X0203 3 2010-09-30 0 0001013796 TIB FINANCIAL CORP. TIBB 0001364583 Marshall Christopher G 4725 PIEDMONT ROW DRIVE CHARLOTTE NC 28210 1 1 1 0 Chief Financial Officer Common Stock 700000000 I By North American Financial Holdings, Inc. Series B Preferred Stock 70000 I By North American Financial Holdings, Inc. Warrants 0.15 2010-09-30 2012-03-30 Common Stock $.10 par value 1166666667 I By North American Financial Holdings, Inc. The reporting person is Chief Financial Officer of North American Financial Holdings, Inc., a multi-bank holding company headquartered in Charlotte, North Carolina and Jacksonville, Florida. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securites for purposes of Section 16 or for any other purpose. Each share of the Series B Preferred Stock will mandatorily convert to 6,666 shares of Common Stock (subject to certain anti-dilution adjustments and plus cash in lieu of fractional shares) following shareholder approval of an amendment to TIB Financial Corp.'s Articles of Incorporation to increase the number of authorized shares of Common Stock to permit the issuance of all of the Common Stock into which the Series B Preferred Stock is convertible. On September 30, 2010, TIB Financial Corp. (the "Company") issued to North American Financial Holdings, Inc. a warrant (the "Warrant") to purchase up to 1,166,666,667 shares of Common Stock of the Company (the "Warrant Shares"). Until shareholder approval of an amendement to the Articles of Incorporation to increase the number of authorized shares of Common Stock to permit the exercise of the Warrant in full, the Warrant shall be exercisable for that number of shares of Series B Preferred Stock that would be convertible into the number of Warrant Shares subject to such exercise. /s/ Christopher G Marshall 2010-10-25