Sec Form 4 Filing - BankCap Equity Fund, LLC @ Atlantic Capital Bancshares, Inc. - 2016-11-28

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
BankCap Equity Fund, LLC
2. Issuer Name and Ticker or Trading Symbol
Atlantic Capital Bancshares, Inc. [ ACBI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
5910 N CENTRAL EXPRESSWAY, STE. 1580
3. Date of Earliest Transaction (MM/DD/YY)
11/28/2016
(Street)
DALLAS, TX75206
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 11/28/2016 J( 1 ) 1,137,669 D $ 0 ( 1 ) 2,662,331 I By BCP Fund I SoutheastHoldings, LLC ( 2 ) ( 3 )
Common Stock 11/28/2016 J( 1 ) 1,137,669 A $ 0 ( 1 ) 1,137,669 I By BankCap Partners Fund I, L.P. ( 2 ) ( 4 )
Common Stock 11/28/2016 J( 1 ) 1,137,669 D $ 0 ( 1 ) 0 I By BankCap Partners Fund I, L.P. ( 2 ) ( 4 )
Common Stock 11/28/2016 J( 1 )( 5 ) 10,981 A $ 0 ( 1 ) 10,981 I By BankCap Partners GP, L.P. ( 2 ) ( 6 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BankCap Equity Fund, LLC
5910 N CENTRAL EXPRESSWAY, STE. 1580
DALLAS, TX75206
X
BankCap Partners GP, L.P.
5910 N CENTRAL EXPRESSWAY, STE. 1580
DALLAS, TX75206
X
BankCap Partners Fund I, L.P.
5910 N CENTRAL EXPRESSWAY, STE. 1580
DALLAS, TX75206
X
BCP Fund I Southeast Holdings, LLC
5910 N CENTRAL EXPRESSWAY, STE. 1580
DALLAS, TX75206
X
Reed Scott A.
5910 N CENTRAL EXPRESSWAY, STE. 1580
DALLAS, TX75206
X
Signatures
/s/ Scott A. Reed, attorney-in-fact for BankCap Equity Fund, LLC 11/30/2016
Signature of Reporting Person Date
/s/ Scott A. Reed, attorney-in-fact for the general partner of BankCap Partners GP, L.P. 11/30/2016
Signature of Reporting Person Date
/s/ Scott A. Reed, attorney-in-fact for the general partner of the general partner of BankCap Partners Fund I, L.P. 11/30/2016
Signature of Reporting Person Date
/s/ Scott A. Reed, attorney-in-fact for the general partner of the general partner of the sole member of BCP Fund I Southeast Holdings, LLC 11/30/2016
Signature of Reporting Person Date
/s/ Scott A. Reed 11/30/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 28, 2016, BCP Fund I Southeast Holdings, LLC ("BCP Fund LLC") distributed, for no consideration, 1,137,669 shares of Common Stock of the issuer (the "Shares") to BankCap Partners Fund I, L.P. ("BankCap Partners Fund"), representing BankCap Partners Fund's interest in the Shares held by BCP Fund LLC, as the sole member of BCP Fund LLC (the "BCP Fund Distribution"). On the same date, BankCap Partners Fund distributed, for no consideration, the Shares it received from the BCP Fund Distribution to its partners in an amount equal to each such partner's pro rata interest in the Shares (the "Fund Distribution"). The aforementioned distributions were made in accordance with the exemptions afforded by Rule 16a-13 and Rule 16a-9 of the Securities Exchange Act of 1934, as amended.
( 2 )The sole member of BCP Fund LLC is BankCap Partners Fund. The general partner of BankCap Partners Fund is BankCap Partners GP, L.P. ("BankCap Partners GP"). The general partner of BankCap Partners GP is BankCap Equity Fund, LLC ("BankCap LLC"). Brian D. Jones and Scott A. Reed are the managing members of BankCap LLC.
( 3 )BankCap Partners Fund, BankCap Partners GP, BankCap LLC and Mr. Reed may be deemed to be indirect beneficial owners of the shares, but each disclaims beneficial ownership thereof except to the extent of any pecuniary interest therein.
( 4 )BCP Fund LLC, BankCap Partners GP, BankCap LLC and Mr. Reed may be deemed to be indirect beneficial owners of the shares, but each disclaims beneficial ownership thereof except to the extent of any pecuniary interest therein.
( 5 )In connection with the Fund Distribution, BankCap Partners GP received 10,981 shares of Common Stock of the issuer.
( 6 )BCP Fund LLC, BankCap Partners Fund, BankCap LLC and Mr. Reed may be deemed to be indirect beneficial owners of the shares, but each disclaims beneficial ownership thereof except to the extent of any pecuniary interest therein.

Remarks:
Exhibit 24.1 Power of Attorney BankCap Equity Fund, LLC

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