Horizon Bancorp (HBNC) Form 4 HORIZON BANCORP / JAMES D NEFF 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^*

NEFF JAMES D

(Last) (First) (Middle)

515 FRANKLIN SQUARE

(Street)

MICHIGAN CITY IN 46360

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HORIZON BANCORP INC /IN/ [ HBNC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2019

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								248,521(1)	D
Common Stock								45,057	I	By SERP
Common Stock								10,455(1)(2)	I	By ESOP
Common Stock								15,288(1)(2)	I	By ThriftPlan

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
Deferred Stock Units	(3)	03/04/2019		A		34,090		(3)	(3)	Common Stock	34,090	$17.6	34,090	I	By SERP

Explanation of Responses:

1. During 2018, Mr. Neff completed in-service withdrawals totaling 24,150 common shares from the Horizon ESOP (9,834 common shares) and the Horizon Thrift Plan (14,316 common shares) and moved those shares to a self-directed IRA. As a result, the beneficial ownership of those shares did not change (other than changing from indirect beneficial ownership to direct beneficial ownership), and the above common share totals now reflect the transfer of those shares.

2. Adjusted to reflect additional shares allocated to the reporting person's benefit plan account after the date of the reporting person's last ownership report.

3. Each Deferred Stock Unit ("DSU") is the economic equivalent of one share of common stock. The DSU's become payable, in cash or common stock or a combination of the two, at the discretion of Horizon upon the conditions described in the Horizon Bancorp Supplemental Executive Retirement Plan (Frozen) and the Horizon Bancorp 2005 Supplemental Executive Retirement Plan.

	/s/Mark E. Secor, as Attorney-in-Fact for James D. Neff	03/06/2019
	** 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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