0001562180-18-000555.txt : 20180201 0001562180-18-000555.hdr.sgml : 20180201 20180201145315 ACCESSION NUMBER: 0001562180-18-000555 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180131 FILED AS OF DATE: 20180201 DATE AS OF CHANGE: 20180201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORRIS ANTHONY J CENTRAL INDEX KEY: 0001624471 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20957 FILM NUMBER: 18566498 MAIL ADDRESS: STREET 1: 350 FELLOWSHIP ROAD, SUITE 101 CITY: MOUNT LAUREL STATE: NJ ZIP: 08054 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SUN BANCORP INC /NJ/ CENTRAL INDEX KEY: 0001017793 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 521382541 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 350 FELLOWSHIP ROAD STREET 2: SUITE 101 CITY: MOUNT LAUREL STATE: NJ ZIP: 08054 BUSINESS PHONE: 800-691-7701 MAIL ADDRESS: STREET 1: 350 FELLOWSHIP ROAD STREET 2: SUITE 101 CITY: MOUNT LAUREL STATE: NJ ZIP: 08054 4 1 primarydocument.xml PRIMARY DOCUMENT X0306 4 2018-01-31 true 0001017793 SUN BANCORP INC /NJ/ SNBC 0001624471 MORRIS ANTHONY J C/O SUN BANCORP, INC. 350 FELLOWSHIP ROAD, SUITE 101 MOUNT LAUREL NJ 08054 false true false false EVP/Chief Banking Officer Common Stock 2018-01-31 4 D false 8612.00 D 0.00 D Common Stock 2018-01-31 4 D false 527.324 D 0.00 I 401 (k) Incentive Stock Option (right to buy) 18.73 2018-01-31 4 D false 1000.00 D 2016-11-20 2024-11-20 Common Stock 1000.00 0.00 D Non-Qualified Stock Option (right to buy) 21.08 2018-01-31 4 D false 10497.00 D 2017-12-19 2026-03-01 Common Stock 10497.00 0.00 D On January 31, 2018 , pursuant to the Agreement and Plan of Merger, dated as of June 30, 2017 (the "Merger Agreement"), by and among Sun Bancorp, Inc. ("Sun"), Mercury Sub Corp. ("Merger Sub") and OceanFirst Financial Corp. ("Ocean"), Merger Sub merged with and into Sun (the "Merger"), with Sun as the surviving corporation in the Merger. Under the terms and conditions of the Merger Agreement, at the effective time of the Merger, each share of Sun common stock was converted into the right to receive either $24.99 in cash (the "Cash Consideration") or .9289 shares of Ocean common stock, at the election of the holder and subject to procedures applicable to oversubscription and undersubscription for Cash Consideration set forth in the Merger Agreement. Pursuant to the Merger Agreement, each option granted by Sun to purchase shares of Sun common stock, whether vested or unvested, that was outstanding and unexercised immediately prior to the effective time of the Merger was assumed and converted into an option to purchase from Ocean, on the same terms and conditions as were applicable under the Sun stock option immediately prior to the effective time of the Merger, a number of shares of Ocean common stock determined by multiplying (x) the number of shares of Sun common stock subject to the Sun option by (y) .9289, at a per share exercise price equal to the quotient obtained by dividing (i) the per share exercise price for each share of Sun common stock subject to the Sun option by (ii) .9289. Anthony J. Morris 2018-01-31