0001562180-18-000563.txt : 20180201
0001562180-18-000563.hdr.sgml : 20180201
20180201151008
ACCESSION NUMBER: 0001562180-18-000563
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: BRUGGER THOMAS R
CENTRAL INDEX KEY: 0001221999
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-20957
FILM NUMBER: 18566580
MAIL ADDRESS:
STREET 1: 1130 BERKSHIRE BLVD
CITY: WYOMISSING
STATE: PA
ZIP: 19610
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
0001221999
BRUGGER THOMAS R
C/O SUN BANCORP, INC.
350 FELLOWSHIP ROAD, SUITE 101
MOUNT LAUREL
NJ
08054
false
true
false
false
EVP/Chief Financial Officer
Common Stock
2018-01-31
4
D
false
20087.00
D
0.00
D
Common Stock
2018-01-31
4
D
false
1249.319
D
0.00
I
401 (k)
Incentive Stock Option (right to buy)
15.15
2018-01-31
4
D
false
4000.00
D
2014-11-15
2022-11-15
Common Stock
4000.00
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
Non-Qualified Stock Option (right to buy)
19.31
2018-01-31
4
D
false
8077.00
D
2017-03-26
2025-03-26
Common Stock
8077.00
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.
Thomas R. Brugger
2018-01-31