Home/Filings/4/0001209191-22-006626
4//SEC Filing

Blose James P 4

Accession 0001209191-22-006626

CIK 0001070154other

Filed

Feb 1, 7:00 PM ET

Accepted

Feb 2, 9:49 PM ET

Size

8.4 KB

Accession

0001209191-22-006626

Insider Transaction Report

Form 4
Period: 2022-01-31
Blose James P
General Counsel and CLO
Transactions
  • Disposition to Issuer

    Common Stock

    2022-01-3187,8490 total
  • Disposition to Issuer

    Common Stock

    2022-01-313,9200 total(indirect: By IRA)
Footnotes (4)
  • [F1]Includes 10,535 restricted stock awards of the Issuer (the "Issuer RSAs") and 32,435 performance stock awards of the Issuer (the "Issuer PSAs").
  • [F2]Disposed of pursuant to the Merger Agreement between Issuer and Webster Financial Corporation ("Webster"), dated April 18, 2021 (the "Merger Agreement"), for total stock consideration of 40,674 shares of new Webster common stock. Pursuant to the terms of the Merger Agreement, at the effective time of the merger between Issuer and Webster (the "Effective Time"), each share of Issuer common stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive 0.4630 shares of Webster common stock. All fractional share holdings were paid in cash. The Merger closed on January 31, 2022. On January 31, 2022, the closing price of the Issuer was $26.29, and the closing price of Webster was $56.81.
  • [F3]Pursuant to the terms of the Merger Agreement, at the Effective Time, the Issuer RSAs were assumed by Webster and converted into a restricted stock award of Webster with the same terms and conditions as were applicable under such Issuer RSAs immediately prior to the Effective Time (including vesting terms) and the Issuer PSAs were assumed by Webster and converted into a time-based restricted stock award with performance goals deemed to have been satisfied at the higher of target and actual performance, both relating to the number of shares of Webster common stock equal to the product of (A) the number of shares of issuer common stock subject to such Issuer RSUs immediately prior to the Effective Time, multiplied by (B) the Exchange Ratio, with any fractional shares rounded paid in cash.
  • [F4]Disposed of pursuant to the Merger Agreement for total stock consideration of 1,814 shares of new Webster common stock.

Issuer

STERLING BANCORP

CIK 0001070154

Entity typeother

Related Parties

1
  • filerCIK 0001593478

Filing Metadata

Form type
4
Filed
Feb 1, 7:00 PM ET
Accepted
Feb 2, 9:49 PM ET
Size
8.4 KB