Bank of the Carolinas (BCAR) Form 4 Bank of the Carolinas / STEPHEN R TALBERT ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

TALBERT STEPHEN R

(Last) (First) (Middle)

135 BOXWOOD VILLAGE DRIVE

(Street)

MOCKSVILLE NC 27027

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bank of the Carolinas CORP [ BCAR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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	08/05/2015		D		1,036,970	D	(1)	0	D
Common Stock	08/05/2015		D		1,323	D	(2)	0	I	By spouse
Common Stock	08/05/2015		D		637	D	(3)	0	I	By adult daughter

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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. Disposed of pursuant to a merger agreement between Bank of the Carolinas Corporation and Bank of the Ozarks, Inc. ("Ozarks") in exchange for 3,251 shares of Ozarks common stock having a market value of $45.17 per share on the effective date of the merger, plus cash in lieu of fractional shares.

2. Disposed of pursuant to a merger agreement between Bank of the Carolinas Corporation and Bank of the Ozarks, Inc. ("Ozarks") in exchange for 4 shares of Ozarks common stock having a market value of $45.17 per share on the effective date of the merger, plus cash in lieu of fractional shares.

3. Disposed of pursuant to a merger agreement between Bank of the Carolinas Corporation and Bank of the Ozarks, Inc. ("Ozarks") in exchange for 1 share of Ozarks common stock having a market value of $45.17 per share on the effective date of the merger, plus cash in lieu of fractional shares.

Remarks:

	/s/ Jonathan A. Greene, by Power of Attorney	08/05/2015
	** 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).
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