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
BANC OF CALIFORNIA, INC. [ BANC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/21/2014 | ||||||||||||||||||||||||||
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 | 05/23/2014 | P | 35,000 | A | $10.38 | 35,000(1) | I | By the Steven and Ainslie Sugarman Family Irrevocable Trust | ||
Common Stock | 33,806 | I | By Steven and Ainslie Sugarman Living Trust | |||||||
Common Stock | 40 | I | By Cole Sugarman Roth IRA | |||||||
Common Stock | 75,263.5368 | D | ||||||||
Common Stock | 7,500 | I | By Charles Schwab & Co Inc., Cust Sugarman Enterprises, Inc. 401K FBO Ainslie Sugarman | |||||||
Common Stock | 400 | I | By Hailey Sugarman Roth IRA | |||||||
Common Stock | 1,475 | I | By Sierra Sugarman Roth IRA | |||||||
Common Stock | 2,000 | I | By Steven Sugarman Roth IRA | |||||||
Common Stock | 4,282 | I | By Ainslie Sugarman Roth IRA |
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 | ||||||||
Stock Appreciation Rights | $10.09 | 05/21/2014 | A | 300,219(2) | 05/21/2017(3) | 08/22/2022 | Common Stock | 300,219 | $0(4) | 300,219 | D | ||||
Stock Appreciation Rights | $10.09 | 05/21/2014 | A | 252,023 | (5) | 08/22/2022 | Common Stock | 252,023 | $0(4) | 552,242 | D | ||||
Stock Option (Right to Purchase) | $15.81 | 06/27/2012 | 06/27/2021 | Common Stock | 16,165 | 16,165 | D | ||||||||
Warrant to Purchase Class B Non-Voting Common Stock | $11 | (6) | (7) | Class B Non-Voting Common Stock | 960,000 | 960,000 | I | By Steven and Ainslie Sugarman Living Trust | |||||||
Stock Appreciation Rights | $12.83 | (5) | 08/22/2022 | Common Stock | 70,877 | 70,877 | D | ||||||||
Stock Appreciation Rights | $13.06 | (5) | 08/22/2022 | Common Stock | 150,993 | 150,993 | D | ||||||||
Stock Appreciation Rights | $13.6 | (5) | 08/22/2022 | Common Stock | 88,366 | 88,366 | D | ||||||||
Stock Appreciation Rights | $12.12 | (5) | 08/22/2022 | Common Stock | 500,000 | 500,000 | D | ||||||||
Stock Appreciation Rights | $13.55 | (5) | 08/22/2022 | Common Stock | 15,275 | 15,275 | D |
Explanation of Responses: |
1. Mr. Sugarman's minor children are the sole beneficiaries of the Steven and Ainslie Family Irrevocable Trust and his wife owns certain life interests. |
2. These stock appreciation rights ("SARs") were issued to Mr. Sugarman in connection with the closing of an offering of the Issuer's 8.00% Tangible Equity Units. Each Tangible Equity Unit is composed of a prepaid stock purchase contract (each, a "Purchase Contract") and a junior subordinated amortizing note issued by the Issuer. The number of shares underlying these SARs is subject to adjustment and therefore certain of these SARs are subject to forfeiture. |
3. Subject to earlier vesting to the extent of and upon the early settlement of the respective Purchase Contracts in accordance with the settlement rates set forth in such Purchase Contracts. |
4. Mr. Sugarman received these SARs pursuant to the terms and conditions of his employment agreement with the Issuer, and, accordingly, paid no consideration for the receipt thereof. |
5. Two-thirds of these SARs are currently vested, and the remaining one-third is scheduled to vest on August 21, 2014. |
6. Warrants vested in accordance with the following schedule: 50,000 shares vested on October 11, 2011 and the remainder vested in seven equal quarterly installments, beginning January 1, 2012. |
7. Warrants expire five years from the date vested. |
/s/ Richard Herrin, Attorney-in-Fact | 05/23/2014 | |
** 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. |