Annual Statement of Changes in Beneficial Ownership (5)
16 February 2017 - 5:09AM
Edgar (US Regulatory)
FORM 5
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0362
Estimated average burden
hours per response...
1.0
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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HUDSON DENNIS S III
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2. Issuer Name
and
Ticker or Trading Symbol
SEACOAST BANKING CORP OF FLORIDA [SBCF]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman & CEO
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(Last)
(First)
(Middle)
SEACOAST BANKING CORP. OF FLORIDA, P.O. BOX 9012
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3. Statement for Issuer's Fiscal Year Ended
(MM/DD/YYYY)
12/31/2016
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(Street)
STUART, FL 34995
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
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7. Nature of Indirect Beneficial Ownership
(Instr. 4)
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Amount
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(A) or (D)
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Price
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Common Stock
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27247
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D
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Common Stock
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42787
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D
(1)
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Common Stock
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21915
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D
(2)
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Common Stock
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49386
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D
(3)
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Common Stock
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30865.91
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D
(4)
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Common Stock
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224356
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I
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Held by Sherwood Partners, Ltd., family partnership
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Common Stock
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280
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I
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Held by spouse as custodian for son
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Common Stock
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20
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I
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held by son
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
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11. Nature of Indirect Beneficial Ownership
(Instr. 4)
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Common Stock Right to Buy
(5)
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$14.82
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(6)
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2/28/2024
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Common Stock
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51956
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51956
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D
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Common Stock Right to Buy
(5)
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$12.63
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(7)
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1/29/2023
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Common Stock
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17975
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17975
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D
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Common Stock Right to Buy
(5)
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$10.54
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4/29/2015
(8)
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4/29/2024
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Common Stock
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50000
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50000
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D
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Common Stock Right to Buy
(5)
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$11.00
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6/28/2014
(9)
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6/27/2023
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Common Stock
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19400
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19400
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D
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Stock Settled Stock Appreciation Right
(10)
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$111.10
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4/2/2012
(11)
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4/1/2017
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Common Stock
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14627
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14627
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D
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Explanation of Responses:
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(
1)
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Represents shares subject to performance-based restricted stock units ("PSUs") granted on June 28, 2013, that were subject to performance requirements over a period ending December 31, 2015. One-third of the earned shares vested on Dec. 31, 2016. Of the remaining shares, one-half vest on each of Dec. 31, 2017 and Dec. 31, 2018, provided the recipient remains in continuous service with the Company on each such vesting date.
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(
2)
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Held in Trust
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(
3)
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Held jointly with spouse
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(
4)
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Represents share equivalents held in the Company's Retirement Savings Plan as of December 31, 2016
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(
5)
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Granted pursuant to Company's 2013 Incentive Plan
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(
6)
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Originally has two tiered vesting. Performance criteria was met, and time-based vesting began on 12/1/2016. Option vests in equal installments at the end of each month over the next 48 months, provided that Optionee remains in Continuous Service on each applicable vesting date.
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(
7)
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Two tiered vesting. Performance criteria met and time-based vesting began on 7/1/15. Option vests in equal installments at the end of each month over 48 months, provided Optionee remains in Continuous Service on each applicable vesting date.
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(
8)
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Vests over 3 years in one-third increments on each anniversary of the date of grant beginning on the first anniversary of the date of grant (the date indicated), subject to continued employment.
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(
9)
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Vests over 5 years at the rate of 20% beginning on the first anniversary of the date of grant (the date indicated) and then at the rate of 20% on each of the following four anniversaries thereafter, subject to continued employment.
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(
10)
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Granted pursuant to Company's 2000 Long-Term Incentive Plan
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(
11)
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Date fully vested
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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HUDSON DENNIS S III
SEACOAST BANKING CORP. OF FLORIDA
P.O. BOX 9012
STUART, FL 34995
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X
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Chairman & CEO
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Signatures
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/s/ Sharon Mehl as Power of Attorney for Dennis S. Hudson, III
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2/15/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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