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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
PIEDMONT COMMUNITY BANK HOLDINGS, INC. 3600 GLENWOOD AVENUE, SUITE 300 RALEIGH, NC 27612 |
X |
/s/ Scott Custer, President and Chief Executive Officer | 12/22/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On November 8, 2011, Piedmont Community Bank Holdings, Inc. ("Piedmont") commenced a tender offer for up to 6,442,105 shares of common stock, par value $0.001, of the Issuer at a price of $4.75 net per share in cash, without interest and less applicable withholding taxes. The tender offer expired at 5:00 p.m., New York City time, on December 21, 2011. According to Computershare Trust Company, N.A., the depositary for the tender offer, as of the expiration of the tender offer, 6,114,104 shares of the Issuer's common stock had been validly tendered and not withdrawn pursuant to the tender offer. Piedmont accepted for purchase pursuant to the terms of the tender offer all of the shares that were validly tendered and not withdrawn in the tender offer. |
(2) | On December 22, 2011, Piedmont purchased 64 additional shares of the Issuer's common stock that were delivered to Piedmont in the tender offer pursuant to Notice of Guaranteed Delivery. |