SEC Form 4 · accession 0001415889-15-000800

BANC OF CALIFORNIA, INC. · BANC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Steven Sugarman

Officer — CEO AND CHAIRMAN OF BOARD · Director

Period of report

Mar 4, 2015

Accepted (ET)

Mar 6, 2015 · 9:46 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001169770

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 4, 2015	F	1,029	$11.08	D	70,375	D
Common Stock	holding	—	—		—	37,736	I	By Steven and Ainslie Sugarman Living Trust
Common Stock	holding	—	—		—	690	I	By Cole Sugarman Roth IRA
Common Stock	holding	—	—		—	10,200	I	By Charles Schwab & Co Inc., Cust Sugarman Enterprises, Inc. 401K FBO Ainslie Sugarman
Common Stock	holding	—	—		—	400	I	By Hailey Sugarman Roth IRA
Common Stock	holding	—	—		—	1,475	I	By Sierra Sugarman Roth IRA
Common Stock	holding	—	—		—	2,000	I	By Steven Sugarman Roth IRA
Common Stock	holding	—	—		—	282	I	By Ainslie Sugarman Roth IRA
Common Stock^F2	holding	—	—		—	35,000	I	By the Steven and Ainslie Sugarman Family Irrevocable Trust
Common Stock	holding	—	—		—	4,700	I	By Ainslie Sugarman IRA

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (Right to Purchase)	$15.81	holding	—	—	—	Jun 27, 2012	Jun 27, 2021	Common Stock	16,165	16,165	D
Warrant to Purchase Class B Non-Voting Common Stock^F3,F4,F5	$11.00	holding	—	—	—	—	—	Class B Non-Voting Common Stock	960,000	960,000	I
Stock Appreciation Rights^F6	$12.83	holding	—	—	—	—	Aug 22, 2022	Common Stock	70,877	70,877	D
Stock Appreciation Rights^F6	$13.06	holding	—	—	—	—	Aug 22, 2022	Common Stock	150,933	150,933	D
Stock Appreciation Rights^F6	$13.60	holding	—	—	—	—	Aug 22, 2022	Common Stock	88,366	88,366	D
Stock Appreciation Rights^F6	$12.12	holding	—	—	—	—	Aug 22, 2022	Common Stock	500,000	500,000	D
Stock Appreciation Rights^F6	$13.55	holding	—	—	—	—	Aug 22, 2022	Common Stock	15,275	15,275	D
Stock Appreciation Rights^F9,F7,F8	$10.09	holding	—	—	—	—	Aug 22, 2022	Common Stock	280,820	280,820	D
Stock Appreciation Rights^F6	$10.09	holding	—	—	—	—	Aug 22, 2022	Common Stock	252,023	252,023	D
Stock Appreciation Rights	$11.62	holding	—	—	—	Nov 7, 2014	Aug 22, 2022	Common Stock	216,334	216,334	D

Explanation of responses

F1Shares disposed to satisfy the Reporting Person's tax liability incurred by the vesting of a previously granted award.
F2The Reporting Person's minor children are the sole beneficiaries of the Steven and Ainslie Family Irrevocable Trust and his wife owns certain life interests.
F3The exercise price of this warrant is subject to certain automatic adjustments in accordance with the terms of the warrant. The final exercise price will be determined at the time of exercise.
F4Warrants vested in accordance with the following schedule: 50,000 shares vested on October 11, 2011 and the remainder vested in seven equal quarterly installments, beginning January 1, 2012.
F5Warrants expire five years from the date vested.
F6Each of these Stock Appreciation Rights ("SARs") became fully vested on August 21, 2014.
F7These SARs (the "TEU Additional SARs") were issued to Mr. Sugarman in connection with the closing of an offering of the Issuer's 8.00% Tangible Equity Units. Each Tangible Equity Unit is composed of a prepaid stock purchase contract (each, a "Purchase Contract") and a junior subordinated amortizing note issued by the Issuer. Each Purchase Contract settles based on minimum or maximum settlement rates of shares of common stock. The number of settlement shares underlying the TEU Additional SARs were calculated using the maximum settlement rate and, therefore, the number of shares underlying these TEU Additional SARs is subject to adjustment and forfeiture. Until each Purchase Contract settles and the voting common stock related thereto is issued, each corresponding TEU Additional SAR has a vesting date of May 21, 2017 and no dividend equivalent rights prior to vesting.
F8The TEU Additional SARs vest earlier than May 21, 2017 if any single Purchase Contract is settled in shares of voting common stock, at which time the TEU Additional SARs corresponding to such Purchase Contract shall become 100% vested and exercisable on the date on which any such Purchase Contract is settled (subject to certain exceptions if the settlement occurred before August 21, 2014). The TEU Additional SARs that have accelerated in vesting have the same terms and conditions as the original grant.
F9The TEU Additional SAR originally related to 300,219 shares of common stock with a scheduled vesting of May 21, 2017, as described in Footnotes 7 and 8. As a result of the settlement of a portion of the Purchase Contacts on May 30, 2014, July 7, 2014, Sept. 9, 2014, Sept. 12, 2014, Nov. 3, 2014, Dec. 3, 2014, Dec. 23, 2014, Feb. 18, 2015 and Feb. 25, 2015 the TEU Additional SAR accelerated in vesting with respect to 49,469 shares on May 30, 2014, 30,736 on July 7, 2014, 8,900 shares on Sept. 9, 2014, 1,758 shares on Sept. 12, 2014, 5,195 shares on Nov. 3, 2014, 23,532 shares on Dec. 3, 2014, 14,407 shares on Dec. 23, 2014, 4,561 shares on Feb. 18, 2015 and 568 shares on Feb. 25, 2015. Furthermore, 6,597 shares were forfeited on May 30, 2014, 4,256 shares on July 7, 2014, 1,257 shares on Sept. 9, 2014, 250 shares on Sept. 12, 2014, 740 shares on Nov. 3, 2014, 3,405 shares on Dec. 3, 2014, 2,128 shares on Dec. 23, 2014, 681 shares on Feb. 18, 2015 and 85 shares on Feb. 25, 2015.