Franklin Mutual Advisers, LLC, a Delaware investment adviser, filed an amended Schedule 13G reporting beneficial ownership of 1,711,562 shares of First Bancorp common stock, representing 4.1% of the class as of the event date.
Franklin Mutual Advisers reports sole voting power over 1,612,412 shares and sole dispositive power over 1,711,562 shares, with no shared voting or dispositive power. The shares are held in open-end investment companies and other managed accounts that are its investment management clients, which have the right to receive dividends and sale proceeds.
The firm states the position is held in the ordinary course of business and not for the purpose of changing or influencing control of First Bancorp, and it disclaims pecuniary interest and beneficial ownership beyond the technical requirements of Rule 13d-3.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
FIRST BANCORP
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
318910106
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
318910106
1
Names of Reporting Persons
Franklin Mutual Advisers, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,612,412.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,711,562.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,711,562.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.1 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
FIRST BANCORP
(b)
Address of issuer's principal executive offices:
300 SW Broad St., Southern Pines, NC 28387
Item 2.
(a)
Name of person filing:
Franklin Mutual Advisers, LLC
(b)
Address or principal business office or, if none, residence:
101 John F. Kennedy Parkway
Short Hills, NJ 07078-2789
(c)
Citizenship:
Delaware
(d)
Title of class of securities:
Common Stock, No Par Value
(e)
CUSIP No.:
318910106
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
1,711,562
(b)
Percent of class:
4.1%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Franklin Mutual Advisers, LLC: 1,612,412
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
Franklin Mutual Advisers, LLC: 1,711,562
(iv) Shared power to dispose or to direct the disposition of:
0
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The clients of Franklin Mutual Advisers, LLC, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or power to direct the receipt of dividends from, and the proceeds from the sale of, the securities reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
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.
Franklin Mutual Advisers, LLC
Signature:
/s/THOMAS C. MANDIA
Name/Title:
Thomas C. Mandia. Assistant Secretary of Franklin Mutual Advisers, LLC
Date:
01/26/2026
Exhibit Information
Exhibit A: Item 4 Ownership
The securities reported herein are beneficially owned by one or more open end investment companies or other managed accounts that are investment management clients of Franklin Mutual Advisers, LLC ("FMA"), an indirect wholly owned subsidiary of Franklin Resources, Inc. ("FRI"). When an investment management contract (including a sub advisory agreement) delegates to FMA investment discretion or voting power over the securities held in the investment advisory accounts that are subject to that agreement, FRI treats FMA as having sole investment discretion or voting authority, as the case may be, unless the agreement specifies otherwise. Accordingly, FMA reports on Schedule 13G that it has sole investment discretion and voting authority over the securities covered by any such investment management agreement, unless otherwise noted in this Item 4. As a result for purposes of Rule 13d-3 under the Act, FMA may be deemed to be the beneficial owner of the securities reported in this Schedule 13G.
Beneficial ownership by investment management subsidiaries and other affiliates of FRI is being reported in conformity with the guidelines articulated by the SEC staff in Release No. 34-39538 (January 12, 1998) relating to organizations, such as FRI, where related entities exercise voting and investment powers over the securities being reported independently from each other. The voting and investment powers held by FMA are exercised independently from FRI (FMA's parent holding company) and from all other investment management subsidiaries of FRI (FRI, its affiliates and investment management subsidiaries other than FMA are, collectively, "FRI affiliates"). Furthermore, internal policies and procedures of FMA and FRI affiliates establish informational barriers that prevent the flow between FMA and the FRI affiliates of information that relates to the voting and investment powers over the securities owned by their respective investment management clients. Consequently, FMA and the FRI affiliates report the securities over which they hold investment and voting power separately from each other for purposes of Section 13 of the Act.
Charles B. Johnson and Rupert H. Johnson, Jr. (the "Principal Shareholders") may each own in excess of 10% of the outstanding common stock of FRI and are the principal stockholders of FRI (see FRI's Proxy Statement-Stock Ownership of Certain Beneficial Owners). However, because FMA exercises voting and investment powers on behalf of its investment management clients independently of FRI affiliates, beneficial ownership of the securities reported by FMA is not attributed to the Principal Shareholders. FMA disclaims any pecuniary interest in any of the securities reported in this Schedule 13G. In addition, the filing of this Schedule 13G on behalf of FMA should not be construed as an admission that it is, and it disclaims that it is, the beneficial owner, as defined in Rule 13d 3, of any of such securities.
Furthermore, FMA believes that it is not a "group" with FRI affiliates, the Principal Shareholders, or their respective affiliates within the meaning of Rule 13d 5 under the Act and that none of them is otherwise required to attribute to any other the beneficial ownership of the securities held by such person or by any persons or entities for whom or for which FMA or the FRI affiliates provide investment management services.
What percentage of First Bancorp (FBNC) does Franklin Mutual Advisers own?
Franklin Mutual Advisers, LLC reports beneficial ownership of 4.1% of First Bancorp’s common stock. This corresponds to 1,711,562 shares, based on the Schedule 13G/A filing, and reflects a position below the 5% threshold for larger block holders.
How many First Bancorp (FBNC) shares does Franklin Mutual Advisers control for voting?
Franklin Mutual Advisers has sole voting power over 1,612,412 shares of First Bancorp common stock. It reports no shared voting power, indicating all reported voting authority resides within the adviser under applicable investment management agreements.
Who is the reporting person on the First Bancorp (FBNC) Schedule 13G/A?
The reporting person is Franklin Mutual Advisers, LLC, an investment adviser organized in Delaware. It files on behalf of open-end investment companies and other managed accounts that are its clients, which actually hold the economic interests in the First Bancorp shares.
Are the First Bancorp (FBNC) shares held by Franklin Mutual Advisers intended to influence control?
No. Franklin Mutual Advisers certifies the shares were acquired and are held in the ordinary course of business, not to change or influence control of First Bancorp, and not in connection with any control-related transaction under applicable SEC rules.
Who has the economic interest in the First Bancorp (FBNC) shares reported by Franklin Mutual Advisers?
The clients of Franklin Mutual Advisers, LLC, including registered investment companies and other managed accounts, have the right to receive dividends and sale proceeds. Franklin Mutual Advisers disclaims any pecuniary interest in the securities reported in the Schedule 13G/A.
Does Franklin Mutual Advisers form a group with other Franklin Resources affiliates for FBNC ownership reporting?
Franklin Mutual Advisers states it believes it is not a group with Franklin Resources affiliates or principal shareholders under Rule 13d‑5. Voting and investment powers are exercised independently, supported by internal information barriers between related entities.
