Sec Form 4 Filing - SCAGGS RYAN @ Entegra Financial Corp. - 2019-12-31

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
SCAGGS RYAN
2. Issuer Name and Ticker or Trading Symbol
Entegra Financial Corp. [ ENFC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP & Chief Operating Officer
(Last) (First) (Middle)
14 ONE CENTER CT
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2019
(Street)
FRANKLIN, NC28734
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 12/31/2019 D 26,937 D $ 30.18 ( 1 ) 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
Restricted Stock Units ( 2 ) 12/31/2019 D 2,700 ( 3 ) ( 4 ) Common Stock 2,700 $ 30.18 ( 7 ) 0 D
Stock Options $ 18.55 12/31/2019 D 31,500 11/30/2016( 5 ) ( 6 ) Common Stock 31,500 $ 11.63 ( 8 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCAGGS RYAN
14 ONE CENTER CT
FRANKLIN, NC28734
EVP & Chief Operating Officer
Signatures
/s/ Ryan Scaggs 01/03/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The common stock was disposed of in connection with the consummation of the merger between the Issuer and a direct, wholly-owned subsidiary of First-Citizens Bank & Trust Company (the "Merger"). The disposition was approved in advance by the Issuer's board of directors pursuant to Rule 16b-3(e), and, therefore, is exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Exchange Act").
( 2 )Each restricted stock unit represented the contingent right to receive one share of common stock upon vesting of the unit.
( 3 )Restricted stock units were to vest in five equal annual installments beginning on 11/30/2016, the first anniversary of the date of grant.
( 4 )No expiration date.
( 5 )Stock options were to vest in five equal annual installments beginning on 11/30/2016, the first anniversary of the date of the grant.
( 6 )Ten years from exercise date.
( 7 )The restricted stock units were cancelled by an agreement between the Reporting Person and the Issuer in connection with the Merger. The disposition was approved in advance by the Issuer's board of directors pursuant to Rule 16b-3(e), and, therefore, is exempt from Section 16(b) of the Exchange Act.
( 8 )The options were cancelled by an agreement between the Reporting Person and the Issuer in connection with the Merger. The disposition was approved in advance by the Issuer's board of directors pursuant to Rule 16b-3(e), and, therefore, is exempt from Section 16(b) of the Exchange Act.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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