HANCOCK WHITNEY CORP — Director's Dealing 2013

Nov 25, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HANCOCK HOLDING CO (HBHC)
CIK: 0000750577
Period of Report: 2013-11-21

Reporting Person: Francis Edward G (EVP & Commercial Loan Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-21	Deferred Compensation Plan	A	157	$33.40	Acquired	1268.0379	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-21	Restricted Stock Award	$33.40	A	2987	Acquired	2018-11-21	Common Stock (2987)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Award	$29.70	2017-11-15	Common Stock (3045)	3045	Direct
Restricted Stock Award	$29.96	2016-11-21	Common Stock (2502)	2502	Direct
Restricted Stock Award	$32.09	2015-11-16	Common Stock (1701)	1701	Direct
Restricted Stock Award	$38.48	2014-11-17	Common Stock (1528)	1528	Direct
Restricted Stock Award	$41.56	2018-12-30	Common Stock (1203)	1203	Direct

Footnotes

F1: Restricted Stock Award granted in accordance with the Company's 2005 Long-Term Incentive Plan.

F2: Restricted Stock Awards granted on December 30, 2008 have a five year vesting schedule.