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): August 31, 1999
Peoples Bancorp of North Carolina, Inc.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
North Carolina 000-27205 56-0354890
-------------- --------- ----------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
218 South Main Avenue
Newton, North Carolina 28658
-----------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (828) 464-5620
--------------
N/A
-----------------------------------------------------------
(Former name or former address, if changed since last report)
Item 1. Changes in Control of Registrant
On August 31, 1999, Peoples Bank consummated its reorganization into
the holding company form of organization (the "Reorganization"), pursuant to the
Agreement and Plan of Share Exchange between the Bank and Peoples Bancorp of
North Carolina, Inc. ( the "Company"), dated April 7, 1999, and approved by the
Bank's shareholders on May 13, 1999. As a part of the Reorganization, the Bank
has become a wholly-owned subsidiary of the Company and each outstanding share
of common stock of the Bank has been exchanged for one share of common stock, no
par value, of the Company. At the effective time of the Reorganization, the
Company became the sole shareholder of the Bank and the former shareholders of
the Bank became the shareholders of the Company.
At the effective time of the Reorganization the Bank had 2,926,318 of
common stock issued and outstanding. The shares of common stock of the Company
are traded on the Nasdaq National Market under the Bank's former symbol "PEBK."
A copy of the Bank's press release of August 31, 1999, reporting the
consummation of the Reorganization, is attached hereto as Exhibit (99) and is
incorporated by reference herein.
Item 7. Financial Statements and Exhibits
(c) Exhibits
(99) Press Release of Peoples Bancorp of North Carolina, Inc.
dated August 31, 1999.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PEOPLES BANK
/s/ Tony W. Wolfe
Date: August 31, 1999 By: ____________________________________
Tony W. Wolfe, President and
Chief Executive Officer
EXHIBIT INDEX
-------------
Exhibit No. Description
----------- -----------
(99) Press Release of Peoples Bank, dated
August 31, 1999