UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 21, 2015
UNITED COMMUNITY BANKS, INC.
(Exact name of registrant as specified in its charter)
| Georgia | No. 001-35095 | No. 58-180-7304 |
| (State or other jurisdiction of | (Commission File Number) | (IRS Employer |
| incorporation) | Identification No.) |
125 Highway 515 East
Blairsville, Georgia 30512
(Address of principal executive offices)
Registrant’s telephone
number, including area code:
(706) 781-2265
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
| On April 21, 2015, United Community Banks, Inc.’s (“United”) board of directors amended United’s Amended and Restated Bylaws (the “Amended Bylaws”) to add Section 9.5, which requires that certain types of actions, including certain actions brought against United or its directors or officers, be brought in Georgia courts. The foregoing description of the Amended Bylaws is qualified in its entirety by reference to the full text of the Amended Bylaws, which is included as Exhibit 3.1 hereto and is incorporated herein by reference. |
| Item 9.01 | Financial Statements and Exhibits. |
| (d) Exhibits |
| Exhibit No. | Description | ||
| 3.1 | Amendment of the Amended and Restated Bylaws, dated April 21, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
|
UNITED COMMUNITY BANKS, INC. | |
| By: | /s/ Rex S. Schuette | ||
| Rex S. Schuette | |||
| Executive Vice President and | |||
| Chief Financial Officer |
Date: April 23, 2015
INDEX TO EXHIBITS
|
Exhibit No. |
Description | |
|
3.1
|
Amendment of the Amended and Restated Bylaws, dated April 21, 2015
|