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Filing Details

Accession Number:: 0001476651-17-000066
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2017-12-07 09:59:42
Reporting Period:: 2017-12-01

Accepted Time:: 2017-12-07 09:59:42
Original Submission Date:: 2017-12-05
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1476651	Fcb Financial Holdings Inc.	FCB	()	4/A

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1042445	Vincent Tese	C/O Fcb Financial Holdings, Inc. 2500 Weston Road, Suite 300 Weston FL 33331	Executive Chairman	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock, Par Value $.001 Per Share	Acquisiton	2017-12-01	5,019	$24.24	393,818	No	4	X	Direct
Class A Common Stock, Par Value $.001 Per Share	Disposition	2017-12-01	2,302	$52.85	391,516	No	4	S	Direct
Class A Common Stock, Par Value $.001 Per Share	Acquisiton	2017-12-01	210,826	$26.18	602,342	No	4	X	Direct
Class A Common Stock, Par Value $.001 Per Share	Disposition	2017-12-01	104,437	$52.85	497,905	No	4	S	Direct
Class A Common Stock, Par Value $.001 Per Share	Acquisiton	2017-12-01	210,827	$28.28	708,732	No	4	X	Direct
Class A Common Stock, Par Value $.001 Per Share	Disposition	2017-12-01	112,815	$52.85	595,917	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	X	Direct
No	4	S	Direct
No	4	X	Direct
No	4	S	Direct
No	4	X	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Common Stock Warrants (right to buy)	Disposition	2017-12-01	5,019	$0.00	5,019	$24.24
Class A Common Stock	Common Stock Warrants (right to buy)	Disposition	2017-12-01	210,826	$0.00	210,826	$26.18
Class A Common Stock	Common Stock Warrants (right to buy)	Disposition	2017-12-01	210,827	$0.00	210,827	$28.28

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
453,866	2019-11-12	No	4	X	Direct
243,040	2019-11-12	No	4	X	Direct
32,213	2019-11-12	No	4	X	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock, Par Value $.001 Per Share	1,995	Indirect	By Bond Street Management, LLC

Footnotes

THIS AMENDMENT TO THE ORIGINAL FORM 4 IS BEING FILED SOLELY TO CLARIFY THAT ALL SHARES TO WHICH THE TRANSACTION CODE "S" IS APPLIED IN TABLE I CONSIST OF SHARES WITHHELD BY THE ISSUER (DEFINED BELOW) TO PAY THE EXERCISE PRICE UPON THE "CASHLESS EXERCISE" OF WARRANTS, WHICH CASHLESS EXERCISE MAY FOR PURPOSES OF FORM 4 BE DEEMED TO CONSTITUTE A "SALE" TO THE ISSUER OF THE WARRANT SHARES WITHHELD. THIS FORM DOES NOT REPORT ANY SALE BY THE REPORTING PERSON OF ANY SHARES ISSUED TO HIM UPON THE EXERCISE OF WARRANTS OR OTHERWISE.
On December 1, 2017, the reporting person exercised warrants to purchase 5,019 shares of Class A Common Stock of the Issuer for $24.24 a share. The reporting person paid the exercise price on a cashless basis, resulting in the withholding by FCB Financial Holdings, Inc. (the "Issuer") of 2,302 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 2,717 shares. Such "cashless exercise" of warrants may for purposes of Form 4 be deemed to constitute a "sale" to the Issuer of the shares withheld to pay the exercise price. The Issuer paid $0 to the reporting person in lieu of a fractional share.
On December 1, 2017, the reporting person exercised warrants to purchase 210,826 shares of Class A Common Stock of the Issuer for $26.18 a share. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 104,437 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 106,389 shares. Such "cashless exercise" of warrants may for purposes of Form 4 be deemed to constitute a "sale" to the Issuer of the shares withheld to pay the exercise price. The Issuer also paid $70.82 to the reporting person in lieu of a fractional share.
On December 1, 2017, the reporting person exercised warrants to purchase 210,827 shares of Class A Common Stock of the Issuer for $28.28 a share. The reporting person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 112,815 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 98,012 shares. Such "cashless exercise" of warrants may for purposes of Form 4 be deemed to constitute a "sale" to the Issuer of the shares withheld to pay the exercise price. The Issuer also paid $85.62 to the reporting person in lieu of a fractional share.
This includes 1,995 shares of Class A Common Stock beneficially owned by the reporting person through Bond Street Management, LLC.
Exercisable in three substantially equal portions on each of the 6-month, 18-month and 30-month anniversaries of the consummation of the initial public offering. The exercise price at the 6-month anniversary of the consummation of the initial public offering is $24.24, the exercise price at the 18-month anniversary of the consummation of the initial public offering is $26.18 and the exercise price at the 30-month anniversary of the consummation of the initial public offering is $28.28.