Statement of Changes in Beneficial Ownership (4)
January 29 2019 - 6:31PM
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
*
Canosa Joseph V
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2. Issuer Name
and
Ticker or Trading Symbol
Beneficial Bancorp Inc.
[
BNCL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP--Chief Credit Officer
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(Last)
(First)
(Middle)
1818 MARKET STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
1/25/2019
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(Street)
PHILADELPHIA, PA 19103
(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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1/25/2019
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J
(1)
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V
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661.0000
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A
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$0.0000
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12322.0000
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D
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Common Stock
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1/25/2019
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F
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239.0000
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D
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$15.7200
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12083.0000
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D
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Common Stock
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1/26/2019
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J
(2)
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V
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944.0000
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A
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$0.0000
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13027.0000
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D
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Common Stock
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1/26/2019
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F
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340.0000
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D
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$15.7200
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12687.0000
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D
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Common Stock
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1/28/2019
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J
(3)
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V
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3000.0000
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A
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$0.0000
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15687.0000
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D
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Common Stock
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1/28/2019
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F
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1145.0000
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D
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$15.7200
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14542.0000
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D
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Common Stock
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1/28/2019
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J
(3)
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V
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3000.0000
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D
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$0.0000
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2000.0000
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I
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Restricted Stock IX
(4)
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Common Stock
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1/26/2019
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J
(2)
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V
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944.0000
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D
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$0.0000
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945.0000
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I
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Restricted Stock XI
(5)
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Common Stock
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1/25/2019
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J
(1)
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V
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661.0000
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D
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$0.0000
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4294.0000
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I
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Restricted Stock XII
(6)
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Common Stock
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439.0000
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I
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By IRA
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Common Stock
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3068.0000
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I
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By KSOP
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Common Stock
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2600.0000
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I
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Restricted Stock VIII
(7)
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Common Stock
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6667.0000
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I
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Restricted Stock X
(8)
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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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Explanation of Responses:
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(1)
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Since the reporting person's last report, 661 shares of restricted stock have vested and are now held directly.
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(2)
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Since the reporting person's last report, 944 shares of restricted stock have vested and are now held directly.
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(3)
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Since the reporting person's last report, 3,000 shares of restricted stock have vested and are now held directly.
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(4)
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These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on January 28, 2019, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award.
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(5)
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Shares of restricted stock vest in 3 equal annual installments with the first 33 1/3% vesting on January 26, 2018, the first anniversary of the date of the award.
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(6)
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Of the 4,955 shares granted 2,973 shares will fully vest on January 25, 2021 upon the satisfaction of company performance criteria related to credit quality, return on average assets and total shareholder return. The remaining 1,982 shares are subject to vesting in 3 equal annual installments with the first 33 1/3% vesting on January 25, 2019, the first anniversary of the date of the award.
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(7)
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These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on February 06, 2018, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award.
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(8)
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Shares of restricted stock vest in 3 equal annual installments with the first 33 1/3% vesting on June 9, 2017, the first anniversary of the date of the award.
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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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Canosa Joseph V
1818 MARKET STREET
PHILADELPHIA, PA 19103
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SVP--Chief Credit Officer
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Signatures
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/s/ Amy J. Hannigan, Power of Attorney
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1/29/2019
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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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