-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DtV2ww9Dkf5PtpCPhP1vVriNQ97g20B629UVvkA1+Qevr4fQREsKMp8QbmpcFbkB uS7l9Yw9gvL8BVP2p3iuUg== 0001157523-05-008949.txt : 20051019 0001157523-05-008949.hdr.sgml : 20051019 20051019163015 ACCESSION NUMBER: 0001157523-05-008949 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051019 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051019 DATE AS OF CHANGE: 20051019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FOUR OAKS FINCORP INC CENTRAL INDEX KEY: 0001040799 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 562028446 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22787 FILM NUMBER: 051145371 BUSINESS ADDRESS: STREET 1: 6144 US 301 SOUTH STREET 2: P O BOX 309 CITY: FOUR OAKS STATE: NC ZIP: 27524 BUSINESS PHONE: 9199632177 8-K 1 a4999364.txt FOUR OAKS FINCORP 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 19, 2005 FOUR OAKS FINCORP, INC. (Exact name of registrant as specified in its charter) North Carolina 000-22787 56-2028446 (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification Number) 6114 U.S. 301 South Four Oaks, North Carolina 27524 (Address of principal executive offices) (Zip Code) (919) 963-2177 Registrant's telephone number, including area code N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. On October 19, 2005, Four Oaks Fincorp, Inc. issued a press release announcing that its Board of Directors approved a five-for-four stock split of its common stock, which represents a 25% stock dividend. The split is payable on November 25, 2005 to shareholders of record on November 9, 2005. The full text of the press release is set forth in Exhibit 99.1 hereto and is incorporated herein by reference. In accordance with Rule 416(b) promulgated under the Securities Act of 1933, as amended (the "Securities Act"), the number of shares of common stock registered for sale under the Securities Act by the following Registration Statements on Form S-8 will be deemed to be increased by the stock split to cover the additional shares resulting from the application of the stock split to the registered shares of common stock remaining unsold under the Registration Statements listed below as of November 25, 2005: Registration Statement on Form S-8 (file no. 333-30677) filed with the Securities and Exchange Commission on July 2, 1997. Registration Statement on Form S-8 (file no. 333-69792) filed with the Securities and Exchange Commission on September 21, 2001. The foregoing Registration Statements, each of which incorporates this Current Report on Form 8-K, are hereby amended pursuant to Rule 416(b) promulgated under the Securities Act to increase the number of shares of common stock registered thereunder to reflect the effects of the stock split. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release issued on October 19, 2005 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FOUR OAKS FINCORP, INC. By: /s/ Ayden R. Lee, Jr. --------------------------------- Ayden R. Lee, Jr. President and Chief Executive Officer Date: October 19, 2005 EXHIBIT INDEX ------------- Exhibit No. Description ----------- ----------- 99.1 Press Release issued on October 19, 2005 EX-99.1 2 a4999364ex99-1.txt EXHIBIT 99.1 - PRESS RELEASE Exhibit 99.1 Four Oaks Fincorp, Inc. Announces Five-for-Four Stock Split FOUR OAKS, N.C.--(BUSINESS WIRE)--Oct. 19, 2005--Four Oaks Fincorp, Inc.(OTCBB: FOFN).... At the regularly scheduled meeting on October 17, 2005, the Board of Directors of Four Oaks Fincorp, Inc. approved a five-for-four split of the Corporation's common stock, which will be made in the form of a 25% stock dividend. President and CEO Ayden R. Lee, Jr. stated that "this split serves to express to our shareholders and the investing public our expectations for the continued success of the Company." Currently, there are approximately 3.5 million shares of common stock outstanding. Following the split, Four Oaks Fincorp, Inc. will have approximately 4.4 million shares of common stock outstanding. The split is payable November 25, 2005 to shareholders of record on November 9, 2005. Four Oaks Fincorp, Inc. is a bank holding company for Four Oaks Bank & Trust Company which operates eleven banking offices in Four Oaks, Clayton, Smithfield, Garner, Benson, Fuquay-Varina, Wallace, Holly Springs, and Harrells, North Carolina and one loan production office located in Sanford, North Carolina. Four Oaks Fincorp, Inc. trades through our market makers under the symbol of FOFN. Information in this press release contains "forward-looking statements." These statements involve risks and uncertainties that could cause actual results to differ materially including without limitation, the effects of future economic conditions, governmental fiscal and monetary policies, legislative and regulatory changes, the risks and changes in interest rates on the level and composition of deposits, the effects of competition from other financial institutions, the failure of assumptions underlying the establishment of the allowance for possible loan losses and the low trading volume of our common stock. CONTACT: Four Oaks Fincorp, Inc. Ayden R. Lee, Jr., 919-963-2177 President and Chief Executive Officer Nancy S. Wise, 919-963-2177 Senior Vice President and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----