Statement of Changes in Beneficial Ownership (4)
January 06 2021 - 1:52PM
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
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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
*
Adam Judith Z |
2. Issuer Name and Ticker or Trading Symbol
TFS Financial CORP
[
TFSL
]
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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) Former Chief Risk Officer |
(Last)
(First)
(Middle)
7007 BROADWAY AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/4/2021 |
(Street)
CLEVELAND, OH 44105
(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 | 1/4/2021 | | M | | 17000 (1) | A | $0 | 83780 | D | |
Common Stock | 1/4/2021 | | F | | 4838 (2) | D | $17.63 | 78942 | D | |
Common Stock | | | | | | | | 9968 | I | ESOP (3) |
Common Stock | | | | | | | | 56657 | I | 401(k) (3) |
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) | 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) | 1/4/2021 | | M | | | 17000 | (1) | (1) | Common Stock | 17000.0 | $0 | 0 | D | |
Employee Stock Option (right to buy) | $15.08 | | | | | | | (5) | 6/1/2023 (1) | Common Stock | 26000.0 | | 26000 | D | |
Employee Stock Option (right to buy) | $14.74 | | | | | | | (6) | 6/1/2023 (1) | Common Stock | 17000.0 | | 17000 | D | |
Explanation of Responses: |
(1) | In connection with the retirement of the reporting person effective June 1, 2020, remaining restricted stock units to be issued under the accelerated vesting is issued six months after the reporting person's retirement, in accordance with IRS Section 409A regulations. In addition, all remaining stock options have an adjusted expiration date of June 1, 2023. |
(2) | These common shares were delivered to the issuer to pay for the applicable withholding tax due upon vesting of certain restricted stock units. |
(3) | Reflects transactions not required to be reported under Section 16 of the Securities Exchange Act, as amended. |
(4) | Each restricted stock unit represents a contingent right to receive one share of TFS Financial Corporation common stock. Restricted stock units are entitled to dividend equivalent rights in the form of a cash payment in the amount of any cash dividend paid per share of common stock. |
(5) | As reported on a Form 4 dated December 15, 2014, the reporting person received a grant of 26,000 stock options. These stock options vest 100% on December 10, 2017. |
(6) | On January 5, 2018, the reporting person received a grant of 17,000 stock options. These options fully vest on December 10, 2020. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Adam Judith Z 7007 BROADWAY AVENUE CLEVELAND, OH 44105 |
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| Former Chief Risk Officer |
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Signatures
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/s/ Paul J. Huml, Pursuant to Power of Attorney | | 1/6/2021 |
**Signature of Reporting Person | Date |
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