Sec Form 4 Filing - TALBERT STEPHEN R @ Bank of the Carolinas CORP - 2015-07-24

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
TALBERT STEPHEN R
2. Issuer Name and Ticker or Trading Symbol
Bank of the Carolinas CORP [ BCAR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
135 BOXWOOD VILLAGE DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
07/24/2015
(Street)
MOCKSVILLE, NC27027
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 1,036,970 D
Common Stock 1,323 I By spouse
Common Stock 637 I By adult daughter
Common Stock 07/24/2015 S( 1 ) 1,326.233 D $ 0.1345 0 I By retirement plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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 Beneficia l Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TALBERT STEPHEN R
135 BOXWOOD VILLAGE DRIVE
MOCKSVILLE, NC27027
X President and CEO
Signatures
/s/ Jonathan A. Greene, by Power of Attorney 07/28/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Bank of the Carolinas Corporation (the "Company") entered into an Agreement and Plan of Merger and Reorganization dated as of May 6, 2015 (the "Merger Agreement"), with Bank of the Ozarks, Inc. ("Ozarks"). The Merger Agreement provides that the Company will merge with and into Ozarks, with Ozarks continuing as the surviving corporation. The Company is terminating its 401(k) plan in connection with the merger. In anticipation of the termination of the Company's 401(k) plan, all shares of the Company's common stock held for the benefit of participants in the 401(k) plan are being sold. This form is being filed to report the sale of shares of the Company's common stock held for the benefit of the reporting person in the Company's 401(k) plan.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

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