FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CAPITAL BANK CORP [ CBKN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/04/2011 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 04/04/2011 | M | 81,883 | A | (2) | 379,432 | D | |||
Common Stock | 21,633 | D(1) | ||||||||
Common Stock | 25,950 | I | By Spouse | |||||||
Common Stock | 20,422 | I | By IRA | |||||||
Common Stock | 18,783 | I | By Spouse's IRA | |||||||
Common Stock | 4,800 | I | As Custodian for Children and Grandchildren(3) | |||||||
Common Stock | 60,042 | I | By Affiliated Company(4) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy) | $10.65 | 12/28/2001 | 12/28/2011 | Common Stock | 9,300 | 9,300 | D | ||||||||
Stock Option (Right to Buy) | $18.36 | 12/31/2004 | 12/31/2014 | Common Stock | 3,500 | 3,500 | D | ||||||||
Phantom Stock Units | (2) | 04/04/2011 | M | 15,409 | (2) | (5) | Common Stock | 15,409 | (2) | 0 | D | ||||
Phantom Stock Units | (2) | 04/04/2011 | M | 21,558 | 01/27/2011 | (5) | Common Stock | 21,558 | (2) | 0 | D | ||||
Phantom Stock Units | (2) | 04/04/2011 | A | 14,522 | (5) | (5) | Common Stock | 14,522 | $3.4 | 44,916 | D | ||||
Phantom Stock Units | (2) | 04/04/2011 | M | 44,916 | (5) | (5) | Common Stock | 44,916 | (2) | 0 | D |
Explanation of Responses: |
1. Owned jointly with spouse. The reporting person disclaims beneficial ownership of securities owned by spouse. |
2. "Phantom stock units" acquired by the reporting person from the Capital Bank Corporation Deferred Compensation Plan for Outside Directors (As Amended and Restated November 20, 2008). Each phantom stock unit is the economic equivalent of one share of Capital Bank Corporation common stock. |
3. Securities held equally for four children and four grandchildren. |
4. Amos Properties, LLC - 25% owned by reporting person and 25% owned by reporting person's spouse. |
5. Payment of benefits under the Capital Bank Corporaton Deferred Compensation Plan for Outside Directors (As Amended and Restated November 20, 2008) are payable in full within 90 days of the consummation of a transaction constituting a change in control. On January 28, 2011, North American Financial Holdings, Inc. ("NAFH") completed its investment of approximately $181 million in the Company through the purchase of 71 million shares of the Company's common stock resulting in NAFH owning approximately 83% of the Company's outstanding common stock. |
Remarks: |
Nancy A. Snow, by power of attorney | 04/04/2011 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |