SEC Form 4 · accession 0001209191-15-012108
MARLIN BUSINESS SERVICES CORP · MRLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward John Siciliano
Officer — Chief Sales Officer
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 StockF1,F2,F3 | Feb 9, 2015 | A | 16,695 | — | A | 99,744 | 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 StockF4,F5 | $9.52 | holding | — | — | — | Mar 1, 2012 | Mar 1, 2015 | Option to Purchase Common Stock | 10,776 | 10,776 | D |
Explanation of responses
- F1Represents grants of restricted stock as part of long term incentive plan. This grant consists of: (i) 6,678 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) 10,017 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 43,029 shares of restricted stock where, as of the date of this filing, the restrictions have not yet lapsed.
- F4Represents the date the options will cliff vest if certain four year average EPS growth targets are achieved.
- F5Represents 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; 3,592; 7,184; or 10,776.