Page 16 of 20 – SEC Filing (d) None of the Reporting Persons, nor, to the best of their knowledge, any of their directors, executive officers, general partners or members has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) None of the Reporting Persons, nor, to the best of their knowledge, any of their directors, executive officers, general partners or members has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Each of Matthew Lindenbaum and Bennett Lindenbaum is a citizen of the United States of America. Item 3. Source and Amount of Funds or Other Consideration. The Funds and the managed accounts expended an aggregate of $32,471,524 (including commissions, if any) to acquire the 2,385,972 shares of Common Stock reported herein as beneficially owned by them. The Funds and the managed accounts effect purchases and hold securities primarily through margin accounts maintained for them with each of J.P. Morgan Securities LLC, Morgan Stanley & Co., BNP Paribas Prime Brokerage and State Street Bank and Trust Company, which may extend margin credit to the Funds and managed accounts as and when required to open or carry positions in the margin accounts, subject to applicable Federal margin regulations, stock exchange rules and the firms’ credit policies. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts. Item 4. Purpose of Transaction. The Reporting Persons acquired all shares of Common Stock beneficially owned by them for investment purposes. On March 10, 2016, Matthew Lindenbaum spoke with Dennis S. Hudson III, Chairman and Chief Executive Officer of the Issuer, and requested that a representative of the Management Company be appointed to the board of directors of the Issuer (the “Board”). Subsequently, on March 17, 2016, two representatives of the Issuer met with Mr. Lindenbaum and another representative of the Management Company and discussed Mr. Lindenbaum’s request to add a representative of the Management Company to the Board. During the meeting, the Management Company representatives suggested that the Company could potentially grant observer status to Mr. Lindenbaum. The representatives of the Issuer indicated that they would bring the request to the attention of the other members of the Board. From March 18 to March 21, 2016, representatives of the Management Company and the Issuer sought to negotiate the terms of an observer rights agreement under which Mr. Lindenbaum would be appointed as a non-voting observer to the Board and to the board of directors of the Issuer’s wholly owned subsidiary, Seacoast National Bank. As of the filing of this Schedule 13D, the parties have not come to agreement on the terms of such observer status. The Management Company is prepared to continue these discussions, but is also considering its other options. Follow Seacoast Banking Corp Of Florida (NASDAQ:SBCF)
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(d) None of the Reporting Persons, nor, to the best of their knowledge, any of their directors, executive officers, general partners or members has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) None of the Reporting Persons, nor, to the best of their knowledge, any of their directors, executive officers, general partners or members has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) Each of Matthew Lindenbaum and Bennett Lindenbaum is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
The Funds and the managed accounts expended an aggregate of $32,471,524 (including commissions, if any) to acquire the 2,385,972 shares of Common Stock reported herein as beneficially owned by them. The Funds and the managed accounts effect purchases and hold securities primarily through margin accounts maintained for them with each of J.P. Morgan Securities LLC, Morgan Stanley & Co., BNP Paribas Prime Brokerage and State Street Bank and Trust Company, which may extend margin credit to the Funds and managed accounts as and when required to open or carry positions in the margin accounts, subject to applicable Federal margin regulations, stock exchange rules and the firms’ credit policies. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts.
Item 4. Purpose of Transaction.
The Reporting Persons acquired all shares of Common Stock beneficially owned by them for investment purposes.
On March 10, 2016, Matthew Lindenbaum spoke with Dennis S. Hudson III, Chairman and Chief Executive Officer of the Issuer, and requested that a representative of the Management Company be appointed to the board of directors of the Issuer (the “Board”). Subsequently, on March 17, 2016, two representatives of the Issuer met with Mr. Lindenbaum and another representative of the Management Company and discussed Mr. Lindenbaum’s request to add a representative of the Management Company to the Board. During the meeting, the Management Company representatives suggested that the Company could potentially grant observer status to Mr. Lindenbaum. The representatives of the Issuer indicated that they would bring the request to the attention of the other members of the Board.
From March 18 to March 21, 2016, representatives of the Management Company and the Issuer sought to negotiate the terms of an observer rights agreement under which Mr. Lindenbaum would be appointed as a non-voting observer to the Board and to the board of directors of the Issuer’s wholly owned subsidiary, Seacoast National Bank. As of the filing of this Schedule 13D, the parties have not come to agreement on the terms of such observer status. The Management Company is prepared to continue these discussions, but is also considering its other options.
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