Statement of Changes in Beneficial Ownership (4)
January 03 2022 - 04:10PM
Edgar (US Regulatory)
FORM 4
[X] 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
|
OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
|
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 *
LaPlante Michael |
2. Issuer Name and Ticker or Trading
Symbol BRYN MAWR BANK CORP [ BMTC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chief Accounting Officer |
|
(Last)
(First)
(Middle)
BRYN MAWR BANK CORPORATION, 801 LANCASTER AVENUE |
3. Date of Earliest Transaction (MM/DD/YYYY)
1/1/2022
|
|
(Street)
BRYN MAWR, PA 19010
(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 |
1/1/2022 |
|
M |
|
520 (1) |
A |
$0 |
897 |
D |
|
|
Common Stock |
1/1/2022 |
|
M |
|
571 (1) |
A |
$0 |
1468 |
D |
|
|
Common Stock |
1/1/2022 |
|
M |
|
580 (1) |
A |
$0 |
2048 |
D |
|
|
Common Stock |
1/1/2022 |
|
M |
|
3383 (2) |
A |
$0 |
5431 |
D |
|
|
Common Stock |
1/1/2022 |
|
D |
|
5431 |
D |
(3) |
0 |
D |
|
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 |
|
Restricted Stock Units |
(4) |
1/1/2022 |
|
M |
|
|
520 |
(1) |
(1) |
Common Stock |
520.0 |
$0 |
0 |
D |
|
|
Restricted Stock Units |
(4) |
1/1/2022 |
|
M |
|
|
571 |
(1) |
(1) |
Common Stock |
571.0 |
$0 |
0 |
D |
|
|
Restricted Stock Units |
(4) |
1/1/2022 |
|
M |
|
|
580 |
(1) |
(1) |
Common Stock |
580.0 |
$0 |
0 |
D |
|
| Explanation of
Responses: |
| (1) |
Reflects the full vesting of
all outstanding time-based restricted stock units held by the
Reporting Person, as contemplated by the respective grant
agreements, and that certain Agreement and Plan of Merger entered
into as of March 9, 2021 (the "Merger Agreement"), between Bryn
Mawr Bank Corporation (the "Issuer") and WSFS Financial Corporation
("WSFS"), pursuant to which the Issuer will merge with and into
WSFS (the "Merger"). On December 31, 2021, the closing price of the
Issuer was $45.01, and the closing price of WSFS was
$50.12. |
| (2) |
Reflects the full vesting of
all outstanding performance-based restricted stock units held by
the Reporting Person, as contemplated by the respective grant
agreement, and the Merger Agreement. Each restricted stock unit
represents a contingent right to receive one share of Issuer's
common stock. On December 31, 2021, the closing price of the Issuer
was $45.01, and the closing price of WSFS was $50.12. |
| (3) |
Pursuant to the terms of the
Merger Agreement, at the effective time of the Merger (the
"Effective Time"), each share of Issuer's common stock issued and
outstanding immediately prior to the Effective Time, subject to
certain exceptions, converted into the right to receive, without
interest, 0.90 of a share of WSFS common stock. |
| (4) |
Each restricted stock unit
represents a contingent right to receive one share of BMTC common
stock. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
LaPlante Michael
BRYN MAWR BANK CORPORATION
801 LANCASTER AVENUE
BRYN MAWR, PA 19010 |
|
|
Chief Accounting Officer |
|
Signatures
|
|
/s/ Lori Goldman,
Attorney-in-Fact |
|
1/3/2022 |
| **Signature of
Reporting Person |
Date |
Bryn Mawr Bank (NASDAQ:BMTC)
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