Ownership Submission
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

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 *
COOPER BRADLEY E
  2. Issuer Name and Ticker or Trading Symbol
CENTRUE FINANCIAL CORP [CFCB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
142 WEST 57TH STREET,, 3RD FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
05/10/2016
(Street)

NEW YORK, NY 10019
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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               1,533,333 I See footnotes (1) (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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
RESTRICTED STOCK UNITS $ 0 05/10/2016   A   598.0861     (3)   (3) COMMON STOCK 598.0861 $ 0 598.0861 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
COOPER BRADLEY E
142 WEST 57TH STREET,
3RD FLOOR
NEW YORK, NY 10019
  X   X    
Capital Z Partners Centrue AIV, L.P.
142 WEST 57TH STREET,
3RD FLOOR
NEW YORK, NY 10019
    X    
Capital Z Partners III GP, L.P.
142 WEST 57TH STREET,
3RD FLOOR
NEW YORK, NY 10019
    X    
Capital Z Partners III GP, Ltd.
142 WEST 57TH STREET,
3RD FLOOR
NEW YORK, NY 10019
    X    

Signatures

 /s/ Bradley E. Cooper   05/12/2016
**Signature of Reporting Person Date

 /s/ Craig Fisher, General Counsel - Authorized Signatory for Capital Z Partners Centrue AIV, L.P.   05/12/2016
**Signature of Reporting Person Date

 /s/ Craig Fisher, General Counsel - Authorized Signatory for Capital Z Partners III GP, L.P.   05/12/2016
**Signature of Reporting Person Date

 /s/ Craig Fisher, General Counsel - Authorized Signatory for Capital Z Partners III GP, Ltd.   05/12/2016
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Directly owned by Capital Z Partners Centrue AIV, L.P. ("Capital Z Centrue"). Capital Z Partners III GP, L.P. ("Capital Z III GP LP") is the general partner of Capital Z Centrue. Capital Z Partners III GP, Ltd. ("Capital Z III GP LTD") is the general partner of Capital Z III GP LP and the ultimate general partner of Capital Z Centrue. Each of Capital Z III GP LP, Capital Z III GP LTD and Capital Z Centrue disclaims beneficial ownership of securities held by any other entity except to the extent of any indirect pecuniary interest (within the meaning of Rule 16a-1 of the Exchange Act) in an indeterminate portion of the securities beneficially owned by such other entity.
(2) Bradley E. Cooper, a director of the Issuer, is a limited partner of Capital Z III GP LP and is an officer and director of Capital Z III GP LTD. Mr. Cooper disclaims beneficial ownership of such securities except to the extent of any indirect pecuniary interest in an indeterminate portion of the securities beneficially owned by such other entities.
(3) Restricted stock units ("RSUs") granted to Mr. Cooper under the Issuer's 2015 Stock Compensation Plan. Two-thirds of the RSUs are scheduled to vest on May 10, 2018 and one-third are scheduled to vest on May 10, 2019. Pursuant to the award agreement relating to the RSUs, Mr. Cooper has assigned all beneficial ownership in the RSUs to Capital Z Partners Management, LLC, an affiliate of Capital Z III GP LTD and an entity for which Mr. Cooper is a partner and director.

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