Sec Form 4 Filing - CASTLE CREEK CAPITAL PARTNERS IV, LP @ HERITAGE OAKS BANCORP - 2015-11-17

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
CASTLE CREEK CAPITAL PARTNERS IV, LP
2. Issuer Name and Ticker or Trading Symbol
HERITAGE OAKS BANCORP [ HEOP]
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 CASTLE CREEK CAPITAL LLC, 6051 EL TORDO
3. Date of Earliest Transaction (MM/DD/YY)
11/17/2015
(Street)
RANCHO SANTA FE, CA92067
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
Heritage Oaks Bancorp Common Stock 11/17/2015 S 2,000,000 D $ 8.0002 ( 1 ) 1,672,638 D ( 2 )
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
CASTLE CREEK CAPITAL PARTNERS IV, LP
C/O CASTLE CREEK CAPITAL LLC
6051 EL TORDO
RANCHO SANTA FE, CA92067
X
Castle Creek Capital IV LLC
C/O CASTLE CREEK CAPITAL LLC
6051 EL TORDO
RANCHO SANTA FE, CA92067
X
EGGEMEYER JOHN M III
C/O CASTLE CREEK CAPITAL LLC
6051 EL TORDO
RANCHO SANTA FE, CA92067
X
THOMAS J MIKESELL
C/O CASTLE CREEK CAPITAL LLC
6051 EL TORDO
RANCHO SANTA FE, CA92067
X
MERLO MARK G
C/O CASTLE CREEK CAPITAL LLC
6051 EL TORDO
RANCHO SANTA FE, CA92067
X
Pietrzak John
C/O CASTLE CREEK CAPITAL LLC
6051 EL TORDO
RANCHO SANTA FE, CA92067
X
Signatures
CASTLE CREEK CAPITAL PARTNERS IV, LP, By: /s/ John M. Eggemeyer III, Title: President 11/18/2015
Signature of Reporting Person Date
CASTLE CREEK CAPITAL IV LLC, By: /s/ John M. Eggemeyer III, Title: President 11/18/2015
Signature of Reporting Person Date
JOHN M. EGGEMEYER III, By: /s/ John M. Eggemeyer III 11/18/2015
Signature of Reporting Person Date
J. MIKESELL THOMAS, By: /s/ J. Mikesell Thomas 11/18/2015
Signature of Reporting Person Date
MARK G. MERLO, By: /s/ Mark G. Merlo 11/18/2015
Signature of Reporting Person Date
JOHN T. PIETRZAK, By: /s/ John T. Pietrzak 11/18/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.00 to $8.24, inclusive. The reporting persons undertake to provide to Heritage Oaks Bancorp, any security holder of Heritage Oak Bancorp, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (1) to this Form 4.
( 2 )These securities are owned by Castle Creek Capital Partners IV, LP ("Fund IV"). Each of Castle Creek Capital IV LLC, John M. Eggemeyer III, J. Mikesell Thomas, Mark G. Merlo, and John T. Pietrzak may also be deemed to be the beneficial owner of the 1,672,638 shares of Common Stock held directly by Fund IV. Mr. Eggemeyer, Mr. Thomas, Mr. Merlo, and Mr. Pietrzak are managing principals of Castle Creek Capital IV LLC, the sole general partner of Fund IV. Castle Creek Capital IV LLC, Mr. Eggemeyer, Mr. Thomas, Mr. Merlo, and Mr. Pietrzak each disclaim beneficial ownership of such shares of Common Stock, except to the extent of their respective pecuniary interest in Fund IV, and this report shall not be deemed an admission that Castle Creek Capital IV LLC, Mr. Eggemeyer, Mr. Thomas, Mr. Merlo, or Mr. Pietrzak is the beneficial owner of such shares of Common Stock for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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