HANCOCK WHITNEY CORP — Director's Dealing 2015

Nov 17, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HANCOCK HOLDING CO (HBHC)
CIK: 0000750577
Period of Report: 2015-11-13

Reporting Person: Kendricks Samuel B (Chief Credit Risk Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-11-16	Common Stock	M	1145	$28.29	Acquired	2407	Direct
2015-11-16	Common Stock	F	371	$28.29	Disposed	2036	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-11-13	Restricted Stock Award	$28.78	A	2133	Acquired	2020-11-13	Restricted Stock Award (2133)	Direct
2015-11-16	Restricted Stock Award	$32.09	M	1145	Disposed	2015-11-16	Common Stock (1145)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common - 401(k)	4706.097	Indirect
Common - Employee Stock Purchase Plan	982.7426	Direct
Common - Individual Investment Account	755	Direct
Common Stock-IRA	3742	Direct

Footnotes

F1: Restricted Stock Awards are 100% vested after five years.

F2: Withholding of shares for payment of tax liability.

F3: Restricted Stock Award granted in accordance with the Company's 2014 Long Term Incentive Plan. These awards vest 1/3 per year over 3 years, with a 2 year post vest hold.