SEC Form 4

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* GRAYSON GRANT S (Last) (First) (Middle) 1043 EAST MOREHEAD STREET SUITE 201 (Street) CHARLOTTE NC 28204 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Park Sterling Corp [ PSTB ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 01/01/2016
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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	01/01/2016		A		27,525	A	(1)(2)(5)	27,525	D
Common Stock	01/01/2016		A		67,843	A	(3)(4)(5)	67,843	I	IRA

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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

Explanation of Responses:

1. Represents shares of common stock of Park Sterling Corporation (the "Issuer") received in exchange for 49,951 shares of common stock of First Capital Bancorp, Inc. ("FCB") pursuant to the merger of FCB with and into the Issuer (the "Merger"), based on the assumption that an election was made to receive Issuer common stock with respect to 70% of the FCB common stock owned by the reporting person immediately prior to the effective time of the Merger. The exchange ratio in the Merger was 0.7748 shares of Issuer common stock for each share of FCB common stock, with fractional shares paid in cash. On December 31, 2015, the last trading day before the effective date of the merger, the closing price of the Issuer's common stock was $7.32, and the closing price of FCB's common stock was $5.56 per share.

2. Represents shares of common stock of the Issuer received in exchange for 2,500 warrants to purchase shares of FCB common stock (the "Warrants") pursuant to the Merger, based on the assumption that an election was made to receive Issuer common stock with respect to 70% of the Warrants owned by the reporting person immediately prior to the effective time of the Merger. The exchange ratio for the Warrants was 0.24755 shares of Issuer common stock for each FCB Warrant, with fractional shares paid in cash.

3. Represents shares of common stock of the Issuer received in exchange for 109,113 shares of common stock of FCB pursuant to the Merger, based on the assumption that an election was made to receive Issuer common stock with respect to 70% of the FCB common stock owned by the reporting person immediately prior to the effective time of the Merger.

4. Represents shares of common stock of the Issuer received in exchange for 50,000 Warrants of FCB pursuant to the Merger, based on the owned by the reporting person immediately prior to the effective time of the Merger.

5. The proration and allocation calculations provided for in the Agreement and Plan of Merger dated September 30, 2015 between FCB and the Issuer (the "Merger Agreement") have not been completed as of the date of this report. Accordingly, it is not possible to determine the exact number of shares of Issuer common stock to be received. Once the exact number of shares is determined, Mr. Grayson will file an ammendment to this report including the number of shares of Issuer common stock received as merger consideration, if different than the number reported above.

	/s/ Grant S. Grayson, by Susan D. Sabo Power of Attorney	01/04/2016
	** Signature of Reporting Person	Date
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