0001140361-19-000110.txt : 20190102 0001140361-19-000110.hdr.sgml : 20190102 20190102163547 ACCESSION NUMBER: 0001140361-19-000110 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190101 FILED AS OF DATE: 20190102 DATE AS OF CHANGE: 20190102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ORAN STUART I CENTRAL INDEX KEY: 0001017974 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36586 FILM NUMBER: 19502119 MAIL ADDRESS: STREET 1: WENDY'S INTERNATIONAL, INC. STREET 2: 4288 W. DUBLIN-GRANVILLE ROAD CITY: DUBLIN STATE: OH ZIP: 43017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FCB FINANCIAL HOLDINGS, INC. CENTRAL INDEX KEY: 0001476651 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 270775699 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2500 WESTON ROAD STREET 2: SUITE 300 CITY: WESTON STATE: FL ZIP: 33331 BUSINESS PHONE: 9549843313 MAIL ADDRESS: STREET 1: 2500 WESTON ROAD STREET 2: SUITE 300 CITY: WESTON STATE: FL ZIP: 33331 FORMER COMPANY: FORMER CONFORMED NAME: Bond Street Holdings Inc DATE OF NAME CHANGE: 20101007 FORMER COMPANY: FORMER CONFORMED NAME: Bond Street Holdings LLC DATE OF NAME CHANGE: 20091112 4 1 form4.xml FORM 4 X0306 4 2019-01-01 true 0001476651 FCB FINANCIAL HOLDINGS, INC. FCB 0001017974 ORAN STUART I C/O FCB FINANCIAL HOLDINGS, INC. 2500 WESTON ROAD, SUITE 300 WESTON FL 33331 true true Secretary Class A Common Stock, par value $.001 per share 2019-01-01 4 D 0 8804 D 0 D Class A Common Stock, par value $.001 per share 2019-01-01 4 D 0 315 D 0 I By Bond Street Management, LLC Option to Purchase 21 2019-01-01 4 D 0 41239 D 2021-01-10 Class A Common Stock 41239 0 D Option to Purchase 19.75 2019-01-01 4 D 0 80000 D 2023-12-23 Class A Common Stock 80000 0 D Option to Purchase 23.97 2019-01-01 4 D 0 10000 D 2025-02-10 Class A Common Stock 10000 0 D Option to Purchase 29.98 2019-01-01 4 D 0 10000 D 2026-02-23 Class A Common Stock 10000 0 D Common Stock Warrants (right to buy) 2019-01-01 4 D 0 124905 D 2019-11-12 Class A Common Stock 124905 0 D Common Stock Warrants (right to buy) 2019-01-01 4 D 0 10500 D 2019-11-12 Class A Common Stock 10500 0 I By Olivia Z Oran 1998 Trust Common Stock Warrants (right to buy) 2019-01-01 4 D 0 15750 D 2019-11-12 Class A Common Stock 15750 0 I By Gregory D. Oran 1998 Trust Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement") between the Issuer and Synovus Financial Corp. ("Synovus") in exchange for 8,955 shares of common stock, par value $1.00 per share, of Synovus having a market value of $31.99 per share as of the close of trading on December 31, 2018, the last trading day prior to the effective time of the merger. Disposed of pursuant to the Merger Agreement in exchange for 332 shares of common stock, par value $1.00 per share, of Synovus having a market value of $31.99 per share as of the close of trading on December 31, 2018, the last trading day prior to the effective time of the merger. This option, which is fully vested and became exercisable on January 25, 2013, was converted into an option to purchase 43,507 shares of Synovus common stock for $19.91 per share. This option, which provided for vesting immediately upon issuance on December 23, 2013 and became exercisable in equal installments 6, 18 and 30 months following the Issuer's initial public offering, was converted into an option to purchase 84,400 shares of Synovus common stock for $18.72 per share. This option, which provided for vesting on each of April 1, 2015, July 1, 2015, October 1, 2015 and January 1, 2016 in equal installments, was converted into an option to purchase 10,550 shares of Synovus common stock for $22.72 per share. This option, which provided for vesting on each of April 1, 2016, July 1, 2016, October 1, 2016 and January 1, 2017 in equal installments, was converted into an option to purchase 10,550 shares of Synovus common stock for $28.42 per share. These warrants, which provided that they became exercisable in three substantially equal portions on each of the 6-month, 18-month and 30-month anniversaries of the consummation of the Issuer's initial public offering, were converted into warrants to purchase 131,774 shares of Synovus common stock for $22.98 per share, $24.82 per share and $26.81 per share for the portion of the warrants that became exercisable on each of the 6-month, 18-month and 30-month anniversaries of the consummation of the Issuer's initial public offering, respectively. These warrants, which provided that they became exercisable in three substantially equal portions on each of the 6-month, 18-month and 30-month anniversaries of the consummation of the Issuer's initial public offering, were converted into warrants to purchase 11,077 shares of Synovus common stock for $22.98 per share, $24.82 per share and $26.81 per share for the portion of the warrants that became exercisable on each of the 6-month, 18-month and 30-month anniversaries of the consummation of the Issuer's initial public offering, respectively. The reporting person disclaims beneficial ownership of the warrants held by this trust. These warrants, which provided that they became exercisable in three substantially equal portions on each of the 6-month, 18-month and 30-month anniversaries of the consummation of the Issuer's initial public offering, were converted into warrants to purchase 16,616 shares of Synovus common stock for $22.98 per share, $24.82 per share and $26.81 per share for the portion of the warrants that became exercisable on each of the 6-month, 18-month and 30-month anniversaries of the consummation of the Issuer's initial public offering, respectively. The reporting person disclaims beneficial ownership of the warrants held by this trust. /s/ Douglas Bates, as Attorney-in-Fact for Stuart Oran 2019-01-02