Seacoast Banking Corporation of Florida (SBCF) Form 4 SEACOAST BANKING CORP OF FLORIDA / DENNIS S HUDSON 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^*

HUDSON DENNIS S III

(Last) (First) (Middle)

SEACOAST BANKING CORP. OF FLORIDA

P.O. BOX 9012

(Street)

STUART FL 34995

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SEACOAST BANKING CORP OF FLORIDA [ SBCF ]

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

3. Date of Earliest Transaction (Month/Day/Year)
12/30/2016

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	12/30/2016		F		8,600	D	$22.06	42,787	D(1)
Common Stock								27,247	D
Common Stock								21,915	D(2)
Common Stock								31,208.4	D(3)
Common Stock								49,386	D(4)
Common Stock								224,356	I	Held by Sherwood Partners, Ltd, family partnership
Common Stock								280	I	Held by Spouse as Custodian for son
Common Stock								20	I	Held by son

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 Right to Buy(5)	$14.82							(6)	02/28/2024	Common Stock	51,956		51,956	D
Common Stock Right to Buy(5)	$12.63							(7)	01/28/2023	Common Stock	17,975		17,975	D
Common Stock Right to Buy(5)	$10.54							04/29/2015(8)	04/29/2024	Common Stock	50,000		50,000	D
Common Stock Right to Buy(5)	$11							06/28/2014(9)	06/27/2023	Common Stock	19,400		19,400	D
Stock-settled Stock Appreciation Rights(10)	$111.1							04/02/2012(11)	04/01/2017	Common Stock	14,627		14,627	D
Stock-settled Stock Appreciation Rights(10)	$133.6							05/16/2011(11)	05/15/2016	Common Stock	5,520		5,520	D

Explanation of Responses:

1. Represents shares subject to performance-based restricted stock units ("PSUs") granted on June 28, 2013, that were subject to performance requirements which were attained over a period ending December 31, 2015. One third of the earned shares vested on Dec. 31, 2016. Of the remaining shares, half vest on each of Dec. 31, 2017 and Dec. 31, 2018, provided the recipient remains in continuous service with the Company on each such vesting date.

2. Shares held in Trust

3. Represent shares held in the Company's Retirement Savings Plan as of August 31, 2016

4. Shares held jointly with spouse

5. Granted pursuant to Seacoast Banking Corporation of Florida's 2013 Incentive Plan

6. Originally had two tiered vesting. The performance criteria was met and the 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.

7. Originally had two tiered vesting. Performance criteria was met and time-based vesting began on 7/1/15. 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.

8. 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 continued employment.

9. Vests over 5 years at the rate of 20% 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 continue employment.

10. Granted pursuant to Seacoast Banking Corporation of Florida's 2000 Long-Term Incentive Plan

11. Date fully vested

Remarks:

	Sharon Mehl as Power of Attorney for Dennis S. Hudson, III	01/04/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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