Item 1.01 Entry into a Material Definitive Agreement

On September 19, 2012, BNC Bancorp (the "Company") entered into a letter agreement (the "Warrant Repurchase Agreement") with the United States Department of Treasury ("Treasury") pursuant to which the Company repurchased from Treasury the Company's outstanding warrant to purchase 543,337 shares of the Company's common stock, at an exercise price of $8.63 per share (the "Warrant"). The Warrant was issued to Treasury on December 5, 2008 in connection with the Company's participation in the Troubled Asset Relief Program Capital Purchase Program. The Company paid an aggregate cash purchase price of $939,920 for the Warrant, which has been cancelled. The foregoing summary of the terms of the Warrant Repurchase Agreement is only a brief description of certain terms therein, does not purport to be a complete description of the rights and obligations of the parties thereunder, and is qualified in its entirety by reference to the Warrant Repurchase Agreement that is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

10.1 Warrant Repurchase Agreement, dated September 19, 2012, between the Company and the United States Department of Treasury.