SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Hager Robin Snipes

(Last) (First) (Middle)
P. O. BOX 18807

(Street)
GREENSBORO NC 27419

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
YADKIN FINANCIAL Corp [ YDKN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Administrative Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 03/01/2016 A 7,941(1) A (2) 7,941 D
Common Stock 03/01/2016 A 5,319(3) A (2) 5,319(4) I By 401(k)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Stock Options $19.64(5) 03/01/2016 A 2,500(5) 01/22/2009 01/22/2018 Common Stock 2,500 $0 2,500 D
Restricted Stock Units (6) 03/01/2016 A 3,546(7) 01/01/2017 (8) Common Stock 3,546 (6) 3,546 D
Restricted Stock Units (6) 03/01/2016 A 5,000 03/01/2016 (8) Common Stock 5,000 (6) 5,000 D
Explanation of Responses:
1. Represents shares of common stock of Yadkin Financial Corporation (the "Issuer") received in exchange for 15,882 shares of common stock of NewBridge Bancorp ("NBBC") pursuant to the merger of NBBC with and into the Issuer (the "Merger").
2. The exchange ratio in the Merger was 0.50 shares of Issuer common stock for each share of NBBC common stock, with fractional shares paid in cash. On the effective date of the Merger, the most recent closing price of the Issuer's common stock was $21.65 per share, and the most recent closing price of NBBC's common stock was $10.93 per share.
3. Represents shares of common stock of the Issuer received in exchange for 10,639 shares of common stock of NBBC pursuant to the Merger.
4. Between 02/11/2016 and the date of this report, the reporting person acquired 24 shares of Yadkin Financial Corporation common stock under the NewBridge Bank Employees 401(k) Plan.
5. The exchange ratio in the merger of Yadkin Financial Corporation (the "Issuer") for shares of common stock of NewBridge Bancorp ("NBBC") pursuant to the merger of NBBC with and into the Issuer was 0.50 shares of Issuer common stock for each one share of NBBC common stock. The exercise price and the amount of securities reported are converted for the exchange ratio.
6. Each restricted stock unit represents the contingent right to receive one share of Class A Common Stock upon vesting of the unit.
7. The restricted stock units vest 100% on 1/1/2017 subject to the recipient's continued employment through the applicable vesting time.
8. No expiration date
Remarks:
/s/ Nancy A. Snow, attorney-in-fact for Robin S. Hager 03/02/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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