Statement of Changes in Beneficial Ownership (4)
September 22 2017 - 1:36PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
TALLENT JIMMY C
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2. Issuer Name
and
Ticker or Trading Symbol
UNITED COMMUNITY BANKS INC
[
UCBI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman & CEO
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(Last)
(First)
(Middle)
PO BOX 398
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/20/2017
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(Street)
BLAIRSVILLE, GA 30514
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock (PSUs)
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9/20/2017
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A
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23794
(1)
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A
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$0
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72247
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D
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Common Stock (RSUs)
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9/20/2017
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A
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10198
(2)
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A
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$0
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30964
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D
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Common Stock
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102549
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D
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Common Stock Issuable
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160945.3
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D
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Common Stock
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38584.3
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I
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By 401k
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Common Stock
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77
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I
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Jeanne Tallent (spouse)
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Common Stock
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61
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I
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as Custodian for Minor Grandchildren
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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Represents the securities awarded on September 15, 2017 in the form of performance-based restricted stock units ("PSUs") that will vest on February 15, 2019, February 15, 2020, February 15, 2021 and February 15, 2022, based on the certification of achievement by the Issuer of certain targeted performance criteria, specifically Return on Assets and Return on Tangible Common Equity. Each PSU represents a contingent right to receive shares of common stock of the Issuer equal to the product of the applicable performance multiple and the target number of shares underlying the PSU, as set forth in the award agreement between the Issuer and the Reporting Person. The PSUs were issued to the Reporting Person pursuant to the Issuer's Amended and Restated 2000 Key Employee Stock Option Plan (the "Plan").
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(2)
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Represents the securities awarded on September 15, 2017 in the form of restricted stock units ("RSUs"). The RSUs were issued to the Reporting Person pursuant to the Plan. Each RSU represents a contingent right to receive one (1) share of the Issuer's common stock. The grant vests in four (4) equal annual installments: February 15, 2019, February 15, 2020, February 15, 2021 and February 15, 2022.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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TALLENT JIMMY C
PO BOX 398
BLAIRSVILLE, GA 30514
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X
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Chairman & CEO
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Signatures
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Lois J. Rich, Attorney in Fact
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9/22/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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