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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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FORM 10-Q/A
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[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
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OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended: March 31, 2016
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OR
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[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
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OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from __________ to __________
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PEOPLES BANCORP OF NORTH CAROLINA, INC.
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(Exact name of registrant as specified in its charter)
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North Carolina
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(State or other jurisdiction of incorporation or organization)
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000-27205
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56-2132396
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(Commission File No.)
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(IRS Employer Identification No.)
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518 West C Street, Newton, North Carolina
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28658
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(Address of principal executive offices)
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(Zip Code)
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(828) 464-5620
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(Registrant's telephone number, including area code)
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
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Yes
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No
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Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
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Yes
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No
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):
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Large Accelerate Filer
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Accelerated Filer
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X
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Non-Accelerated Filer
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Smaller Reporting Company
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Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act).
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Yes
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No
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Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date.
5,510,538 shares of common stock, outstanding at April 30, 2016.
EXPLANATORY NOTE
This Amendment No. 1 on Form 10-Q/A amends the original Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2016 filed by Peoples Bancorp of North Carolina, Inc. (the "Company") on May 9, 2016 (the "Original Filing"). The sole purpose of this Amendment No. 1 is to include Exhibit 101, which was inadvertently excluded from the Original Filing.
Except as described above, this Amendment No. 1 does not amend, update or change any other items or disclosures contained in the Original Filing as amended by this Amendment No. 1, and accordingly, this Amendment No. 1 does not reflect or purport to reflect any information or events occurring after the original filing date or modify or update those disclosures affected by subsequent events. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Filing and the Company's other filings with the Securities and Exchange Commission.
Item 6. Exhibits
The Exhibit Index appearing immediately after the signature page to this Form 10-Q/A is incorporated herein by reference.
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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 thereunto duly authorized.
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Peoples Bancorp of North Carolina, Inc.
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May 10, 2016
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/s/ Lance A. Sellers
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Date
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Lance A. Sellers
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President and Chief Executive Officer
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(Principal Executive Officer)
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May 10, 2016
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/s/ A. Joseph Lampron, Jr.
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Date
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A. Joseph Lampron, Jr.
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Executive Vice President and Chief Financial Officer
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(Principal Financial and Principal Accounting Officer)
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| EXHIBIT INDEX | ||
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Exhibit (3)(i)(a)
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Articles of Incorporation of the Registrant, incorporated by reference to
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Exhibit (3)(i) to the Form 8-A filed with the Securities and Exchange
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Commission on September 2, 1999
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Exhibit (3)(i)(b)
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Articles of Amendment dated December 19, 2008, regarding the Series A
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Preferred Stock, incorporated by reference to Exhibit (3)(1) to the Form 8-K filed
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with the Securities and Exchange Commission on December 29, 2008
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Exhibit (3)(i)(c)
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Articles of Amendment dated February 26, 2010, incorporated by reference to
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Exhibit (3)(2) to the Form 10-K filed with the Securities and Exchange
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Commission on March 25, 2010
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Exhibit (3)(ii)
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Second Amended and Restated Bylaws of the Registrant, incorporated by
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reference to Exhibit (3)(ii) to the Form 8-K filed with the Securities and
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Exchange Commission on June 24, 2015
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Exhibit (4)
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Specimen Stock Certificate, incorporated by reference to Exhibit (4) to the Form
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8-A filed with the Securities and Exchange Commission on September 2, 1999
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Exhibit (10)(i)
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Amended and Restated Executive Salary Continuation Agreement between
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Peoples Bank and Tony W. Wolfe dated December 18, 2008, incorporated by
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reference to Exhibit (10)(a)(iii) to the Form 8-K filed with the Securities and
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Exchange Commission on December 29, 2008
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Exhibit (10)(ii)
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Amended and Restated Executive Salary Continuation Agreement between
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Peoples Bank and Joseph F. Beaman, Jr. dated December 18, 2008, incorporated
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by reference to Exhibit (10)(b)(iii) to the Form 8-K filed with the Securities and
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Exchange Commission on December 29, 2008
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Exhibit (10)(iii)
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Amended and Restated Executive Salary Continuation Agreement between
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Peoples Bank and William D. Cable, Sr. dated December 18, 2008, incorporated
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by reference to Exhibit (10)(c)(iii) to the Form 8-K filed with the Securities and
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Exchange Commission on December 29, 2008
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Exhibit (10)(iv)
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Employment agreement dated January 22, 2015 between the Registrant and
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William D. Cable, Sr., incorporated by reference to Exhibit (10)(c) to the Form 8-K
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filed with the Securities and Exchange Commission on February 9, 2015
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Exhibit (10)(v)
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Amended and Restated Executive Salary Continuation Agreement between
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Peoples Bank and Lance A. Sellers dated December 18, 2008, incorporated by
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reference to Exhibit (10)(d)(iii) to the Form 8-K filed with the Securities and
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Exchange Commission on December 29, 2008
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Exhibit (10)(vi)
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Employment agreement dated January 22, 2015 between the Registrant and
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Lance A. Sellers, incorporated by reference to Exhibit (10)(a) to the Form 8-K
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filed with the Securities and Exchange Commission on February 9, 2015
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Exhibit (10)(vii)
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Amended and Restated Executive Salary Continuation Agreement between
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Peoples Bank and A. Joseph Lampron, Jr. dated December 18, 2008, incorporated
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by reference to Exhibit (10)(f)(iii) to the Form 8-K filed with the Securities and
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Exchange Commission on December 29, 2008
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Exhibit (10)(viii)
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Employment agreement dated January 22, 2015 between the Registrant and A.
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Joseph Lampron, Jr., incorporated by reference to Exhibit (10)(b) to the Form 8-K
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filed with the Securities and Exchange Commission on February 9, 2015
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Exhibit (10)(ix)
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Peoples Bank Directors' and Officers' Deferral Plan, incorporated by reference
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to Exhibit (10)(h) to the Form 10-K filed with the Securities and Exchange
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Commission on March 28, 2002
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Exhibit (10)(x)
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Rabbi Trust for the Peoples Bank Directors' and Officers' Deferral Plan,
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incorporated by reference to Exhibit (10)(i) to the Form 10-K filed with the
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Securities and Exchange Commission on March 28, 2002
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Exhibit (10)(xi)
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Description of Service Recognition Program maintained by Peoples Bank,
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incorporated by reference to Exhibit (10)(i) to the Form 10-K filed with the
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Securities and Exchange Commission on March 27, 2003
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Exhibit (10)(xii)
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Capital Securities Purchase Agreement dated as of June 26, 2006, by and among
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the Registrant, PEBK Capital Trust II and Bear, Sterns Securities Corp.,
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incorporated by reference to Exhibit (10)(j) to the Form 10-Q filed with the
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Securities and Exchange Commission on November 13, 2006
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Exhibit (10)(xiii)
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Amended and Restated Trust Agreement of PEBK Capital Trust II, dated as of
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June 28, 2006, incorporated by reference to Exhibit (10)(k) to the Form 10-Q filed
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with the Securities and Exchange Commission on November 13, 2006
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Exhibit (10)(xiv)
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Guarantee Agreement of the Registrant dated as of June 28, 2006, incorporated
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by reference to Exhibit (10)(l) to the Form 10-Q filed with the Securities and
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Exchange Commission on November 13, 2006
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Exhibit (10)(xv)
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Indenture, dated as of June 28, 2006, by and between the Registrant and LaSalle
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Bank National Association, as Trustee, relating to Junior Subordinated Debt
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Securities Due September 15, 2036, incorporated by reference to Exhibit (10)(m)
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to the Form 10-Q filed with the Securities and Exchange Commission on
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November 13, 2006
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Exhibit (10)(xvi)
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Form of Amended and Restated Director Supplemental Retirement Agreement
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between Peoples Bank and Directors Robert C. Abernethy, James S. Abernethy,
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Douglas S. Howard, John W. Lineberger, Jr., Gary E. Matthews, Dr. Billy L.
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Price, Jr., Larry E. Robinson, W. Gregory Terry, Dan Ray Timmerman, Sr. and
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Benjamin I. Zachary, incorporated by reference to Exhibit (10)(n) to the Form
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8-K filed with the Securities and Exchange Commission on December 29, 2008
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Exhibit (10)(xvii)
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2009 Omnibus Stock Ownership and Long Term Incentive Plan incorporated
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by reference to Exhibit (10)(o) to the Form 10-K filed with the Securities and
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Exchange Commission on March 20, 2009
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Exhibit (14)
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Code of Business Conduct and Ethics of Peoples Bancorp of North Carolina,
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Inc., incorporated by reference to Exhibit (14) to the Form 10-K filed with the
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Securities and Exchange Commission on March 25, 2005
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Exhibit (31)(a)
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Certification of principal executive officer pursuant to section 302 of the
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Sarbanes-Oxley Act of 2002
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Exhibit (31)(b)
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Certification of principal financial officer pursuant to section 302 of the
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Sarbanes-Oxley Act of 2002
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Exhibit (32)
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Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
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906 of the Sarbanes-Oxley Act of 2002
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Exhibit (101)
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The following materials from the Company's 10-Q Report for the quarterly
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period ended March 31, 2016, formatted in XBRL: (i) the Condensed Consolidated
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Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the
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Condensed Consolidated Statements of Changes in Shareholders' Equity, (iv) the
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Condensed Consolidated Statements of Cash Flows, and (v) the Notes to the
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Condensed Consolidated Financial Statements, tagged as blocks of text.*
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*Furnished, not filed.
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