- Statement of Changes in Beneficial Ownership (4)
May 27 2010 - 4:43PM
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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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
DONAHUE THOMAS J
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2. Issuer Name
and
Ticker or Trading Symbol
ASTORIA FINANCIAL CORP
[
AF
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
ONE ASTORIA FEDERAL PLAZA
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/23/2010
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(Street)
LAKE SUCCESS, NY 11042
(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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5/23/2010
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J
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10760
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D
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$0
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0
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I
(1)
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RSA Vest
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Common Stock
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5/23/2010
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J
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10760
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A
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$14.47
(2)
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77026.35
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D
(1)
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Common Stock
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62507
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I
(3)
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DC Plan
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Common Stock
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27000
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I
(4)
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Spouse
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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-Statutory Stock Option
(5)
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$16.2709
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1/16/2001
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1/15/2011
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Common Stock
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6000
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6000
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D
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Non-Statutory Stock Option
(5)
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$18.5467
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1/15/2002
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5/23/2011
(6)
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Common Stock
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6000
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6000
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D
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Non-Statutory Stock Option
(5)
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$18.1933
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1/15/2003
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5/23/2011
(6)
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Common Stock
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6000
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6000
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D
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Non-Statutory Stock Option
(5)
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$24.1667
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1/15/2004
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5/23/2011
(6)
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Common Stock
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6000
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6000
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D
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Non-Statutory Stock Option
(5)
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$26.2333
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1/18/2005
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5/23/2011
(6)
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Common Stock
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6000
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6000
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D
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Non-Statutory Stock Option
(5)
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$29.79
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1/17/2006
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5/23/2011
(6)
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Common Stock
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6000
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6000
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D
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Non-Statutory Stock Option
(5)
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$29.72
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1/16/2007
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5/23/2011
(6)
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Common Stock
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6000
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6000
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D
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Explanation of Responses:
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(
1)
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Upon Mr. Thomas J. Donahue's death on 5/23/2010, represents vesting and distribution on 5/23/2010 of previous awards of restricted stock (1,805 shares granted on 1/28/2008, 5,494 shares granted on 2/2/2009, and 3,461 shares granted on 2/1/2010 respectively). This is pursuant to the Astoria Financial Corporation 2007 Non-Employee Director Stock Plan, or the 2007 Plan. The transaction represents a change in the form of beneficial ownership from indirect to direct.
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(
2)
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Represents value of restricted stock at time of vesting and is the value of services rendered by the Reporting Person to the Issuer.
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(
3)
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Shares are held in the Thomas J. Donahue Defined Contribution Plan.
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(
4)
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Shares are held by Mr. Donahue's spouse.
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(
5)
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Options were granted pursuant to the 1999 Stock Option Plan for Outside Directors of Astoria Financial Corporation, or the 1999 Plan.
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(
6)
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This Expiration Date changed upon Mr. Donahue's death.
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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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DONAHUE THOMAS J
ONE ASTORIA FEDERAL PLAZA
LAKE SUCCESS, NY 11042
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X
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Signatures
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Thomas J. Donahue by Alan P. Eggleston, attorney-in-fact
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5/27/2010
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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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