SEC Form 4 · accession 0001144204-16-130250
CommunityOne Bancorp · COB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Oak Hill Capital Partners III, L.P.
10% Owner
OHCP MGP III, LTD.
10% Owner
OHCP MGP PARTNERS III, L.P.
10% Owner
OHCP GenPar III, L.P.
10% Owner
Period of report
Oct 26, 2016
Accepted (ET)
Oct 28, 2016 · 4:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000764811
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, no par value per shareF1,F2,F4,F5 | Oct 26, 2016 | J | 5,589,136 | — | D | 0 | I | See Footnotes |
| Common stock, no par value per shareF1,F3,F4,F5 | Oct 26, 2016 | J | 183,561 | — | D | 0 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On October 26, 2016 (the "Closing Date"), pursuant to that Agreement and Plan of Merger, dated as of November 22, 2015 (the "Merger Agreement"), by and between Capital Bank Financial Corp. ("Capital Bank") and CommunityOne Bancorp ("COB"), each share of common stock of COB issued and outstanding immediately prior to the Closing Date (other than Exception Shares (as defined in the Merger Agreement)) was converted into the right to receive, at the election of the holder but subject to proration, either (i) $14.25 in cash without interest, or (ii) 0.4300 shares of Class A Common Stock of Capital Bank (subject to the payment of cash in lieu of fractional shares). On October 26, 2016, each of these shares of common stock of COB was cancelled in exchange for 0.4300 shares of Class A Common Stock of Capital Bank.
- F2These securities were held by Oak Hill Capital Partners III, L.P. ("OHCP III").
- F3These securities were held by Oak Hill Capital Management Partners III, L.P. ("OHCMP III").
- F4The general partner of OHCP III and OHCMP III is OHCP GenPar III, L.P. The general partner of OHCP GenPar III, L.P. is OHCP MGP Partners III, L.P. The general partner of OHCP MGP Partners III, L.P. is OHCP MGP III, Ltd.
- F5Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons were the beneficial owners of any securities reported herein.
Remarks
Exhibit 99.1: Additional Signatures