UWHR Uwharrie Capital Corp (QX)

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person* DICK ROGER L (Last) (First) (Middle) PO BOX 338 (Street) ALBEMARLE NC 28002-0338 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol UWHARRIE CAPITAL CORP [ UWHR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) President/CEO of UCC
	3. Date of Earliest Transaction (Month/Day/Year) 11/18/2024
	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(1)	11/18/2024		J(2)	V	52	A	$0.00(3)	2,682	D
Common Stock(4)	11/18/2024		J(2)	V	1,753	A	$0.00(3)	89,423	D
Common Stock(5)	11/18/2024		J(2)	V	181	A	$0.00(3)	9,239	D

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. Held by Cede & Co., Depository for Pershing LLC Safekeeper for Roger L. Dick

2. Shares acquired as a result of a two percent (2%) stock dividend paid to shareholders of Uwharrie Capital Corp on 11-18-2024 as of Record Date 10-28-2024. No fractional shares were issued. Shareholders were paid cash in lieu of fractional shares.

3. No money was paid by the shareholder(s) for the acquired shares. The shares were acquired as a result of a two percent (2%) stock dividend paid to shareholders of Uwharrie Capital Cop on 11-18-2024 as of Record Date 10-28-2024.

4. Held by charles SCHWAB, Uwharrie Retirement Committee Trustee, Uwharrie Capital Corp Employee 401K FBO Roger L. Dick

5. Held by Cede & Co., Depository for IRA FBO Roger L. Dick Pershing LLC as Custodian

	Roger L. Dick by Tamara M. Singletary, EVP, Uwharrie Capital Corp	11/19/2024
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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RESOLUTION OF THE
BOARD OF DIRECTORS
OF
UWHARRIE CAPITAL CORP

WHEREAS, the persons named below are designated as “Reporting Persons” of Uwharrie Capital Corp (the “Company”) for purposes of Rule 16a (Reporting Requirement) to the Securities and Exchange Commission (“SEC”):

 

1. Board of Directors	Uwharrie Capital Corp
2. Roger L. Dick	President and Chief Executive Officer – Uwharrie Capital Corp; Chief Executive Officer - Uwharrie Bank
3. R. David Beaver, III	Chief Risk Officer – Uwharrie Capital Corp and Uwharrie Bank; President – Uwharrie Bank
4. Jason R. Andrew	Chief Operations Officer – Uwharrie Capital Corp and Uwharrie Bank
5. Christy D. Stoner	President & Chief Executive Officer – Uwharrie Investment Advisors; Chief Marketing Officer – Uwharrie Capital Corp and Uwharrie Bank
6. Jeffrey L. Trout	President - Uwharrie Bank Mortgage
7. Heather H. Almond	Chief Financial Officer – Uwharrie Capital Corp and Uwharrie Bank
8. Cheryl P. Rinehardt	Chief Credit Officer - Uwharrie Bank
9. Brooke L. Senter	Chief People Officer – Uwharrie Capital Corp and Uwharrie Bank; Assistant Corporate Secretary – Uwharrie Capital Corp and Uwharrie Bank
10. Tamara M. Singletary	Executive Vice President – Uwharrie Capital Corp and Uwharrie Bank; Corporate Secretary – Uwharrie Capital Corp and Uwharrie Bank

FURTHER, all other officers of the Company are excluded from policymaking functions and, therefore, are not “Reporting Persons” of the Company.

 

 

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Page 2 of 2

SEC “Reporting Persons” Resolution UCC Board of Directors’ Meeting January 16, 2024

 

FURTHER, those persons named will be responsible for complying with the “Pre-Clearance Policy for Uwharrie Capital Corp Stock Transactions” as set forth by the Board of Directors and for notifying Tamara M. Singletary, who has been designated as the Company's

contact person for stock matters, prior to engaging in any transaction involving or effecting any change in his/her beneficial ownership of equity securities of the Company including, without

limitation, any change resulting from any private negotiation trade, market trade through the Company, gifts, custodial accounts, trusts, corporations, partnerships, marriages, deaths,

incentive stock options, employee stock purchase plan, employee benefit plan, etc. in order to prevent violations of Rule 16a and 16b.

 

FURTHER, compliance with the reporting rules is the sole responsibility of the individual Reporting Persons and not the Company; however, Tamara M. Singletary or designee will assist persons with reporting forms to ensure timely filings with the Securities and Exchange Commission (SEC).

 

FURTHER, the "Reporting Persons" authorize and designate Roger L. Dick, R. David Beaver, III, Heather H. Almond or Tamara M. Singletary to sign SEC Forms 3, 4 and 5 and file in their behalf, if needed. Notice of this signature authorization will be given to the Securities and Exchange Commission by providing a copy of this resolution.

 

 

These actions being taken at a duly called meeting of the Uwharrie Capital Corp Board of Directors on January 16, 2024, for which a quorum was present.

 

 

 

(SEAL) /s/ Tamara M. Singletary

Executive Vice President & Corporate Secretary

Uwharrie Capital Corp

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RESOLUTION OF THE
BOARD OF DIRECTORS
OF
UWHARRIE CAPITAL CORP

WHEREAS, the persons named below are designated as “Reporting Persons” of Uwharrie Capital Corp (the “Company”) for purposes of Rule 16a (Reporting Requirement) to the Securities and Exchange Commission (“SEC”):

 

1. Board of Directors	Uwharrie Capital Corp
2. Roger L. Dick	President and Chief Executive Officer – Uwharrie Capital Corp; Chief Executive Officer - Uwharrie Bank
3. R. David Beaver, III	Chief Risk Officer – Uwharrie Capital Corp and Uwharrie Bank; President – Uwharrie Bank
4. Jason R. Andrew	Chief Operations Officer – Uwharrie Capital Corp and Uwharrie Bank
5. Christy D. Stoner	President & Chief Executive Officer – Uwharrie Investment Advisors; Chief Marketing Officer – Uwharrie Capital Corp and Uwharrie Bank
6. Jeffrey L. Trout	President - Uwharrie Bank Mortgage
7. Heather H. Almond	Chief Financial Officer – Uwharrie Capital Corp and Uwharrie Bank
8. Cheryl P. Rinehardt	Chief Credit Officer - Uwharrie Bank
9. Brooke L. Senter	Chief People Officer – Uwharrie Capital Corp and Uwharrie Bank; Assistant Corporate Secretary – Uwharrie Capital Corp and Uwharrie Bank
10. Tamara M. Singletary	Executive Vice President – Uwharrie Capital Corp and Uwharrie Bank; Corporate Secretary – Uwharrie Capital Corp and Uwharrie Bank

FURTHER, all other officers of the Company are excluded from policymaking functions and, therefore, are not “Reporting Persons” of the Company.

 

 

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Page 2 of 2

SEC “Reporting Persons” Resolution UCC Board of Directors’ Meeting January 16, 2024

 

FURTHER, those persons named will be responsible for complying with the “Pre-Clearance Policy for Uwharrie Capital Corp Stock Transactions” as set forth by the Board of Directors and for notifying Tamara M. Singletary, who has been designated as the Company's

contact person for stock matters, prior to engaging in any transaction involving or effecting any change in his/her beneficial ownership of equity securities of the Company including, without

limitation, any change resulting from any private negotiation trade, market trade through the Company, gifts, custodial accounts, trusts, corporations, partnerships, marriages, deaths,

incentive stock options, employee stock purchase plan, employee benefit plan, etc. in order to prevent violations of Rule 16a and 16b.

 

FURTHER, compliance with the reporting rules is the sole responsibility of the individual Reporting Persons and not the Company; however, Tamara M. Singletary or designee will assist persons with reporting forms to ensure timely filings with the Securities and Exchange Commission (SEC).

 

FURTHER, the "Reporting Persons" authorize and designate Roger L. Dick, R. David Beaver, III, Heather H. Almond or Tamara M. Singletary to sign SEC Forms 3, 4 and 5 and file in their behalf, if needed. Notice of this signature authorization will be given to the Securities and Exchange Commission by providing a copy of this resolution.

 

 

These actions being taken at a duly called meeting of the Uwharrie Capital Corp Board of Directors on January 16, 2024, for which a quorum was present.

 

 

 

(SEAL) /s/ Tamara M. Singletary

Executive Vice President & Corporate Secretary

Uwharrie Capital Corp

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