MVB Financial (MVBF) Form 4 MVB FINANCIAL / HARRY E DEAN III ownership change

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^*

DEAN HARRY E III

(Last) (First) (Middle)

2400 CRANBERRY SQ.

(Street)

MORGANTOWN WV 26508

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MVB FINANCIAL CORP [ MVBF ]

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)
03/21/2017

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	03/15/2017		J(1)	V	344	A	$13.53	186,647	I	Gift Trust - Spouse Is Trustee(2)
Common Stock								16,500	D

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
Common Stock Options	$12.85	03/21/2017		A		2,000		03/21/2018(3)	03/21/2027	Common Stock	2,000	$0	2,000	D
Common Stock Options	$12.5							02/03/2017(4)	02/03/2026	Common Stock	10,000		10,000	D
Common Stock Options	$13.5							03/02/2016(5)	03/02/2025	Common Stock	2,000		2,000	D
Common Stock Options	$16							02/21/2015(6)	02/21/2024	Common Stock	3,000		3,000	D
Common Stock Options	$12							01/01/2014(7)	01/01/2023	Common Stock	10,000		10,000	D

Explanation of Responses:

1. Shares acquired through the Dividend Reinvestment Plan

2. Harry Edward Dean III Gift Trust - Sharri Lynn Dean, Trustee

3. Stock Options granted - 1/5 of the shares become exercisable 03/21/18, 03/21/19, 03/21/20, 03/21/21 and 03/21/22, respectively

4. Stock Options granted - 1/5 of the shares become exercisable 02/03/17, 02/03/18, 02/03/19, 02/03/20 and 02/03/21, respectively.

5. Stock Options granted - 1/5 of the shares become exercisable 03/02/16, 03/02/17, 03/02/18, 03/02/19 and 03/02/20, respectively

6. Stock Options granted - 1/5 of the shares become exercisable 02/21/15, 02/21/16, 02/21/17, 02/21/18 and 02/21/19, respectively

7. Stock Options granted - 1/5 of the shares become exercisable 01/01/14, 01/01/15, 01/01/16, 01/01/17 and 01/01/18, respectively

	/s/ Lisa Wanstreet McCormick	03/23/2017
	** 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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