Statement of Changes in Beneficial Ownership (4)
March 07 2014 - 2:18PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
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1. Name and Address of Reporting Person
*
DAVIS RAYMOND P
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2. Issuer Name
and
Ticker or Trading Symbol
UMPQUA HOLDINGS CORP
[
UMPQ
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President & CEO
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(Last)
(First)
(Middle)
ONE SW COLUMBIA STREET, SUITE 1200
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/6/2014
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(Street)
PORTLAND, OR 97258
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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3/6/2014
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A
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34335
(1)
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A
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$18.6
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474062
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D
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Common Stock
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6594
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I
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by 401(k)
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Common Stock
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2955
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I
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by IRA
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Common Stock
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6898
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I
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by SRP Plan
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Non-Qualified Stock Option (right to buy)
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$10.97
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1/31/2014
(2)
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1/30/2021
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Common Stock
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75000
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75000
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D
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Non-Qualified Stock Option (right to buy)
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$12.87
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8/2/2011
(3)
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8/1/2020
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Common Stock
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15000
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15000
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D
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Non-Qualified Stock Option (right to buy)
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$24.71
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1/3/2006
(2)
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1/3/2015
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Common Stock
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75000
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75000
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D
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Non-Qualified Stock Option (right to buy)
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$26.12
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12/31/2007
(2)
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3/5/2017
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Common Stock
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50000
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50000
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D
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Non-Qualified Stock Option (right to buy)
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$28.425
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1/18/2007
(2)
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1/17/2016
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Common Stock
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25000
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25000
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D
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Explanation of Responses:
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(
1)
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Shares issued under a grant dated February 2, 2011 pursuant to the 2007 Long Term Incentive Plan. Vesting is based on: (1) the Issuer's financial performance over a 36 month period compared to a peer group of companies; and (2) continuous employment by the Issuer through February 15, 2014. Measurement start date of performance began January 1, 2011 and ended December 31, 2013. Issuance of the shares is to occur as soon as practicable after the peer group's year end financials are reported on Form 10-K. Shares issued are net of shares withheld to pay related tax liability.
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(
2)
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All options are fully vested.
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(
3)
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Option granted 8/2/2010. Beginning on the first anniversary of the grant date, the options vest at 30% per year for the first two years and 20% for the third and fourth years.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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DAVIS RAYMOND P
ONE SW COLUMBIA STREET, SUITE 1200
PORTLAND, OR 97258
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X
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President & CEO
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Signatures
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By: Steven L. Philpott, Attorney in Fact For: Raymond P. Davis
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3/7/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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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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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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