HANCOCK WHITNEY CORP — Director's Dealing 2016

Nov 15, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HANCOCK HOLDING CO (HBHC)
CIK: 0000750577
Period of Report: 2016-11-13

Reporting Person: HAIRSTON JOHN M (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-13	Common Stock	M	2359	—	Acquired	65507.0002	Direct
2016-11-13	Common Stock	F	764	$38.05	Disposed	64743.0002	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-13	Restricted Stock Award	$28.78	M	2359	Disposed	2020-11-13	Restricted Stock Award (2359)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	210.206	Indirect
Common Stock	210.206	Indirect
Common - 401(k)	17824.609	Indirect
Common Stock-Dividend Reinvestment Program	0.9502	Direct
Deferred Compensation Plan	13483.8609	Indirect

Footnotes

F1: 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.

F2: Acquisition of shares upon vesting of a Restricted Stock Award granted on November 13, 2015.

F3: Withholding of shares for payment of tax liability.