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 OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Ireland William R Jr
2. Issuer Name and Ticker or Trading Symbol

National Commerce Corp [ NCOM ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
NBC - EVP and CRMO
(Last)          (First)          (Middle)

600 LUCKIE DRIVE, SUITE 350
3. Date of Earliest Transaction (MM/DD/YYYY)

12/31/2018
(Street)

BIRMINGHAM, AL 35223
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

1/10/2019 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   12/31/2018     F    395   (1) (2) D $36.00   72125   (3) D  
 

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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

Explanation of Responses:
(1)  Represents shares of common stock withheld to satisfy tax obligations in connection with the vesting and settlement of 1,175 performance share units of the issuer that were subject solely to time-based vesting ("Units"). These Units were granted to the reporting person on January 1, 2015 pursuant to the National Commerce Corporation 2011 Equity Incentive Plan, and such grant was exempt under Rule 16b-3(d) of the Securities Exchange Act of 1934, as amended. The Units, which were reported on the reporting person's previous ownership reports, vested on December 31, 2018 and were converted into shares of the issuer's common stock on a one-for-one basis.
(2)  The reporting person's Form 4 filed on January 10, 2019 (the "Original Filing") reported a total of 407 shares of the issuer's common stock withheld to satisfy tax obligations in connection with the vesting and settlement of the performance share units of the issuer described in footnote (1), which included withholding for social security tax. Subsequent to the Original Filing, the issuer determined that the reporting person had already withheld the maximum amount of social security tax required for the applicable period. As a result, the number of shares of the issuer's common stock withheld in connection with the vesting and settlement of the performance share units has been reduced from 407 to 395, as reported herein.
(3)  Includes 2,443 Units that are subject to time-based vesting according to the following schedule: 958 Units will vest on December 31, 2019, 740 Units will vest on December 31, 2020, and 745 Units will vest on December 31, 2021. The Units are settled for an equal number of shares of the issuer's common stock on each applicable vesting date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Ireland William R Jr
600 LUCKIE DRIVE
SUITE 350
BIRMINGHAM, AL 35223


NBC - EVP and CRMO

Signatures
/s/ William E. Matthews, V, by power of attorney 2/5/2019
** Signature of Reporting Person Date


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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
NATIONAL COMMERCE CORP (NASDAQ:NCOM)
Historical Stock Chart
From Jul 2024 to Aug 2024 Click Here for more NATIONAL COMMERCE CORP Charts.
NATIONAL COMMERCE CORP (NASDAQ:NCOM)
Historical Stock Chart
From Aug 2023 to Aug 2024 Click Here for more NATIONAL COMMERCE CORP Charts.