HANCOCK WHITNEY CORP — Director's Dealing 2015

Jan 5, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HANCOCK HOLDING CO (HBHC)
CIK: 0000750577
Period of Report: 2014-12-31

Reporting Person: HILL RICHARD T (EVP & Sr. Retail Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-31	Common Stock	M	1544	—	Acquired	4086	Direct
2014-12-31	Common Stock	M	1714	—	Acquired	5800	Direct
2014-12-31	Common Stock	M	681	—	Acquired	6481	Direct
2014-12-31	Common Stock	M	1335	—	Acquired	7816	Direct
2014-12-31	Common Stock	F	1603	$30.97	Disposed	6213	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-31	Restricted Stock Award	$0	M	1544	Disposed	2015-11-16	Common Stock (1544)	Direct
2014-12-31	Restricted Stock Award	$0	D	346	Disposed	2015-11-16	Common Stock (346)	Direct
2014-12-31	Restricted Stock Award	$0	M	1714	Disposed	2016-11-21	Common Stock (1714)	Direct
2014-12-31	Restricted Stock Award	$0	D	1066	Disposed	2016-11-21	Common Stock (1066)	Direct
2014-12-31	Restricted Stock Award	$0	M	681	Disposed	2018-11-21	Common Stock (681)	Direct
2014-12-31	Restricted Stock Award	$0	D	2463	Disposed	2018-11-21	Common Stock (2463)	Direct
2014-12-31	Restricted Stock Award	$0	M	1335	Disposed	2017-11-15	Common Stock (1335)	Direct
2014-12-31	Restricted Stock Award	$0	D	1870	Disposed	2017-11-15	Common Stock (1870)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common - 401(k)	10056.323	Indirect
Common - Employee Stock Purchase Plan	1.7967	Direct
Common - Individual Investment Account	21191	Direct
Common Stock-Dividend Reinvestment Program	355.3933	Indirect
Common Stock-IRA	10000	Direct

Footnotes

F1: Withholding of shares for payment of tax liability.

F2: Represents restricted stock being forfeited