FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Ledbetter Terry Lee 		2. Issuer Name and Ticker or Trading Symbol

State National Companies, Inc. [ SNC ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

C/O STATE NATIONAL COMPANIES, INC., 1900 L. DON DODSON DRIVE 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/25/2016
(Street)

BEDFORD, TX 76021
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   3/25/2016     A    123558   (1) A $0   323658   D    
Common Stock                  5160732   (2) I   By Trust  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Represents 82,372 shares of restricted stock granted on March 25, 2016 that are subject to performance-based vesting tied to growth rate of earnings per share and revenue measured against certain financial goals for the 24-month period consisting of calendar years 2016-2017 and the 36-month period consisting of calendar years 2016-2018, and 41,186 shares of restricted stock granted on March 25, 2016 that are subject to performance-based vesting based on 2016 net income and continued service, vesting 33 1/3% of the original award in each of the three anniversaries following the grant date.
( 2)  Represents shares of common stock held by The Terry Lee Ledbetter and Reta Laurie Ledbetter 2000 Revocable Trust of which Terry Ledbetter and Reta Ledbetter serve as co-trustees and share voting and dispositive power.

Remarks:
Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Ledbetter Terry Lee
C/O STATE NATIONAL COMPANIES, INC.
1900 L. DON DODSON DRIVE
BEDFORD, TX 76021 		X X Chief Executive Officer

Signatures
/s/ Elise M. Clarke, Attorney-in-Fact for Terry Lee Ledbetter, in his individual capacity and in his capacity as co-trustee of the Terry Lee Ledbetter and Reta Laurie Ledbetter 2000 Revocable Trust. 3/29/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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