SEC Form 4 · accession 0001209191-15-012107

MARLIN BUSINESS SERVICES CORP · MRLN

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Daniel P Dyer

Officer — Chief Executive Officer · Director

Period of report

Feb 9, 2015

Accepted (ET)

Feb 11, 2015 · 5:50 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001260968

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2,F3	Feb 9, 2015	A	30,178	—	A	384,634	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Option to Purchase Common Stock^F4	$12.41	holding	—	—	—	May 24, 2014	May 24, 2017	Common Stock	39,912	19,956	D
Option to Purchase Common Stock^F5,F6	$12.41	holding	—	—	—	May 24, 2013	May 24, 2017	Common Stock	8,612	8,612	D
Option to Purchase Common Stock^F5,F7	$9.52	holding	—	—	—	Mar 1, 2012	Mar 1, 2015	Common Stock	31,034	31,034	D

Explanation of responses

F1Represents grants of restricted stock as part of long term incentive plan. This grant consists of: (i) 12,071 restricted shares where the restrictions will lapse over the four year period following the grant date on a pro-rata basis (25% per year) and (ii) 18,107 restricted performance shares where the restrictions will lapse seven years after the grant date, subject to accelerated lapsing over the three year period following the grant date if certain performance conditions are met.
F2N/A
F3Includes a total of 88,241 shares of restricted stock where, as of the date of this filing, the restrictions have not yet lapsed.
F4Date listed is the date of full vesting. Vests 25% per year beginning on the first anniversary of the date of grant.
F5Represents the date the options will cliff vest if certain four year average EPS growth targets are achieved.
F6Represents the maximum number of options that may vest under this performance option grant. Vesting will be determined by EPS growth rates averaged over a four year performance period. Depending on the average EPS growth rate achieved for the four year period, the number of shares that vest at the end of the four year period could be 0; 2,870; 5,741; or 8,612.
F7Represents the maximum number of options that may vest under this performance option grant. Vesting will be determined by EPS growth rates averaged over a four year performance period. Depending on the average EPS growth rate achieved for the four year period, the number of shares that vest at the end of the four year period could be 0; 10,345; 20,689; or 31,034.