Sec Form 4 Filing - MCELVEEN WILLIAM JACK JR @ HCSB FINANCIAL CORP - 2017-07-31

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
MCELVEEN WILLIAM JACK JR
2. Issuer Name and Ticker or Trading Symbol
HCSB FINANCIAL CORP [ HCFB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Credit Officer
(Last) (First) (Middle)
3640 RALPH ELLIS BLVD
3. Date of Earliest Transaction (MM/DD/YY)
07/31/2017
(Street)
LORIS, SC29569
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 07/31/2017 D 1,250,000 D 0 D
Common Stock 07/31/2017 D 5,000,000 D 0 D
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 Beneficial 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
MCELVEEN WILLIAM JACK JR
3640 RALPH ELLIS BLVD
LORIS, SC29569
Chief Credit Officer
Signatures
William Jack McElveen 07/31/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On July 31, 2017, pursuant to that certain Agreement and Plan of Merger, dated April 19, 2017 (the "Merger Agreement"), by and among United Community Banks, Inc. ("United") and HCSB Financial Corporation ("HCSB"), HCSB merged with and into United, with United surviving the merger (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger, each share of common stock, $0.01 par value, of HCSB issued and outstanding immediately prior to the effective time of the Merger (other than shares held by HCSB, United, or any of their respective wholly owned subsidiaries) was converted into the right to receive 0.0050 shares of United common stock, $1.00 par value per share (subject to the payment of cash in lieu of fractional shares)(the "Merger Consideration"). As a result of the Merger, the reporting person no longer beneficially owns directly or indirectly any shares of HCSB common stock.
( 2 )On July 31, 2017, pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding award of shares of HCSB common stock, $0.01 par value, subject to vesting, repurchase or other lapse restriction (an "HCSB Restricted Share Award") granted pursuant to HCSB's equity-based compensation plans, whether vested or unvested, that was outstanding as of immediately prior to the effective time of the Merger, became fully vested and was cancelled and converted automatically into the right to receive the Merger Consideration in respect of each share of HCSB common stock underlying such HCSB Restricted Share Award. As a result of the Merger, the reporting person no longer beneficially owns directly or indirectly any HCSB Restricted Share Awards.

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).
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