0001140361-15-039172.txt : 20151102 0001140361-15-039172.hdr.sgml : 20151102 20151102084231 ACCESSION NUMBER: 0001140361-15-039172 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151031 FILED AS OF DATE: 20151102 DATE AS OF CHANGE: 20151102 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST SECURITY GROUP INC/TN CENTRAL INDEX KEY: 0001138817 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 582461486 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 531 BROAD STREET CITY: CHATTANOOGA STATE: TN ZIP: 37402 BUSINESS PHONE: 423-266-2000 MAIL ADDRESS: STREET 1: 531 BROAD STREET CITY: CHATTANOOGA STATE: TN ZIP: 37402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tietz Christopher G CENTRAL INDEX KEY: 0001336915 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-49747 FILM NUMBER: 151189401 MAIL ADDRESS: STREET 1: 185 EAST MARKET STREET STREET 2: ATTN: LEGAL DEPARTMENT CITY: WARREN STATE: OH ZIP: 44481 4 1 doc1.xml FORM 4 X0306 4 2015-10-31 1 0001138817 FIRST SECURITY GROUP INC/TN FSGI 0001336915 Tietz Christopher G C/O FIRST SECURITY GROUP, INC. 531 BROAD STREET CHATTANOOGA TN 37402 0 1 0 0 EVP/Chief Credit Officer Common Stock 2015-10-31 4 D 0 179479 D 0 D Common Stock 2015-10-31 4 D 0 28000 D 0 I By Irrevocable Income-Only Trust of Patricia K. Tietz Stock Options - Right to Buy 2.33 2015-10-31 4 D 0 420000 D 2023-07-24 Common Stock 420000 0 D Disposed of pursuant to the Agreement and Plan of Merger, dated March 25, 2015, by and between Atlantic Capital Bancshares, Inc. ("Atlantic Capital") and First Security Group, Inc. ("First Security") (as amended on June 8, 2015, the "Merger Agreement"), on October 31, 2015 (the "Effective Date"), First Security merged with and into Atlantic Capital (the "Merger"), with Atlantic Capital continuing as the surviving corporation. As a result of the Merger, the reporting person no longer beneficially owns directly or indirectly any shares of First Security common stock or stock options. Pursuant to the Merger Agreement, on the Effective Date, each outstanding share of First Security's common stock was converted into the right to receive either (a) stock consideration of 0.188 shares (the "Exchange Ratio") of Atlantic Capital common stock or (b) cash consideration of $2.35 per share (together with cash in lieu of fractional shares, the "Merger Consideration"). Restricted shares of First Security common stock outstanding on the Effective Date became fully-vested and were converted into the right to receive the Merger Consideration. Pursuant to the Merger Agreement, on the Effective Date, all outstanding options and other stock-based awards of First Security issued and outstanding immediately prior to the Effective Date were assumed by Atlantic Capital or substituted for substantially identical options or other awards under Atlantic Capital's equity incentive compensation plans. This option, which provided for vesting in five equal installments beginning on July 24, 2014, was assumed by Atlantic Capital in the Merger and substituted with an option to purchase 78,960 shares of Atlantic Capital common stock for $12.39 per share. /s/ Christopher G. Tietz: By: /s/ John R. Haddock, as Attorney-in-Fact 2015-11-02