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