SEC Form 4 · accession 0001415889-15-002303
BANC OF CALIFORNIA, INC. · BANC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonah Schnel
Director
Period of report
Jul 1, 2015
Accepted (ET)
Jul 6, 2015 · 7:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001169770
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 1, 2015 | A | 4,727 | $0.00 | A | 25,131 | D | |
| Common StockF1,F3 | Jul 1, 2015 | A | 3,273 | $0.00 | A | 28,404 | D | |
| Common Stock | holding | — | — | — | 500 | I | Held by Spouse's Retirement Savings Account |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF5,F4 | $13.75 | Jul 1, 2015 | A | 2,808 | A | — | Jul 1, 2025 | Common Stock | 2,808 | 2,808 | D |
| Stock OptionF6,F4 | $13.75 | Jul 1, 2015 | A | 2,808 | A | — | Jul 1, 2025 | Common Stock | 2,808 | 5,616 | D |
| Stock OptionF4 | $10.90 | holding | — | — | — | — | Jul 1, 2024 | Common Stock | 1,836 | 1,836 | D |
Explanation of responses
- F1Represents shares of restricted stock, which shares will vest annually in substantially equal installments over a five-year period beginning on the one-year anniversary of the grant date. In accordance with the Restricted Stock Agreement, by and between the Reporting Person and the Issuer, dated July 1, 2015 (the "Restricted Stock Agreement"), in the event the Reporting Person is subject to a Qualified Termination of Service (as defined in the Restricted Stock Agreement, a form of which was filed as exhibit 10.14G to the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2014), this award will automatically become fully vested.
- F2Shares issued to the Reporting Person as consideration for his service on the Issuer's Board of Directors, pursuant to the Issuer's 2013 Omnibus Incentive Plan.
- F3Shares issued to the Reporting Person as consideration for his service on the Board of Directors of Banc of California, N.A., a wholly owned subsidiary of the Issuer, pursuant to the Issuer's 2013 Omnibus Incentive Plan.
- F4Options will vest annually in substantially equal installments over a five-year period beginning on the one-year anniversary of the grant date. In accordance with the Non-Qualified Stock Option Agreement, by and between the Reporting Person and the Issuer (the "Option Agreement"), in the event the Reporting Person is subject to a Qualified Termination of Service (as defined in the Option Agreement, a form of which was filed as exhibit 10.14F to the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2014), this award will automatically become fully vested.
- F5Shares issued to the Reporting Person as consideration for his service on the Issuer's Board of Directors, pursuant to the Issuer's 2013 Omnibus Incentive Plan.
- F6Shares issued to the Reporting Person as consideration for his service on the Board of Directors of Banc of California, N.A., a wholly owned subsidiary of the Issuer, pursuant to the Issuer's 2013 Omnibus Incentive Plan.