Officer

Period of report

Oct 1, 2017

Accepted (ET)

Oct 3, 2017 · 4:42 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001520300

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock^F1	Oct 1, 2017	D	12,953	—	D	D
Common Stock^F1,F3	Oct 1, 2017	D	4,456	—	D	I	By ESOP
Common Stock^F1,F4	Oct 1, 2017	D	3,181	—	D	I	By 401(k) Plan
Common Stock^F1	Oct 1, 2017	D	1,500	—	D	I	By IRA
Common Stock^F1	Oct 1, 2017	D	5,200	—	D	D

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	$15.712	Oct 1, 2017	D	51,000	D	Feb 5, 2014	Feb 5, 2023	Common Stock	51,000	0	D

Explanation of responses

F1Disposed of pursuant to the Agreement and Plan of Merger and Reorganization, dated May 1, 2017, between First Bancorp ("FBNC") and the issuer, pursuant to which the issuer was merged with and into FBNC effective October 1, 2017 (the "Merger"). Pursuant to the Merger, each issued and outstanding share of issuer common stock was exchanged for the right to receive 1.44 shares of FBNC common stock or $41.90 in cash, subject to the total consideration in the Merger being 90% stock / 10% cash. As a result of the Merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of issuer common stock.
F2This option, which provided for the vesting in five equal annual installments beginning on February 5, 2014, the first anniversary of the date of the award, was cancelled in the Merger in exchange for a gross cash payment of $1,335,588.00. The cash payment was determined by multiplying (i) the number of shares of the issuer's common stock subject to such stock option (ii)$41.90 per share less the exercise price per share under such stock option.
F3As 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. Since the reporting person's last report, 924.2172 shares have been deducted.
F4Since the reporting person's last report, 80.6303 shares have been deducted.