TOWER BANCORP INC·4

Feb 21, 8:55 AM ET

MERRILL MARK S 4

4 · TOWER BANCORP INC · Filed Feb 21, 2012

Insider Transaction Report

Form 4
Period: 2012-02-17
MERRILL MARK S
EVP, Chief Financial Officer
Transactions
  • Disposition to Issuer

    Common Stock

    2012-02-1724,814.9780 total
  • Disposition to Issuer

    Common Stock

    2012-02-174,911.2880 total(indirect: By ESOP)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2012-02-171,8900 total
    Exercise: $22.22From: 2009-03-31Exp: 2017-06-26Common Stock (1,890 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2012-02-174,2000 total
    Exercise: $30.96From: 2009-03-31Exp: 2018-07-17Common Stock (4,200 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2012-02-174,3000 total
    Exercise: $26.77Exp: 2019-09-22Common Stock (4,300 underlying)
Footnotes (4)
  • [F1]Disposed of pursuant to the Agreement and Plan of Merger between Susquehanna Bancshares, Inc. ("Susquehanna") and issuer, dated June 20, 2011, as amended September 28, 2011 (the "Merger Agreement"), pursuant to which issuer was merged with and into Susquehanna (the "Merger"). Pursuant to the Merger, each share of issuer was exchanged for 3.4696 shares of Susquehanna common stock or $28.00, at each stockholder's election and subject to proration and allocation procedures described in the Merger Agreement. As a result of the Merger, the reporting person no longer beneficially owns directly or indirectly any shares of issuer common stock.
  • [F2]Reflects allocation of shraes under the Employee Stock Ownership Plan.
  • [F3]Pursuant to the Merger Agreement, each option granted by issuer to purchase shares of issuer's common stock which was outstanding and unexercised immediately prior to the effective time of the Merger, automatically converted into a right to purchase shares of Susquehanna common stock, with the number of underlying shares and the exercise price determined per the Merger Agreement, and subject to the terms of the issuer's stock plans.
  • [F4]Stock options granted pursuant to the 2007 Stock Incentive Plan vest in five equal annual installments commencing on September 22, 2010.

Documents

1 file
  • 4
    doc1.xmlPrimary

    FORM 4