0001313319-15-000001.txt : 20150903
0001313319-15-000001.hdr.sgml : 20150903
20150903101737
ACCESSION NUMBER: 0001313319-15-000001
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150901
FILED AS OF DATE: 20150903
DATE AS OF CHANGE: 20150903
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PALMETTO BANCSHARES INC
CENTRAL INDEX KEY: 0000706874
STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022]
IRS NUMBER: 742235055
STATE OF INCORPORATION: SC
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 306 EAST NORTH STREET
CITY: GREENVILLE
STATE: SC
ZIP: 29601
BUSINESS PHONE: 864-250-6050
MAIL ADDRESS:
STREET 1: 306 EAST NORTH STREET
CITY: GREENVILLE
STATE: SC
ZIP: 29601
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ERWIN SAMUEL L
CENTRAL INDEX KEY: 0001313319
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35282
FILM NUMBER: 151090979
MAIL ADDRESS:
STREET 1: 306 EAST NORTH STREET
CITY: GREENVILLE
STATE: SC
ZIP: 29601
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2015-09-01
1
0000706874
PALMETTO BANCSHARES INC
PLMT
0001313319
ERWIN SAMUEL L
306 EAST NORTH STREET
GREENVILLE
SC
29601
1
1
0
0
CEO
Common Stock, $0.01 par value
2015-09-01
4
D
0
70448
D
0
D
Common Stock, $0.01 par value
2015-09-01
4
D
0
250
D
0
I
Custodian for Children
Stock Options
10.4
2015-09-01
4
D
0
192308
9.74
D
2021-05-19
Common Stock, $0.01 par value
192308
0
D
Under the Agreement and Plan of Merger ("Merger Agreement"), dated April 22, 2015, between United Community Banks, Inc. ("United") and Palmetto Bancshares, Inc. ("Palmetto"), the holder has the right to elect to receive consideration of either 0.97 shares of United common stock or $19.25 in cash for each Palmetto common share, subject to proration to ensure that, in the aggregate, 70% of Palmetto's common shares will be converted into United stock. No fractional shares of United common stock will be issued, and the cash in lieu amount will be determined by multiplying such fractional share amount by $21.15 (the calculation of which is defined in the Merger Agreement). As of the date of this Form 4, the calculations related to the election and proration procedures set forth in the Merger Agreement have not been received by the Reporting Person. Accordingly, it is not possible at this time to determine the form of merger consideration to be received by the Reporting Person.
This option, which provided for the vesting in three equal installments beginning May 19, 2014, was cancelled in the merger in exchange for a cash payment of $1,228,738.75 representing the difference between the weighted average merger consideration per Palmetto share ($20.14 per share) less the exercise price per share under such stock option (definition for calculation of weighted average merger consideration included in the Merger Agreement).
Lauren S Greer, with POA, Director of Accounting and Finance, The Palmetto Bank, a wholly-owned subsidiary of Palmetto Bancshares, Inc.
2015-09-03