SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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* Carpenter Fund Manager GP, LLC (Last) (First) (Middle) 5 PARK PLAZA SUITE 950 (Street) IRVINE CA 92614 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/17/2012	3. Issuer Name and Ticker or Trading Symbol PACIFIC MERCANTILE BANCORP [ PMBC ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,058,435	D(1)
Common Stock	142,843	D(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Purchase Warrant	(3)	04/20/2016	Common Stock	394,934	$6.26	D(1)
Common Stock Purchase Warrant	(3)	04/20/2016	Common Stock	13,900	$6.26	D(2)
Series B-2 Convertible 8.4% Noncumulative Preferred Stock	(4)	(4)	Common Stock	671,880	$5.32	D(1)
Series B-2 Convertible 8.4% Noncumulative Preferred Stock	(4)	(4)	Common Stock	23,609	$5.32	D(2)

1. Name and Address of Reporting Person* Carpenter Fund Manager GP, LLC (Last) (First) (Middle) 5 PARK PLAZA SUITE 950 (Street) IRVINE CA 92614 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Carpenter Community BancFund-A, L.P. (Last) (First) (Middle) 5 PARK PLAZA SUITE 950 (Street) IRVINE CA 92614 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Held directly by Carpenter Community BancFund-A, LP and beneficially owned by Carpenter Fund Manager GP, LLC (the "General Partner") as general partner of such fund. The General Partner disclaims beneficial ownership of the securities, except to the extent that the General Partner has a pecuniary interest, if any, in such fund.

2. Held directly by Carpenter Community BancFund, LP and beneficially owned by the General Partner as general partner of such fund. The General Partner disclaims beneficial ownership of the securities, except to the extent that the General Partner has a pecuniary interest, if any, in such fund.

3. The warrants are not currently exercisable and would only become exercisable if the issuer completes an acquisition of an insured depository institution or its parent having assets of $250 million or more by merger, purchase of outstanding shares or the purchase and assumption of all or substantially all of its assets and liabilities.

4. The preferred stock is convertible at any time at the holder's election and has no expiration date.

Remarks:

This Form 3 is filed jointly by Carpenter Fund Manager GP, LLC (the ''General Partner''), Carpenter Community BancFund, LP and Carpenter Community BancFund-A, LP. The General Partner is the sole general partner of each of these funds and may therefore be deemed to beneficially own the securities of the funds reported herein. The funds' addresses are the same as the General Partner's address indicated above. The funds have the right to designate three directors of the issuer under an Amended and Restated Investor Rights Agreement with the issuer. On May 17, 2012, the issuer appointed Edward J. Carpenter, John D. Flemming and Michael P. Hoopis as the funds' three designated directors.

	CARPENTER FUND MANAGER GP, LLC /s/ John D. Flemming, Managing Member	05/25/2012
	CARPENTER COMMUNITY BANCFUND-A, LP By: CARPENTER FUND MANAGER GP, LLC /s/ John D. Flemming, Managing Member	05/25/2012
	CARPENTER COMMUNITY BANCFUND, LP By: CARPENTER FUND MANAGER GP, LLC /s/ John D. Flemming, Managing Member	05/25/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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