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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13 D
Under the Securities Exchange Act of 1934
CENTURY BANCORP, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
156 433 104
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(CUSIP Number)
James G. Hudson, Jr.
Century Bancorp, Inc.
22 Winston Street
Thomasville, NC 27360
(336) 475-4663
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
March 12, 2000
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(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box. [ ]
NOTE: Schedules filed in the paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7(b) for
other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Cover Page Continued)
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<TABLE>
<CAPTION>
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CUSIP No. 156 433 104 13D Page 2 of 6 Pages
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<S> <C>
1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
James G. Hudson
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A (SEE RESPONSE IN ITEM 3)
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
North Carolina, USA
7 SOLE VOTING POWER
NUMBER OF 53,808 Shares
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 2,685 Shares
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH
53,808 Shares
10 SHARED DISPOSITIVE POWER
2,685 Shares
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
56,493 Shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
5.0%
14 TYPE OF REPORTING PERSON
IN
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</TABLE>
(End of Cover Page)
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Item 1. Security and Issuer:
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Common Stock
Century Bancorp, Inc.
22 Winston Street
Thomasville, North Carolina 27360
Item 2. (a) Name: James G. Hudson, Jr.
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(b) Business address: 22 Winston Street
Thomasville, North Carolina 27360
(c) Principal Occupation: President, Chief Executive Officer,
Treasurer and Director Community Bank,
Century Bancorp, Inc.
22 Winston Street,
Thomasville, North Carolina 27360
(d) No
(e) No
(f) North Carolina, United States
Item 3. Source and Amount of Funds or Other Consideration.
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Not Applicable. The securities being acquired which resulted in the
filer being a "beneficial owner" of 5% or more of the outstanding
shares of common stock of Issuer resulted from (i) 2,402 shares being
allocated to filer on February 24, 2000, pursuant to Issuer's Employee
Stock Ownership Plan (ESOP) and (ii) 7,637 shares of Issuer's common
stock being subject to options which vest and were exercisable on
March 12, 2000.
Item 4. Purpose of Transaction.
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The securities were acquired for no specific purpose by the person
filing this report. The securities were acquired as a result of
benefits awarded to Mr. Hudson by Issuer due to his status as an
officer and member of the Board of Directors of Issuer.
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Item 5. Interest in Securities of the Issuer.
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(a) 56,493 shares (5.0% of outstanding)
(b) Sole voting power - 53,808 shares(1)
Shared voting power - 2,685 shares(2)
Sole dispositive power - 53,808 shares(1)
Shared dispositive power - 2,685 shares(2)
(c) None.
(d) The shares referenced in Item 5(a) include shares which are the
subject of options which have vested or are exercisable within 60
days under the Issuer's Stock Option Plan and Trust Agreement,
and until such options are exercised by filer, the trustees under
the Issuer's Stock Option Plan and Trust Agreement have the right
to receive and direct the dividends paid on such shares.
(e) Not applicable
-----------------------
(1) This number includes 22,911 shares subject to options which have vested
or are exercisable within 60 days under the Issuer's Stock Option Plan and Trust
Agreement, 7,864 shares allocated to filer under the ESOP and 3,055 restricted
shares not yet vested under the Issuer's Management Recognition Plan.
(2) The 2,685 shares are owned by filer's wife, and filer disclaims
beneficial ownership of these shares. The Item 2 information for filer's wife
is as follows:
(a) Name: Meredith J. Hudson
(b) Residence: 3 Paddock Lane, Thomasville, North Carolina 27360
(c) Principal Occupation: Artist
(d) No
(e) No
(f) North Carolina, USA
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Item 6. Contracts, Assignments, Understandings or Relationships With Respect
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to Securities of the Issuer.
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The filer is a party to a Stock Option Grant Agreement with Issuer
which governs the terms and conditions of his stock option awards from
Issuer. The filer is also a party to a Stock Grant Agreement with
Home Savings, Inc., SSB (the "Bank"), a wholly owned subsidiary of
Issuer, which governs the terms and conditions of his shares awarded
under the Bank's Management Recognition Plan. In addition, the shares
allocated to the filer pursuant to the ESOP are subject to the terms
of the ESOP.
Item 7. Material Filed as Exhibits.
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(1) Stock Grant Agreement by and among Home Savings, Inc., SSB and
James G. Hudson, Jr. and Milton T. Riley, Jr., F. Stuart Kennedy
and Henry H. Darr (Trustees) dated March 10, 1998.
(2) Stock Option Grant and Agreement by and among Century Bancorp,
Inc. and James G. Hudson, Jr. dated March 10, 1998.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: October 11, 2000 /s/ James G. Hudson, Jr.
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James G. Hudson, Jr.
