**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

 

**FORM 10-K/A**

**(Amendment No. 2)**

 

**(Mark One)**

 

**x****     ****ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**

 

**For the fiscal year ended December 31, 2010**

 

**Commission File Number: 000-26995**

 

**HCSB FINANCIAL CORPORATION**

(Name of small business Issuer in its charter)

 

| **South Carolina**

(State or other jurisdiction

of incorporation or organization)                     |   | **57-1079444**

(I.R.S. Employer

Identification No.) |
|---------------------------------------------------------------------------------------------------------|--------|-------------------------------------------------------|
|                                                                                                    |   |                                                  |
| **3640 Ralph Ellis   Boulevard**

**Loris, South Carolina**

(Address of principal executive   offices) |   |  

**29569**

(Zip Code)                         |

 

Issuer’s telephone number: **(843) 756-6333**

 

Securities registered under Section 12(b) of the Exchange Act: **None**

 

Securities registered under Section 12(g) of the Exchange Act: **Common Stock**

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes o No x

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of 1934 during the past 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. Yes x No o

 

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). Yes x No o

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statement incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

| Large accelerated filer  ̈                                               |   | Accelerated filer  ̈    |
|------------------------------------------------------------------------------|--------|-----------------------------|
|                                                                         |   |                        |
| Non-accelerated filer  ̈   (Do not check if a smaller reporting company) |   | Smaller reporting company x |

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes o No x

 

The estimated aggregate market value of the Common Stock held by non-affiliates (shareholders holding less than 5% of an outstanding class of stock, excluding directors and executive officers) of the Company on June 30, 2010 was $19,072,290.

 

The number of shares outstanding of the issuer’s common stock, as of March 1, 2011 was 3,738,337.

 

 

 

----

 

**Explanatory Note**

 

The Company’s Annual Report on Form 10-K for the year ended December 31, 2010 (the “Form 10-K”) was initially filed with the Securities and Exchange Commission (the “Commission”) on March 31, 2011.  Amendment No. 1 on Form 10-K/A to the Form 10-K was subsequently filed with the Commission on August 31, 2011 solely to amend and restate the Signatures page of the Form 10-K to include the Company’s Principal Financial and Accounting Officer as required by General Instruction D(2)(a) of Form 10-K.  This Amendment No. 2 on Form 10-K/A to the Form 10-K is now being filed with the Commission solely to amend and restate the Signatures page of the Form 10-K and include updated certifications by our Principal Executive Officer and Principal Financial Officer pursuant to Item 601(b)(31) and (32) of Regulation S-K.

 

Except as set forth above, the Company’s Form 10-K for the fiscal year ended December 31, 2010 has not been amended, updated or otherwise modified.  Neither Amendment No. 1 nor this Amendment No. 2 reflect events occurring after March 31, 2011, the date of Form 10-K, or modify or update those disclosures that may have been affected by subsequent events.

 

2

----

 

**SIGNATURES**

 

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Amendment No. 2 to its Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
|                          |   | **HCSB FINANCIAL CORPORATION** |
|-------------------------------|--------|--------------------------------|
|                          |   |                           |
| Date:   November 7, 2011 | By:    | /s/ James R. Clarkson          |
|                          |   | James R. Clarkson, President   |
|                          |   | & Chief Executive Officer  |

 

In accordance with the Exchange Act, this Amendment No. 2 to the Company’s Annual Report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.

 

 
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|--------|---------------------------------------------------------------|--------|-----------------------------|
|   | Michael S. Addy, Director                                     |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | Johnny C. Allen, Director                                     |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | Clay D. Brittain, III, Director                          |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | D. Singleton Bailey, Director                                 |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | Franklin C. Blanton, Director                                 |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ James R. Clarkson                                         |   | Date: November 7, 2011 |
|   | James R. Clarkson, Director,   President &           |   |                        |
|   | Chief Executive Officer (Principal Executive   Officer)       |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | Larry G. Floyd, Director                                      |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | Tommie W. Grainger, Director                                  |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ Edward L. Loehr, Jr.                                 |   | Date: November 7, 2011 |
|   | Edward L. Loehr, Jr., Chief Financial                    |   |                        |
|   | Officer (Principal Financial &   Accounting Officer) |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | Gwyn G. McCutchen, Director                                   |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | T. Freddie Moore, Director                                    |   |                        |
|   |                                                          |   |                        |
| By:    | /s/ *                                                         |   | Date: November 7, 2011 |
|   | Carroll D. Padgett, Jr., Director                        |   |                        |

 

3

----

 
| * By:  | /s/ James R. Clarkson |   | Date: November 7, 2011 |
|--------|-----------------------|--------|-----------------------------|
|   | James R. Clarkson     |   |                        |
|   | Attorney-in-Fact      |   |                        |

 

4

----

 

**EXHIBIT INDEX**

 
| 31.1   |   | Rule 13a-14(a) Certification of   the Chief Executive Officer.     |
|--------|--------|------------------------------------------------------------------------------|
|   |   |                                                                         |
| 31.2   |   | Rule 13a-14(a) Certification of   the Principal Financial Officer. |
|   |   |                                                                         |
| 32     |   | Section 1350 Certifications.                                            |

 

5

----