X0306 4 2013-02-19 0 0001071264 JACKSONVILLE BANCORP INC /FL/ JAXB 0001505877 CapGen Capital Group IV LP 1185 AVENUE OF THE AMERICAS SUITE 2000 NEW YORK NY 10036 1 0 1 1 See Remarks 0001453863 Ludwig Eugene 1185 AVENUE OF THE AMERICAS SUITE 2000 NEW YORK NY 10036 1 0 1 0 0001505878 CapGen Capital Group IV LLC 1185 AVENUE OF THE AMERICAS SUITE 2000 NEW YORK NY 10036 1 0 1 0 0001228649 GOLDSTEIN ROBERT 1185 AVENUE OF THE AMERICAS SUITE 2000 NEW YORK NY 10036 1 0 1 0 Series A Mandatorily Convertible Preferred Stock 2013-02-19 4 J 0 27530 D 0 I Held by CapGen Capital Group IV LP Series A Mandatorily Convertible Preferred Stock 2013-02-19 4 J 0 830 D 0 D Series A Mandatorily Convertible Preferred Stock 2013-02-19 4 J 0 500 D 0 D Common Stock, par value $0.01 per share 2013-02-19 4 J 0 24000000 A 26684144 I Held by CapGen Capital Group IV LP Nonvoting Common Stock, par value $0.01 per share 2013-02-19 4 J 0 31060000 A 31060000 I Held by CapGen Capital Group IV LP Nonvoting Common Stock, par value $0.01 per share 2013-02-19 4 J 0 1660000 A 1660000 D Nonvoting Common Stock, par value $0.01 per share 2013-02-19 4 J 0 1000000 A 1000000 D On February 19, 2013, the 27,530 shares of Series A Mandatorily Convertible Preferred Stock held by CapGen Capital Group IV LP ("CapGen LP") automatically converted into 24,000,000 shares of Common Stock, par value $0.01 per share ("Common Stock"), and 31,060,000 shares of Nonvoting Common Stock, par value $0.01 per share ("Nonvoting Common Stock") at a conversion price of $0.50 per share and a conversion rate of 2,000 shares of Common Stock and/or Nonvoting Common Stock for each share of Series A Mandatorily Convertible Preferred Stock. The shares reported in this row were (in the case of disposition) or are (in the case of acquisition) owned directly by CapGen LP. CapGen Capital Group IV LLC ("CapGen LLC") is the sole general partner of CapGen LP. Mr. Eugene A. Ludwig is the managing member of CapGen LLC. As a principal member and member of the investment committee of CapGen LLC, Mr. Goldstein may be deemed to be the indirect beneficial owner of such shares under Rule 16a-1(c)(2) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Mr. Goldstein disclaims that he is the beneficial owner of such shares, except to the extent of his pecuniary interest. As the sole general partner of CapGen LP, CapGen LLC may be deemed to be the indirect beneficial owner of the shares reported in this row under Rule 16a-1(a)(2) promulgated under the Exchange Act. Pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, CapGen LLC disclaims that it is the beneficial owner of such shares, except to the extent of its pecuniary interest. As the managing member of CapGen LLC, Mr. Ludwig may be deemed to be the indirect beneficial owner of the shares reported in this row under Rule 16a-1(a)(2) promulgated under the Exchange Act. Pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, Mr. Ludwig disclaims that he is the beneficial owner of such shares, except to the extent of his pecuniary interest. On February 19, 2013, the 830 shares of Series A Mandatorily Convertible Preferred Stock automatically converted into 1,660,000 shares of Nonvoting Common Stock at a conversion price of $0.50 per share and a conversion rate of 2,000 shares of Nonvoting Common Stock for each share of Series A Mandatorily Convertible Preferred Stock. Mr. Ludwig directly owns the shares reported in this row. On February 19, 2013, the 500 shares of Series A Mandatorily Convertible Preferred Stock automatically converted into 1,000,000 shares of Nonvoting Common Stock at a conversion price of $0.50 per share and a conversion rate of 2,000 shares of Nonvoting Common Stock for each share of Series A Mandatorily Convertible Preferred Stock. The shares in this row are owned jointly by Mr. Goldstein and his wife, Candy K. Goldstein. CapGen LP, CapGen LLC and Mr. Ludwig disclaim their status as directors by deputization by virtue of Messrs. John Rose's and John Sullivan's positions as members of the board of directors of Jacksonville Bancorp, Inc. /s/ Eugene A. Ludwig 2013-02-21 /s/ Eugene A. Ludwig as the managing member of CAPGEN CAPITAL GROUP IV LLC, the general partner of CAPGEN CAPITAL GROUP IV LP 2013-02-21 /s/ Robert B. Goldstein 2013-02-21