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 *

SALAMONE DENIS J
2. Issuer Name and Ticker or Trading Symbol

HUDSON CITY BANCORP INC [ HCBK ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

WEST 80 CENTURY ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)

5/30/2014
(Street)

PARAMUS, NJ 07652
(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, par value $0.01/share                  2100816   D  
 
Common Stock, par value $0.01/share                  67806   I   By ESOP  
Common Stock, par value $0.01/share                  29611   I   By GRAT   (1)
Common Stock, par value $0.01/share                  14562   I   By PIB   (2)
Common Stock, par value $0.01/share                  6412   I   By IRA  

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
Phantom Stock Units   $0   (7) 5/30/2014     A      85         (7)   (7) Common Stock   85   $9.77   20827   D  
 
Stock Option (Right to Buy)   $12.76                    7/21/2009   7/20/2016   Common Stock   750000     750000   D  
 
Stock Option (Right to Buy)   $15.69                    1/25/2011   1/24/2018   Common Stock   375000     375000   D  
 
Stock Option (Right to Buy)   $12.76                    1/20/2009   7/20/2016   Common Stock   375000     375000   D  
 
Stock Option (Right to Buy)   $13.78                    1/26/2010   1/25/2017   Common Stock   337500     337500   D  
 
Stock Option (Right to Buy)   $12.03                    1/24/2012   1/22/2019   Common Stock   300000     300000   D  
 
Stock Option (Right to Buy)   $9.50                    3/15/2014   3/14/2021   Common Stock   195100     195100   D  
 
Stock Option (Right to Buy)   $13.12                    1/29/2013   1/18/2020   Common Stock   187500     187500   D  
 
Phantom Stock Units   $0   (5)                    (5)   (5) Common Stock   148039     148039   D  
 
Deferred Stock Units   $0   (3)                    (3)   (3) Common Stock   125900     125900   D  
 
Deferred Stock Units   $0   (4)                    (4)   (4) Common Stock   71950     71950   D  
 
Deferred Stock Units   $0   (6)                    (6)   (6) Common Stock   48219     48219   D  
 

Explanation of Responses:
( 1)  The shares reported are held in a grantor retained annuity trust that was established for the benefit of the reporting person's children. The reporting person is the grantor and the reporting person and his children serve as trustees.
( 2)  Shares are held in the reporting person's account in the Hudson City Savings Bank Profit Incentive Bonus Plan.
( 3)  Represents the number of shares issuable upon future settlement of Deferred Stock Units (DSUs) granted on June 18, 2013 based on satisfaction of certain corporate performance measures, as certified by the Company's Compensation Committee on April 28, 2014. Service conditions on 41,966 of these DSUs were met on January 1, 2014. An additional 41,966 of these DSUs will vest on January 1, 2015 and the remainder will vest on January 1, 2016, assuming continued employment through such dates. 78,687 of these DSUs will be settled on June 18, 2016, and the remainder will be settled on June 18, 2019. Accelerated settlement of vested DSUs may occur in the event of death or disability. Pro-rated, accelerated vesting and settlement may occur in the event of discharge without cause or resignation with good reason following a change in control.
( 4)  Represents the number of shares issuable upon future settlement of Deferred Stock Units granted on March 15, 2011. These DSUs vested on April 28, 2014 due to 1) the satisfaction of certain performance measures as certified by the Company's Compensation Committee on April 28, 2014 and 2) continued service through March 15, 2014. These DSUs will be settled on March 15, 2017. Accelerated settlement of vested DSUs may occur in the event of death or disability, or in connection with a change in control.
( 5)  The reporting person is due, upon retirement, the equivalent dollar value of 148,039 shares of HCBK common stock as of December 31, 2013 through the Supplemental ESOP Benefit under the Benefit Maintenance Plan of Hudson City Savings Bank.
( 6)  Represents the number of shares issuable upon future settlement of Variable Deferred Stock Units granted on March 30, 2012 based on the Company's return on equity for 2012, as certified by the Compensation Committee of the Board of Directors on January 29, 2013. Such Variable Deferred Stock Units will vest and settle on March 30, 2015 assuming continued employment through such date. Pro-rated, accelerated vesting and settlement may occur in the event of death, disability, retirement. Accelerated vesting and settlement may also occur in the event of discharge without cause or resignation with good reason following a change in control.
( 7)  Phantom Stock acquired by the reporting person under the Hudson City Bancorp, Inc. Officers' Deferred Compensation Plan. The reporting person has elected that the funds accumulated in such Plan that are deemed invested in Hudson City Bancorp, Inc. Common Stock, including any additional dividend equivalents deemed reinvested with respect thereto, will be distributed to the reporting person only in shares of Hudson City Bancorp, Inc. Common Stock and would be distributable only on or about January 1st of the calendar year following the calendar year in which the reporting person terminates all service with Hudson City Bancorp, Inc. and its affiliated companies, unless another date of payment is provided under the terms of the Plans. This transaction reflects dividend equivalents deemed reinvested in Hudson City Bancorp, Inc. Common Stock under this Plan.

Remarks:
Variable Performance Deferred Stock Unit award, on 3/30/12, for 74,627 shares of common stock which will vest on 3/30/15. Performance Deferred Stock Unit award, on 3/30/12, for 160,061 shares of common stock which will vest on 3/30/15. Vesting is tied to satisfaction, by vesting dates, and approval by the Company's Compensation Committee, of certain corporate performance measures specific to each award, and continuous service by the reporting person through such dates. Under applicable SEC regulations, these awards are reportable in Table II of Form 4 only if and when the performance conditions have been satisfied.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
SALAMONE DENIS J
WEST 80 CENTURY ROAD
PARAMUS, NJ 07652
X
President

Signatures
Veronica A. Olszewski, Attorney-in-fact 6/3/2014
** 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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