SEC Form 4 · accession 0001209191-15-015562
MARLIN BUSINESS SERVICES CORP · MRLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Matthew J Sullivan
Director
Period of report
Dec 22, 2014
Accepted (ET)
Feb 18, 2015 · 6:30 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 stockF2,F3,F4 | Dec 22, 2014 | S | 1,705,317 | $20.00 | D | 439,465 | I | See footnote |
| Common stockF1 | holding | — | — | — | 19,844 | 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 StockF5 | $7.17 | holding | — | — | — | Oct 28, 2010 | Oct 28, 2016 | Common Stock | 2,041 | 2,041 | D |
| Option to Purchase Common StockF5 | $7.66 | holding | — | — | — | Jun 2, 2009 | Jun 2, 2015 | Common Stock | 3,704 | 3,704 | D |
| Option to Purchase Common StockF6 | $7.61 | holding | — | — | — | Apr 17, 2012 | Apr 17, 2015 | Common Stock | 5,000 | 5,000 | D |
Explanation of responses
- F1Includes 19,844 restricted stock where, as of the date of this filing, the restrictions have not yet lapsed.
- F2Represents shares transferred in a private sale.
- F3The 439,465 reported shares were received in a pro rata distribution on January 14, 2015 of the 604,617 shares remaining after the private sale reported in Note (2) by WCI (Private Equity) LLC, whose sole manager is Peachtree Equity Investment Management, Inc. (the "Manager"). The reporting person is one of the directors of the Manager and could be deemed to be an indirect holder of such shares.
- F4The 439,465 reported shares are owned by WCI Peachtree Carried Interest Partner, L.P., whose general partner is Peachtree Equity Management, LLC (the "General Partner"). The reporting person is the Managing Director of the General Partner and could be deemed to be an indirect holder of the reported shares. The reporting person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that he is the beneficial owner or these shares for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein.
- F5Grant of options made pursuant to the Company's Director compensation plan. Date listed is the date of full vesting (which is one year from the date of grant). The options cliff vest on the first anniversary of the grant date.
- F6Grant of options made pursuant to the Company's Director compensation plan. Date listed is the date of full vesting. Each grant vests 25% per year beginning on the first anniversary of the date of grant.