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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 | |
Shearrow David P C/O UNITED COMMUNITY BANKS, INC. PO BOX 398 BLAIRSVILLE, GA 30514 |
EVP of Risk Management |
Lois J. Rich as Attorney in Fact | 02/03/2015 | |
**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) | Represents shares of United Community Banks, Inc. common stock to satisfy tax obligations upon vesting of Restricted Stock Units ("RSUs") and performance-based Restricted Stock Units ("PSUs"). |
(2) | Reflects a reclassification of PSUs to Common Stock pursuant to vesting. |
(3) | Represents a grant of RSUs. The RSUs will vest at 33.33% on August 12 of years 2015, 2016, and 2017. |
(4) | Reflects a reclassification of RSUs to Mr. Shearrow's Deferred Compensation Plan account pursuant to vesting. |
(5) | Represents a grant of PSUs. The PSUs will vest at 50% on January 25, 2016, and 50% on January 25, 2017 based upon meeting certain performance criteria for each period. The performance threshold and target levels are based upon meeting or exceeding certain earnings per share and return on assets levels and if the target level is not met the vesting level payable for that period is zero percent. |
(6) | Represents RSUs and PSUs previously granted to Mr. Shearrow under the United Community Banks, Inc. ("United") employee stock option plan that were forfeited by Mr. Shearrow in exchange for a modification to his supplemental retirement benefits under United's Modified Retirement Plan and the grants of 13,761 RSUs and 21,406 PSUs described in footnotes 3 and 5 above. |
(7) | Acquired pursuant to The United Community Banks Deferred Compensation Plan. |