Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  LASHLEY RICHARD J
2. Date of Event Requiring Statement (Month/Day/Year)
02/16/2017
3. Issuer Name and Ticker or Trading Symbol
BANC OF CALIFORNIA, INC. [BANC]
(Last)
(First)
(Middle)
C/O BANC OF CALIFORNIA, INC., 18500 VON KARMAN AVENUE, SUITE 1100
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

IRVINE, CA 92612
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 10,000
D
 
Common Stock 2,626,643
I
By PL Capital, LLC (1)
Common Stock 738,576
I
By Goodbody/PL Capital, LLC (2)
Common Stock 36,500
I
By PL Capital Plus, LLC (3)
Common Stock 10,000
I
By Richard Lashley ROTH IRA

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LASHLEY RICHARD J
C/O BANC OF CALIFORNIA, INC.
18500 VON KARMAN AVENUE, SUITE 1100
IRVINE, CA 92612
       

Signatures

/s/ Albert Wang, Attorney-in-Fact 02/21/2017
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) PL Capital, LLC is a Delaware limited liability company and the sole General Partner of Financial Edge Fund, L.P., Financial Edge-Strategic Fund, L.P. and PL Capital/Focused Fund, L.P., each a Delaware limited partnership. Mr. Lashley is the holder of a 50% equity interest in, and one of two Managing Members of, PL Capital, LLC. He reports all shares held by the limited partnerships as it is impractical to determine his proportionate interest in such limited partnerships, which may include interests he holds as a direct or indirect limited partner. Mr. Lashley disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(2) Goodbody/PL Capital, LLC is a Delaware limited liability company and the sole General Partner of Goodbody/PL Capital, L.P., a Delaware limited partnership. Mr. Lashley is the holder of a 50% equity interest in, and one of two Managing Members of, Goodbody/PL Capital, LLC. He reports all shares held by the limited partnership as it is impractical to determine his proportionate interest in such limited partnerships, which may include interests he holds as a direct or indirect limited partner. Mr. Lashley disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
(3) PL Capital Plus, LLC is a Delaware limited liability company and the sole General Partner of PL Capital Plus Fund, L.P., a Delaware limited partnership. Mr. Lashley is the holder of a 50% equity interest in, and one of two Managing Members of, PL Capital Plus, LLC. He reports all shares held by the limited partnership as it is impractical to determine his proportionate interest in such limited partnerships, which may include interests he holds as a direct or indirect limited partner. Mr. Lashley disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

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