SEC Form 3 · accession 0001247524-18-000007
National Commerce Corp · NCOM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas Coley
Director
Period of report
Jan 1, 2018
Accepted (ET)
Jan 8, 2018 · 7:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001609951
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 21,573 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF1 | $22.73 | holding | — | — | — | — | Nov 19, 2020 | Common Stock | 832 | — | D |
Explanation of responses
- F1Pursuant to that certain Agreement and Plan of Merger dated as of August 16, 2017 by and between National Commerce Corporation (the "Issuer") and FirstAtlantic Financial Holdings, Inc. ("FirstAtlantic"), FirstAtlantic merged with and into the Issuer on January 1, 2018. At the effective time of the merger, outstanding and vested warrants held by the reporting person to purchase 1,891 shares of FirstAtlantic common stock at an exercise price of $10.00 per share converted into warrants to purchase shares of common stock of the Issuer, with the number of shares purchasable and the exercise price adjusted according to the exchange ratio set forth in the merger agreement (0.44).