SEC Form 4 · accession 0001006424-15-000005
BEAR STATE FINANCIAL, INC. · BSF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shelly Loftin
Officer — SVP Marketing and Retail
Period of report
Jan 22, 2015
Accepted (ET)
Jan 26, 2015 · 7:12 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001006424
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3,F1 | Jan 22, 2015 | M | 370 | — | A | 548 | D | |
| Common Stock | Jan 22, 2015 | F | 146 | $10.99 | D | 402 | D | |
| Common StockF2 | Dec 15, 2014 | J | 53 | $0.00 | A | 547 | I | 401(K) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F3,F4 | — | Jan 22, 2015 | M | 370 | D | — | — | Common Stock | 370 | 3,556 | D |
Explanation of responses
- F1On November 12, 2014, the issuer declared a stock dividend of 1 share of common stock, par value $0.01 per share ("Common Stock"), for every 9 shares of Common Stock owned by holders of record at the close of business on December 1, 2014. The stock dividend was paid on December 15, 2014. As a result, the reporting person received 17 shares of Common Stock, which are directly beneficially owned by the reporting person, and 53 shares of Common Stock, which are indirectly beneficially owned by the reporting person through the issuer's 401(k) plan. At the same time, pursuant to the anti-dilution provisions of the issuer's 2011 Omnibus Incentive Plan, all outstanding restricted stock units were adjusted to account for the stock dividend, resulting in the reporting person receiving 392 additional restricted stock units.
- F2Between June 30, 2014 and December 31, 2014, the reporting person acquired 137 shares of Common Stock under the issuer's 401(k) plan. The information in this report is based on a plan statement dated as of December 31, 2014.
- F3Restricted stock units convert into common stock on a one-for-one basis.
- F4On January 22, 2014, the reporting person was granted 1,000 restricted stock units (or 1,111 restricted stock units taking into account the stock dividend described in footnote (1) above), vesting in three equal annual installments beginning on the first anniversary of the grant date.