Annual Statement of Changes in Beneficial Ownership (5)
February 14 2019 - 6:28PM
Edgar (US Regulatory)
FORM 5
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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).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0362
Estimated average burden
hours per response...
1.0
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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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1. Name and Address of Reporting Person
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HUDSON DENNIS S III
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2. Issuer Name
and
Ticker or Trading Symbol
SEACOAST BANKING CORP OF FLORIDA [SBCF]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman & CEO
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(Last)
(First)
(Middle)
SEACOAST BANKING CORP. OF FLORIDA, P.O. BOX 9012
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3. Statement for Issuer's Fiscal Year Ended
(MM/DD/YYYY)
12/31/2018
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(Street)
STUART, FL 34995
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
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7. Nature of Indirect Beneficial Ownership
(Instr. 4)
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Amount
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(A) or (D)
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Price
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Common Stock
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43819
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D
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Common Stock
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21915
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D
(1)
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Common Stock
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30485.0853
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D
(2)
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Common Stock
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49386
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D
(3)
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Common Stock
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224356
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I
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Held by Sherwood Partners, Ltd., family partnership
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Common Stock
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280
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I
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Held by spouse as custodian for son
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Common Stock
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20
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I
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held by son
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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 Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
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11. Nature of Indirect Beneficial Ownership
(Instr. 4)
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Common Stock Right to Buy
(4)
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$31.15
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(5)
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4/2/2028
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Common Stock
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55279
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55279
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D
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Common Stock Right to Buy
(4)
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$28.69
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(5)
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4/3/2027
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Common Stock
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78021
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78021
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D
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Common Stock Right to Buy
(4)
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$14.82
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(6)
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2/28/2024
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Common Stock
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51956
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51956
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D
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Common Stock Right to Buy
(4)
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$12.63
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(7)
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1/29/2023
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Common Stock
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17975
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17975
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D
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Common Stock Right to Buy
(4)
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$10.54
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4/29/2015
(8)
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4/29/2024
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Common Stock
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50000
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50000
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D
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Common Stock Right to Buy
(4)
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$11.00
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6/28/2014
(9)
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6/27/2023
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Common Stock
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19400
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19400
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D
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Explanation of Responses:
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(1)
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Held in Trust
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(2)
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Represents share equivalents held in the Company's Retirement Savings Plan as of December 31, 2018
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(3)
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Held jointly with spouse
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(4)
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Granted pursuant to Company's 2013 Incentive Plan
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(5)
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Vests over 3 years in one-third increments each anniversary of the date of grant beginning on the first anniversary of the date of grant (the date indicated), subject to continuous employment on each vesting date and the Company's banking subsidiary meets certain capital requirements.
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(6)
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Originally has two tiered vesting. Performance criteria was met, and time-based vesting began on 12/1/2016. Option vests in equal installments at the end of each month over the next 48 months, provided that Optionee remains in Continuous Service on each applicable vesting date.
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(7)
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Two tiered vesting. Performance criteria met and time-based vesting began on 7/1/15. Option vests in equal installments at the end of each month over 48 months, provided Optionee remains in Continuous Service on each applicable vesting date.
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(8)
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Vests over 3 years in one-third increments on each anniversary of the date of grant beginning on the first anniversary of the date of grant (the date indicated), subject to continued employment.
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(9)
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Vests over 5 years at the rate of 20% beginning on the first anniversary of the date of grant (the date indicated) and then at the rate of 20% on each of the following four anniversaries thereafter, subject to continued employment.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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HUDSON DENNIS S III
SEACOAST BANKING CORP. OF FLORIDA
P.O. BOX 9012
STUART, FL 34995
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X
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Chairman & CEO
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Signatures
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/s/ Dennis S. Hudson, III
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2/14/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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