4//SEC Filing
Chrin John R. 4
Accession 0001562180-17-003135
CIK 0000910322other
Filed
Oct 2, 8:00 PM ET
Accepted
Oct 3, 11:10 AM ET
Size
21.9 KB
Accession
0001562180-17-003135
Insider Transaction Report
Form 4
Chrin John R.
Director
Transactions
- Disposition to Issuer
Common Stock
2017-10-02−3,577→ 0 total(indirect: RSA) - Disposition to Issuer
Common Stock
2017-10-02−795→ 0 total(indirect: RSA) - Disposition to Issuer
Common Stock
2017-10-02−105,152→ 0 total - Disposition to Issuer
Series C Preferred Stock
2017-10-02−4,658→ 0 total - Disposition to Issuer
Common Stock
2017-10-02−2,988→ 0 total(indirect: RSA) - Disposition to Issuer
Common Stock
2017-10-02−664→ 0 total(indirect: RSA) - Disposition to Issuer
Common Stock
2017-10-02−531→ 0 total(indirect: RSA) - Disposition to Issuer
Common Stock
2017-10-02−2,391→ 0 total(indirect: RSA)
Footnotes (9)
- [F1]Disposed of pursuant to the merger agreement between the Issuer and Sterling Bancorp ("Sterling"), dated March 6, 2017 (the "Merger Agreement"), pursuant to which the Issuer was merged with and into Sterling on October 2, 2017 (the "Effective Time"). Pursuant to the Merger Agreement, as of the Effective Time, (i) each issued and outstanding share of the Issuer's common stock was converted into the right to receive 0.875 of a share of Sterling common stock and cash in lieu of fractional shares (the "Merger Consideration"), and (ii) each outstanding restricted stock award and restricted stock unit award fully vested and was cancelled and converted automatically into the right to receive the Merger Consideration in respect of each share of the Issuer's common stock underlying such award.
- [F2]As of the Effective Time, the Sterling common stock had a market value of $24.85 per share. As a result of the merger, the Reporting Person no longer beneficially owns directly or indirectly any shares of the Issuer's common stock.
- [F3]Represents award of restricted stock dated February 2, 2015 pursuant to the 2007 Non-Employee Director Stock Plan (the "2007 Plan").
- [F4]Represents discretionary grant on February 2, 2015 of restricted stock pursuant to the 2007 Plan.
- [F5]Represents award of restricted stock dated February 1, 2016 pursuant to the 2007 Plan.
- [F6]Represents discretionary grant on February 1, 2016 of restricted stock pursuant to the 2007 Plan.
- [F7]Represents award of restricted stock dated January 30, 2017 pursuant to the 2007 Plan.
- [F8]Represents discretionary grant on January 30, 2017 of restricted stock pursuant to the 2007 Plan.
- [F9]Disposed of pursuant to the merger agreement between the Issuer and Sterling Bancorp ("Sterling"), dated March 6, 2017 (the "Merger Agreement"), pursuant to which the Issuer was merged with and into Sterling on October 2, 2017 (the "Effective Time"). Pursuant to the Merger Agreement as of the Effective Time, each share of Non-Cumulative Perpetual Preferred Stock, Series C, par value $1.00 per share of the Company (the "Company Series C Preferred Stock"), with a liquidation preference of $1,000 per share issued and outstanding immediately prior to the Effective Time shall be automatically converted into and shall thereafter represent the right to receive one share of preferred stock of the Surviving Corporation, which shall be designated as Non-Cumulative Perpetual Preferred Stock, Series A, par value $1.00 per share, with a liquidation preference of $1,000 per share.
Issuer
ASTORIA FINANCIAL CORP
CIK 0000910322
Entity typeother
Related Parties
1- filerCIK 0001479001
Filing Metadata
- Form type
- 4
- Filed
- Oct 2, 8:00 PM ET
- Accepted
- Oct 3, 11:10 AM ET
- Size
- 21.9 KB