SEC FORM 4

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

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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^*

NAGY M NAFEES

(Last)

(First)

(Middle)

1115 TROPHY HILLS DRIVE

(Street)

LAS VEGAS

89134

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
WESTERN ALLIANCE BANCORPORATION [ WAL ]

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)
02/06/2013

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/06/2013		M		1,250	A	$7.61	27,560	D
Common Stock	02/06/2013		J⁽¹⁾		39,934	D	$0.00	346,224	I	Sajan Alliance, LLC
Common Stock	02/06/2013		J⁽¹⁾		19,967	A	$0.00	19,967	I	Nagy 2009 Grantor Retained Annuity Trust #1
Common Stock	02/06/2013		J⁽¹⁾		19,967	A	$0.00	35,214	I	Nagy 2009 Grantor Retained Annuity Trust #2
Common Stock	02/06/2013		J⁽¹⁾		19,967	D	$0.00	0	I	Nagy 2009 Grantor Retained Annuity Trust #1
Common Stock	02/06/2013		J⁽¹⁾		13,796	D	$0.00	21,418	I	Nagy 2009 Grantor Retained Annuity Trust #2
Common Stock	02/06/2013		J⁽¹⁾		33,763	A	$0.00	33,763	I	By Spouse
Common Stock	02/06/2013		J⁽¹⁾		33,763	D	$0.00	0	I	By Spouse
Common Stock								71,454	I	Shamim N. Nagy Separate Property Trust
Common Stock	02/06/2013		J⁽¹⁾		33,763	A	$0.00	33,763	I	Sunset Properties Group LLC

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to buy)	$7.61	02/06/2013		M			1,250	01/30/2013	01/30/2016	Common Stock	1,250	$0	0	D

Explanation of Responses:

1. On February 6, 2013, Sajan Alliance, LLC (whose shareholdings the reporting person may be deemed to beneficially own as a result of his spouse's role as manager and trustee of the trusts which are members thereof) distributed 19,967 shares to the Nagy 2009 Grantor Retained Annuity Trust #1 ("GRAT 1") and 19,967 shares to the Nagy 2009 Grantor Retained Annuity Trust #2 ("GRAT 2"). The reporting person's spouse is the trustee and income beneficiary of both GRAT 1 and GRAT 2. On February 6, 2013, GRAT 1 transferred 19,967 shares and GRAT 2 transferred 13,796 shares to the reporting person's spouse, who then transferred the shares to the Sunset Properties Group, LLC over which the reporting person has indirect beneficial ownership.

	/s/ Dale Gibbons (Attorney-in-fact)	02/08/2013
	** 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).
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