Sec Form 4 Filing - Dakos Andrew @ EMERGENT CAPITAL, INC. - 2017-03-14

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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
Dakos Andrew
2. Issuer Name and Ticker or Trading Symbol
EMERGENT CAPITAL, INC. [ EMGC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O EMERGENT CAPITAL, INC., 5355 TOWN CENTER ROAD, SUITE 701
3. Date of Earliest Transaction (MM/DD/YY)
03/14/2017
(Street)
BOCA RATON, FL33486
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
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
8.50% Senior Unsecured Convertible Notes due 2019 $ 6.59 ( 1 ) 03/14/2017 J( 2 ) 02/21/2014 02/13/2019 Common Stock 47,829 ( 3 ) $ 0 ( 2 ) 980,078 I See footnote ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Dakos Andrew
C/O EMERGENT CAPITAL, INC.
5355 TOWN CENTER ROAD, SUITE 701
BOCA RATON, FL33486
X
Signatures
Christopher O'Reilly, attorney in fact for Andrew Dakos 08/01/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )$6.59 (151.7912 shares of common stock per $1,000 principal amount of notes for notes denominated in $1,000 increments or 0.1517912 shares of common stock per $1.00 principal amount of notes for notes denominated in $1.00 increments), in each case, subject to adjustment in accordance with Article 4 of the indenture governing the 8.50% Senior Unsecured Convertible Notes due 2019 (the "Old Convertible Notes").
( 2 )At the election of Emergent Capital, Inc., additional Old Convertible Notes were issued in lieu of a cash payment of interest due on the outstanding Old Convertible Notes as of March 14, 2017.
( 3 )0.1517912 shares of common stock per $1.00 principal amount of notes, subject to adjustment in accordance with Article 4 of the indenture governing the Old Convertible Notes.
( 4 )The notes are held by certain private investment funds. Bulldog Investors, LLC ("BI") has sole voting and investment power with respect to such notes. The reporting person is a principal of BI and of the general partners of each of such investment fund, and is a limited partner in certain such funds. The reporting person disclaims beneficial ownership of these notes except to the extent of his pecuniary interest therein. These totals do not include $3,088,050 aggregate principal amount of outstanding notes that are owned by BI's Special Opportunities Fund since the reporting person has no pecuniary interest therein. The notes are subject to a conversion limitation imposed by Florida State law that voids any conversion of such notes into shares of common stock to the extent the holder would, after such exercise, directly or indirectly own 10% or more of the shares unless such holder has first applied for and obtained regulatory approval from the Florida Office of Insurance Regulation.

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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