HALE EDWIN F SR 4
4 · FIRST MARINER BANCORP · Filed Apr 1, 2010
Insider Transaction Report
Form 4
HALE EDWIN F SR
DirectorCHAIRMAN OF THE BOARD AND CEO10% Owner
Transactions
- Award
Common Stock
2010-03-30+1,626,016→ 2,842,382 total - Award
Common Stock Warrants (right to buy)
2010-03-30+325,203→ 325,203 totalFrom: 2010-03-30Exp: 2015-03-30→ Common Stock (325,203 underlying)
Holdings
- 25(indirect: By Daughter)
Common Stock
Footnotes (2)
- [F1]Pursuant to the Exchange Agreement between the reporting person and First Mariner Bancorp (the "Company"), dated February 3, 2010, the reporting person transferred trust preferred securities issued by Mariner Capital Trust II in the liquidation amount of $4.0 million, trust preferred securities issued by Mariner Capital Trust IV in the liquidation amount of $6.0 million and trust preferred securities issued by Mariner Capital Trust VIII in the liquidation amount of $10.0 million to the Company for consideration consisting of 1,626,016 shares of common stock and a warrant to purchase 325,203 shares of common stock (the "A Warrant"). This transaction is exempt under Rule 16b-3(d).
- [F2]The exercise price for the shares underlying the A Warrant is equal to the lowest of (i) $1.23 per share, (ii) in the event that on or prior to June 30, 2010 the Company consummates an offering of common stock, the lowest price per share of common stock received by the Company in any such offering completed by June 30, 2010, or (iii) in the event that on or prior to June 30, 2010 the Company shall have entered into an agreement with a holder (other than the reporting person) of trust preferred securities issued by a trust subsidiary of the Company, which agreement provides for the exchange of such trust preferred securities for Company common stock (a ?Subsequent Exchange Agreement?), the price utilized in the Subsequent Exchange Agreement to determine the number of shares of Company common stock to be exchanged for such trust preferred securities exclusive of any warrants, warrant shares or warrant prices.