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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Paragon Commercial Corp. (delisted) | NASDAQ:PBNC | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 53.83 | 53.85 | 60.39 | 0 | 01:00:00 |
North Carolina
|
56-2278662
|
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
3535 Glenwood Avenue
|
Raleigh, North Carolina 27612
|
(919) 788-7770
|
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
|
Paragon Commercial Corporation 2006 Omnibus Stock Ownership and Long Term Incentive Plan
|
(Full title of the plan) |
Robert C. Hatley
|
President and Chief Executive Officer
|
Paragon Commercial Corporation
|
3535 Glenwood Avenue
|
Raleigh, North Carolina 27612
|
(919) 788-7770
|
(Name, address, including zip code, and telephone number, including area code, of agent for service)
|
COPIES TO:
|
Todd H. Eveson, Esq.
Jonathan A. Greene, Esq.
|
Wyrick Robbins Yates & Ponton LLP
|
4101 Lake Boone Trail, Suite 300
|
Raleigh, North Carolina 27607
|
Telephone: (919) 781-4000
|
Facsimile: (919) 781-4865
|
Large accelerated filer
|
o |
Accelerated filer
|
o | ||
Non-accelerated filer
|
x |
Smaller reporting company
|
o | ||
(Do not check if smaller reporting company) |
Title of Securities to
be Registered
|
Amount to
be Registered
(1)
|
Proposed Maximum
Offering Price Per Share
(2)
|
Proposed Maximum
Aggregate Offering Price
|
Amount of
Registration Fee
|
Common Stock,
$0.008 par value per share, reserved for issuance pursuant to 2006 Omnibus Stock Ownership and Long Term Incentive Plan
|
240,699
|
$35.50
|
$8,544,814.50
|
$860.46
|
(1)
|
Pursuant to Rule 416(a) of the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement also covers any additional shares of the Registrant’s common stock that may become issuable under the 2006 Omnibus Stock Ownership and Long Term Incentive Plan, or as a result of any future stock splits, stock dividends or similar adjustments of the Registrant’s outstanding common stock.
|
(2)
|
Estimated solely for the purpose of calculating the Registration Fee, based upon the average of the high and low prices of the Registrant’s common stock on the Nasdaq Capital Market on June 21, 2016 in accordance with Rule 457(h).
|
Exhibit No.
|
Description
|
|
3.1.1
|
Articles of Incorporation of Paragon Commercial Corporation
(incorporated by reference to Exhibit 3.1.1 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.1.2
|
Articles of Amendment of Paragon Commercial Corporation effective June 30, 2008
(incorporated by reference to Exhibit 3.1.2 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.1.3
|
Articles of Amendment of Paragon Commercial Corporation effective February 5, 2009
(incorporated by reference to Exhibit 3.1.3 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.1.4
|
Articles of Amendment of Paragon Commercial Corporation effective May 29, 2014
(incorporated by reference to Exhibit 3.1.4 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.1.5
|
Articles of Amendment of Paragon Commercial Corporation effective June 23, 2014
(incorporated by reference to Exhibit 3.1.5 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.2
|
Bylaws of Paragon Commercial Corporation, as amended
(incorporated by reference to Exhibit 3.2 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
4.1
|
Form of Common Stock Certificate
(incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
5.1
|
Opinion of Wyrick Robbins Yates & Ponton LLP
|
|
23.1
|
Consent of Elliott Davis Decosimo, PLLC
|
|
23.2
|
Consent of Wyrick Robbins Yates & Ponton LLP
(contained in Exhibit 5.1)
|
|
24.1
|
Power of Attorney
(included on the signature page of this Registration Statement on Form S-8)
|
|
99.1
|
Paragon Commercial Corporation 2006 Omnibus Stock Ownership and Long Term Incentive Plan
(incorporated by reference to Exhibit 10.1 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
(a)
|
The undersigned Registrant hereby undertakes as follows
:
|
(i)
|
to include any prospectus required by section 10(a)(3) of the Securities Act;
|
(ii)
|
to reflect in the prospectus any facts or events arising after the effective date of this Registration Statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in this Registration Statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective Registration Statement; and
|
(iii)
|
to include any material information with respect to the plan of distribution not previously disclosed in this Registration Statement or any material change to such information in this Registration Statement;
|
PARAGON COMMERCIAL CORPORATION
|
|||
|
By:
|
/s/ Robert C. Hatley | |
Robert C. Hatley | |||
President and Chief Executive Officer | |||
(Principal Executive Officer) |
SIGNATURE
|
CAPACITY
|
|
/s/ Robert C. Hatley
|
President and Chief Executive Officer
|
|
Robert C. Hatley
|
(principal executive officer)
|
|
/s/ Steven E. Crouse
|
Executive Vice President and Chief Financial Officer
|
|
Steven E. Crouse
|
(principal financial officer and principal accounting officer)
|
|
/s/ Howard Jung
|
Chairman of the Board of Directors
|
|
Howard Jung
|
||
/s/ Curtis C. Brewer III
|
Director
|
|
Curtis C. Brewer III
|
|
|
Director
|
||
Roy L. Harmon, Jr.
|
||
Director
|
||
K. Wesley M. Jones
|
|
|
/s/ Thomas B. Oxholm
|
Director
|
|
Thomas B. Oxholm
|
|
|
/s/ F. Alton Russell
|
Director
|
|
F. Alton Russell
|
|
Exhibit No.
|
Description
|
|
3.1.1
|
Articles of Incorporation of Paragon Commercial Corporation
(incorporated by reference to Exhibit 3.1.1 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.1.2
|
Articles of Amendment of Paragon Commercial Corporation effective June 30, 2008
(incorporated by reference to Exhibit 3.1.2 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.1.3
|
Articles of Amendment of Paragon Commercial Corporation effective February 5, 2009
(incorporated by reference to Exhibit 3.1.3 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.1.4
|
Articles of Amendment of Paragon Commercial Corporation effective May 29, 2014
(incorporated by reference to Exhibit 3.1.4 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.1.5
|
Articles of Amendment of Paragon Commercial Corporation effective June 23, 2014
(incorporated by reference to Exhibit 3.1.5 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
3.2
|
Bylaws of Paragon Commercial Corporation, as amended
(incorporated by reference to Exhibit 3.2 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
4.1
|
Form of Common Stock Certificate
(incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
|
5.1
|
Opinion of Wyrick Robbins Yates & Ponton LLP
|
|
23.1
|
Consent of Elliott Davis Decosimo, PLLC
|
|
23.2
|
Consent of Wyrick Robbins Yates & Ponton LLP
(contained in Exhibit 5.1)
|
|
24.1
|
Power of Attorney
(included on the signature page of this Registration Statement on Form S-8)
|
|
99.1
|
Paragon Commercial Corporation 2006 Omnibus Stock Ownership and Long Term Incentive Plan
(incorporated by reference to Exhibit 10.1 to the Registrant’s Registration Statement on Form S-1 filed on May 26, 2016)
|
1 Year Paragon Commercial Corp. Chart |
1 Month Paragon Commercial Corp. Chart |
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