BCSB Bancorp Inc. 4
4 · BCSB Bancorp Inc. · Filed Feb 19, 2014
Insider Transaction Report
Form 4
LASHLEY RICHARD J
Director
Transactions
- Disposition to Issuer
Common Stock
2014-02-14−71,766→ 0 total(indirect: By Financial Edge-Strategic Fund, L.P.) - Disposition to Issuer
Common Stock
2014-02-14−1,927→ 0 total - Disposition to Issuer
Common Stock
2014-02-14−176,521→ 0 total(indirect: By Financial Edge Fund, L.P.) - Disposition to Issuer
Common Stock
2014-02-14−64,585→ 0 total(indirect: By Goodbody/PL Capital, L.P.) - Disposition to Issuer
Stock Options (Right to Buy)
2014-02-14−3,625→ 0 totalExercise: $13.74Exp: 2022-03-22→ Common Stock (3,625 underlying)
Footnotes (5)
- [F1]Pursuant to the Agreement and Plan of Merger dated as of June 13, 2013 by and between F.N.B. Corporation ("FNB") and BCSB Bancorp, Inc. ("BCSB") (the "Merger Agreement"), at the effective time of the merger each share of BCSB common stock was converted and exchanged for 2.080 shares of FNB common stock, with cash issued in lieu of fractional shares. Shares of converted unvested restricted stock retained their respective vesting and other terms and conditions.
- [F2]Financial Edge Fund, L.P. is a Delaware limited partnership. PL Capital, LLC is a Delaware limited liability company and is the sole General Partner of Financial Edge Fund, L.P. Mr. Lashley is the holder of a 50% equity interest in, and one of two Managing Members of PL Capital, LLC. Mr. Lashley disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F3]Financial Edge-Strategic Fund, L.P. is a Delaware limited partnership. PL Capital, LLC is a Delaware limited liability company and is the sole General Partner of Financial Edge-Strategic Fund, L.P. Mr. Lashley is the holder of a 50% equity interest in, and one of two Managing Members of PL Capital, LLC. Mr. Lashley disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F4]Goodbody/PL Capital, L.P. is a Delaware limited partnership. Goodbody/PL Capital, LLC is a Delaware limited liability company and the sole General Partner of Goodbody/PL Capital, L.P. Mr. Lashley is the holder of a 50% equity interest in, and one of two Managing Members of Goodbody/PL Capital, LLC. Mr. Lashley disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F5]Pursuant to the Merger Agreement, each outstanding stock option to purchase BCSB common stock was converted into an option to purchase a number of shares of FNB common stock equal to the number of BCSB shares underlying such option immediately prior to the merger multiplied by 2.080 (rounded down to the next nearest whole share). Converted stock options retain their respective vesting schedules and terms and conditions.