UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) October 2731, 2015

First Security Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Tennessee

(State or Other Jurisdiction of Incorporation)



000-49747		58-2461486
(Commission File Number)		(IRS Employer Identification No.)



531 Broad Street, Chattanooga, Tennessee		37402
(Address of Principal Executive Offices)		(Zip Code)

(423) 266-2000

(Registrant's telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Introductory Note

AsOn ~~previously~~October ~~disclosed~~31, 2015, First Security Group, Inc. (“First Security”) ~~and~~completed its previously announced merger (the “Merger”) with Atlantic Capital Bancshares, Inc. (“Atlantic Capital”), ~~entered~~pursuant ~~into~~to anthe Agreement and Plan of Merger by and between First Security and Atlantic Capital, dated as of March 25, 2015, (as amended on June 8, 2015, (the “Merger Agreement”),. At ~~pursuant~~the toeffective ~~which~~time of the ~~Company~~Merger ~~will~~(the ~~merge~~“Effective Time”), First Security merged with and into Atlantic Capital, (with Atlantic Capital surviving the “Merger”). Immediately following the Effective Time, ~~with~~Atlantic Capital Bank, the wholly-owned bank subsidiary of Atlantic Capital, merged with and into FSGBank, N.A., First Security’s wholly-owned bank subsidiary, with FSGBank, N.A. continuing as the surviving ~~corporation.~~bank It(the is“Bank ~~currently~~Merger”). Following ~~anticipated~~completion ~~that~~of the Bank Merger, ~~will~~FSGBank, beN.A. ~~consummated~~changed onits ~~October~~name ~~31,~~to ~~2015~~“Atlantic ~~(the~~Capital ~~“Effective~~Bank, ~~Time”)~~National Association.”

~~The~~Pursuant ~~foregoing~~to ~~does~~the ~~not~~terms ~~purport~~of toand besubject ~~complete~~to ~~and~~the isconditions ~~qualified~~set forth in ~~its~~the ~~entirety~~Merger Agreement, holders of First Security common stock (other than shares held directly or indirectly by ~~reference~~First Security or Atlantic Capital, which shares were canceled) are entitled to receive the ~~full~~consideration ~~text~~provided offor in the Merger Agreement, which ~~was~~shall ~~filed~~consist asof ~~Exhibit~~either cash in the amount of $2.135 toper share or 0.188 (the ~~Current~~“Exchange ~~Report~~Ratio”) onshares ~~Form~~of ~~8-K~~Atlantic ~~filed~~Capital bycommon stock for each share of First Security oncommon ~~March~~stock ~~27,~~held ~~2015,~~immediately ~~the~~prior ~~amendment~~ to the ~~Merger~~Effective ~~Agreement~~Time, ~~which~~plus ~~was~~cash ~~filed~~in aslieu ~~Exhibit~~of ~~2.1~~fractional toshares (collectively, the ~~Current~~“Merger ~~Report~~Consideration”). Based on ~~Form~~the ~~8-K~~elections ~~filed~~received byfrom First Security onshareholders ~~June~~and ~~10,~~in ~~2015,~~accordance ~~and~~with the ~~Proxy~~terms ~~Statement~~of the Merger Agreement, ~~each~~the Merger Consideration to be paid to former First Security shareholders will consist of ~~which~~30% iscash ~~incorporated~~and ~~herein~~70% Atlantic Capital common stock. Shares of Atlantic Capital’s common stock outstanding prior to the Merger were unaffected by ~~reference~~the Merger.

~~Item~~Pursuant 8to their terms, shares of First Security common stock subject to restricted stock awards automatically vested at the Effective Time and were converted into shares of Atlantic Capital common stock (after adjustment by the Exchange Ratio).~~01.~~ ~~Other~~All ~~Events~~First Security stock options outstanding at the Effective Time were assumed by Atlantic Capital and are exercisable on the same terms for Atlantic Capital common stock (after adjustment by the Exchange Ratio).

AsThe ~~previously~~foregoing ~~disclosed,~~description of the ~~deadline~~Merger ~~for~~Agreement ~~First~~and ~~Security~~the ~~shareholders~~Merger does not purport to ~~elect~~be ~~the~~complete ~~form~~and ofis ~~merger~~qualified ~~consideration~~in ~~they~~its ~~wished~~entirety toby ~~receive~~reference into the ~~Merger~~full (text of the ~~“Election~~Merger ~~Deadline”)~~Agreement, which was ~~October~~filed ~~26,~~as ~~2015~~Exhibit 2. At1 to the ~~Election~~Current ~~Deadline,~~Report on Form 8-K filed by First Security ~~received~~on 56March 27,~~146~~ 2015,~~402~~ ~~elections~~and ~~for~~the ~~shares~~amendment to bethe ~~exchanged~~Merger ~~for~~Agreement, ~~stock~~which ~~consideration,~~was ~~6,737,774~~filed ~~elections~~as ~~for~~Exhibit ~~cash~~2.1 ~~consideration,~~to ~~and~~the noCurrent ~~election~~Report ~~was~~on ~~made~~Form ~~with~~8-K ~~respect~~filed toby 3First Security on June 10,~~913~~ 2015,~~748~~ ~~shares.~~each of which is incorporated herein by reference.

~~Pursuant~~Item to the terms of and subject to the conditions set forth in the Merger Agreement, at least 20,041,578 (the “Cash Election Minimum Threshold “) shares of First Security common stock were to be exchanged for cash, with the remaining shares to be exchanged for Atlantic Capital common stock1. ~~Because~~02 Termination ~~the stock election was oversubscribed, and the number~~ of ~~shares not making~~ a ~~stock~~Material ~~election~~Definitive ~~was not sufficient to meet the Cash Election Minimum Threshold, shares for which a stock election was made were subject to re-allocation~~Agreement. Accordingly, in aggregate, the merger consideration to be received by First Security shareholders will consist of approximately $47,097,708 in cash and approximately 8,790,193 shares of Atlantic Capital common stock. These numbers are subject to adjustment because First Security shareholders will receive cash in lieu of each fractional share of Atlantic Capital common stock to which they would otherwise be entitled.

~~First~~The ~~Security~~information ~~shares~~set ~~for~~forth ~~which a cash election was made, as well as those for which no election was made, will receive $2.35~~ in ~~cash per share of First Security common stock exchanged in~~ the ~~Merger. First~~Introductory ~~Security~~Note ~~shares~~to ~~for~~this ~~which~~Current aReport ~~stock~~on ~~election~~Form ~~was~~8-K ~~made~~is ~~will~~incorporated ~~receive~~by ~~approximately~~reference ~~$0.39~~ in ~~cash~~its ~~and approximately 0~~entirety.~~157 shares of Atlantic Capital common stock for each share of First Security common stock exchanged in the Merger (and cash in lieu of each fractional share).~~

First Security was subject to a Tax Benefits Preservation Plan, dated October 30, 2012, by and between First Security and Computershare, Inc., as successor to Registrar and Transfer Company (the “Plan”). The purpose of the Plan was to preserve the value of certain tax benefits. First Security’s Board of Directors determined that, as a result of the Merger, the limitation on First Security’s ability to use those tax benefits was no longer material to First Security or its shareholders. In accordance with the terms of the Plan, all rights issued under the Plan became null, void, and of no further effect upon the Effective Time and the Plan was terminated.

The foregoing description of the Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Plan, a copy of which was filed as Exhibit 3.1 to the Current Report on Form 8-K filed by First Security on October 30, 2012 and is incorporated herein by reference.

Item 2.01 Completion of Acquisition or Disposition of Assets.

The information set forth in the Introductory Note to this Current Report on Form 8-K is incorporated by reference in its entirety.

Item 3.03 Material Modification to Rights of Security Holders.

The information set forth in the Introductory Note and Item 1.02 to this Current Report on Form 8-K is incorporated by reference in its entirety.

At the Effective Time, pursuant to the terms of the Merger Agreement, each outstanding share of First Security’s common stock (other than shares held directly or indirectly by First Security or Atlantic Capital, which shares were canceled) was converted into the right to receive the Merger Consideration. First Security stock certificates and book-entry shares no longer represent shares of First Security common stock and only represent the right to receive the Merger Consideration.

Item 5.01 Changes in Control of Registrant.

The information set forth in the Introductory Note to this Current Report on Form 8-K is incorporated by reference in its entirety.

On October 31, 2015, pursuant to the terms of the Merger Agreement, First Security merged with and into Atlantic Capital, with Atlantic Capital continuing as the surviving corporation.

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

The information set forth in the Introductory Note to this Current Report on Form 8-K is incorporated by reference in its entirety.

At the Effective Time, each of the Company’s directors and executive officers ceased serving in such capacities.

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.

~~FIRST~~ATLANTIC ~~SECURITY~~CAPITAL ~~GROUP~~BANCSHARES, INC.

~~Dated: October~~(as 27successor to First Security Group, ~~2015~~Inc.)

ByDated: November ~~/s/~~2, ~~John R. Haddock Name: John R. Haddock Title: Executive Vice President and Chief Financial Officer~~2015



By:	/s/ Patrick T. Oakes
Name:	Patrick T. Oakes
Title:	Executive Vice President, Chief Financial Officer, Secretary and Treasurer

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