Sec Form 4 Filing - GOLDSTEIN ROBERT @ SEACOAST BANKING CORP OF FLORIDA - 2015-11-13

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
GOLDSTEIN ROBERT
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)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O CAPGEN CAPITAL GROUP III LP, 120 WEST 45TH STREET, SUITE 1010
3. Date of Earliest Transaction (MM/DD/YY)
11/13/2015
(Street)
NEW YORK, NY10036
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, par value $0.10 per share 11/13/2015 D 500,000 ( 1 ) D $ 14.62 7,463,141 ( 2 ) ( 4 ) ( 3 ) D
Common Stock, par value $0.10 per share 52,985 ( 5 ) I See footnote.
Common Stock, par value $0.10 per share 12,437 ( 6 ) I See footnote.
Common Stock, par value $0.10 per share 9,950 ( 7 ) D
Common Stock, par value $0.10 per share 49,373 ( 8 ) 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 (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 Expirat ion 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
GOLDSTEIN ROBERT
C/O CAPGEN CAPITAL GROUP III LP
120 WEST 45TH STREET, SUITE 1010
NEW YORK, NY10036
X
CapGen Capital Group III LLC
120 WEST 45TH STREET
SUITE 1010
NEW YORK, NY10036
X
CapGen Capital Group III LP
120 WEST 45TH STREET
SUITE 1010
NEW YORK, NY10036
X
Ludwig Eugene
120 WEST 45TH STREET
SUITE 1010
NEW YORK, NY10036
X
Sullivan John P
C/O CAPGEN CAPITAL GROUP III LP
120 WEST 45TH STREET, SUITE 1010
NEW YORK, NY10036
X
ROSE JOHN W
C/O CAPGEN CAPITAL GROUP III LP
120 WEST 45TH STREET, SUITE 1010
NEW YORK, NY10036
X
Signatures
/s/ Robert B. Goldstein 11/16/2015
Signature of Reporting Person Date
/s/ Eugene A. Ludwig 11/16/2015
Signature of Reporting Person Date
/s/ CapGen Capital Group III LP, by CapGen Capital Group III LLC, its general partner, by Eugene A. Ludwig, its Managing Member 11/16/2015
Signature of Reporting Person Date
/s/ John P. Sullivan 11/16/2015
Signature of Reporting Person Date
/s/ John W. Rose 11/16/2015
Signature of Reporting Person Date
/s/ CapGen Capital Group III LLC, by Eugene A. Ludwig, its Managing Member 11/16/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )CapGen Capital Group III LP ("CapGen III") sold an aggregate of 500,000 shares of common stock, par value $0.10 per share ("Common Stock") of Seacoast Banking Corporation of Florida (the "Issuer") in a block trade at a price of $14.62 per share.
( 2 )CapGen Capital Group III LLC ("CapGen LLC") is the sole general partner of CapGen III. Mr. Eugene A. Ludwig is the managing member of CapGen LLC. As the sole general partner of CapGen III, CapGen LLC may be deemed to be the indirect beneficial owner of the shares of Common Stock on this row under Rule 16a-1(a)(2) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, CapGen LLC disclaims that it is the beneficial owner of such shares, except to the extent of its pecuniary interest.
( 3 )As the managing member of CapGen LLC, Mr. Ludwig may be deemed to be the indirect beneficial owner of the shares of Common Stock under Rule 16a-1(a)(2) promulgated under the Exchange Act. As a principal member and member of the investment committee of CapGen Capital Group LLC, the general partner of CapGen III, Mr. Goldstein may be deemed to be the indirect beneficial owner of such shares under Rule 16a-1(a)(2) promulgated under the Exchange Act. As a member of the investment committee of CapGen LLC, the general partner of CapGen III, Mr. Sullivan may be deemed to be the indirect beneficial owner of the shares of Common Stock under Rule 16a-1(a)(2) promulgated under the Exchange Act. As a principal member and member of the investment committee of CapGen LLC, the general partner of CapGen III, Mr. Rose may be deemed to be the indirect beneficial owner of the shares of Common Stock under Rule 16a-1(a)(2) promulgated under the Exchange Act.
( 4 )Pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, Mr. Ludwig, Mr. Sullivan, Mr. Rose and Mr. Goldstein disclaim that they are the beneficial owners of such shares, except to the extent of their pecuniary interests.
( 5 )Mr. Goldstein directly owns the shares reported in this row.
( 6 )The shares reported in this row are held in a retirement account over which Mr. Goldstein holds discretionary authority.
( 7 )Mr. Sullivan directly owns the shares reported in this row.
( 8 )Mr. Rose directly owns the shares reported in this row.

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