FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SEACOAST BANKING CORP OF FLORIDA [ SBCF ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/31/2013 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 12/31/2013 | F(1) | 906 | D | $12.2 | 2,405(2) | D(3) | |||
Common Stock | 12/31/2013 | J(4) | 2,405 | D | $0.00(4) | 0(2) | D(3) | |||
Common Stock | 12/31/2013 | J(4) | 2,405 | A | $0.00(4) | 4,137(2) | D(5) | |||
Common Stock | 19,868(2) | D(6) | ||||||||
Common Stock | 31,853(2) | D(7) | ||||||||
Common Stock | 49,386(2) | D(8) | ||||||||
Common Stock | 224,356(2) | I | Held by Sherwood Partners, Ltd, family partnership | |||||||
Common Stock | 280(2) | I | Held by Spouse as Custodian for son |
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 Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Common Stock Right to Buy(9) | $11(2) | 06/28/2014(10) | 06/27/2023 | Common Stock | 19,400(2) | 19,400(2) | D | ||||||||
Stock-settled Stock Appreciation Rights(11) | $111.1(2) | 04/02/2009(12) | 04/01/2017 | Common Stock | 14,627(2) | 14,627(2) | D | ||||||||
Stock-settled Stock Appreciation Rights(11) | $133.6(2) | 05/16/2008(12) | 05/15/2016 | Common Stock | 5,520(2) | 5,520(2) | D | ||||||||
Common Stock RIght to Buy(11) | $112(2) | 12/21/2005(13) | 12/20/2014 | Common Stock | 6,000(2) | 6,000(2) | D |
Explanation of Responses: |
1. Shares sold to company to pay associated tax liability |
2. Adjusted to reflect effect of five-for-one reverse stock split effective 12/13/13. |
3. Represents a restricted stock award granted under the Company's 2000 Long Term Incentive Plan to compensate Mr. Hudson for his loss in base salary as a result the Company's Salary and Benefits Committee's decision to limit executive officers' base salaries to $500,000 as long as the Company's equity securities issued to the U.S. Department of Treasury in accordance with the Capital Purchase Program (the "CPP") established under the Troubled Asset Relief Program ("TARP") remain outstanding. The restricted stock vested and became freely transferable when the Company fully repaid all funds associated with TARP. |
4. Shares transferred between accounts. No change in beneficial ownership |
5. Shares held in Trust |
6. Represents unvested shares in performance based restricted stock award granted under Seacoast's 2008 Long-Term Incentive Plan on August 23, 2011 ("Grant Date"). These awards are subject to compliance with the EESA, and will vest in their entirety on the later of: i) the fifth anniversary of the Grant Date, provided Mr. Hudson is employed by the Company or a subsidiary on such date, and ii) the Company's attainment of an annual return on equity of 10% or more for any fiscal year starting after the Grant Date. |
7. Represent shares held in the Company's Retirement Savings Plan as of September 30, 2013 |
8. Shares held jointly with spouse |
9. Granted pursuant to Seacoast Banking Corporation of Florida's 2013 Incentive Plan |
10. Vests over 5 years at the rate of 20% on the first anniversary of the date of grant (06/28/2014) and then at the rate of 20% on each of the following four anniversaries thereafter, subject to continue employment. |
11. Granted pursuant to Seacoast Banking Corporation of Florida's 2000 Long-Term Incentive Plan |
12. Vest over five years in 25% increments beginning on the second anniversary of the date of the grant (the date indicated) and each of the following three anniversaries thereafter, subject to continued employment |
13. Vests over 5 years at the rate of 20% on the first anniversary of the date of grant (date indicated)and then at the rate of 20% on each of the following four anniversaries thereafter, subject to continued employment. |
Remarks: |
Sharon Mehl as Power of Attorney for Dennis S. Hudson, III | 01/14/2014 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |