SEC FORM 4

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^*

Surface John S

(Last)

(First)

(Middle)

501 RIVERSIDE AVENUE

(Street)

JACKSONVILLE

32202

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
EverBank Financial Corp [ EVER ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
11/11/2016

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	11/11/2016		M		79,377	A	$8.55	308,736	D
Common Stock, par value $0.01 per share	11/11/2016		S		79,377	D	$19.33	229,359	D
Common Stock, par value $0.01 per share	11/14/2016		M		28,179	A	$8.55	257,498	D
Common Stock, par value $0.01 per share	11/14/2016		S		28,179	D	$19.3379⁽¹⁾	229,359	D
Common Stock, par value $0.01 per share	11/15/2016		M		300,000	A	$11.5459⁽²⁾	529,359	D
Common Stock, par value $0.01 per share	11/15/2016		S		300,000	D	$19.3045⁽³⁾	229,359	D
Common Stock, par value $0.01 per share	11/15/2016		M		13,666	A	$13.21	243,025	D
Common Stock, par value $0.01 per share	11/15/2016		S		13,666	D	$19.3303⁽⁴⁾	229,359	D
Common Stock, par value $0.01 per share								19,257	I	Held through the reporting person's relationship with Surface Investment Partnership, Ltd.

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$8.55	11/11/2016		M			79,377	07/21/2010	07/20/2018	Common Stock, par value $0.01 per share	110,000	$8.55	30,663	D
Employee Stock Option (right to buy)	$8.55	11/14/2016		M			28,179	07/21/2010	07/20/2018	Common Stock, par value $0.01 per share	30,663	$8.55	2,484	D
Employee Stock Option (right to buy)	$8.55	11/15/2016		M			2,484	07/21/2010	07/20/2018	Common Stock, par value $0.01 per share	2,484	$8.55	0	D
Employee Stock Option (right to buy)	$10.55	11/15/2016		M			183,333	07/21/2011	07/20/2018	Common Stock, par value $0.01 per share	183,333	$10.55	0	D
Employee Stock Option (right to buy)	$13.21	11/15/2016		M			114,183	07/21/2012	07/20/2018	Common Stock, par value $0.01 per share	146,667	$13.21	32,484	D
Employee Stock Option (right to buy)	$13.21	11/15/2016		M			13,666	07/21/2012	07/20/2018	Common Stock, par value $0.01 per share	32,484	$13.21	18,818	D

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 $19.33 to $19.36, inclusive. The reporting person undertakes to provide to EverBank Financial Corp, any security holder of EverBank Financial Corp, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each seperate price within the range set forth in this Form 4.

2. The exercise price reported in Column 4 is a weighted average price. These shares were exercised from multiple option grants at prices ranging from $8.55, 10.55 and $13.21.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.30 to $19.33, inclusive. The reporting person undertakes to provide to EverBank Financial Corp, any security holder of EverBank Financial Corp, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each seperate price within the range set forth in this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.33 to $19.335, inclusive. The reporting person undertakes to provide to EverBank Financial Corp, any security holder of EverBank Financial Corp, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each seperate price within the range set forth in this Form 4.

Remarks:

	By: Jean-Marc Corredor as Attorney in Fact	11/15/2016
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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