SEC Form 4/A · accession 0001104659-17-053669
Bancorp, Inc. · TBBK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 3,026,598 | I | See Footnote | |
| Common StockF2 | holding | — | — | — | 15,000 | I | See Footnote |
Table II — derivative securities
Explanation of responses
- F1These securities are directly held by Castle Creek Capital Partners VI, LP ("Fund VI"). Mr. Eggemeyer, Mr. Thomas, Mr. Merlo, and Mr. Pietrzak are managing principals of Castle Creek Capital VI LLC, the sole general partner of Fund VI. Castle Creek Capital VI LLC, Mr. Eggemeyer, Mr. Thomas, Mr. Merlo, and Mr. Pietrzak each disclaim beneficial ownership of these shares of Common Stock, except to the extent of their respective pecuniary interest therein, and this report shall not be deemed an admission that Castle Creek Capital Partners VI LLC, Mr. Eggemeyer, Mr. Thomas, Mr. Merlo, or Mr. Pietrzak is the beneficial owner of such shares of Common Stock for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F2These restricted stock units, each of which represents the right to receive one share of common stock of The Bancorp, Inc., were previously issued to Castle Creek Advisors IV LLC, on behalf of John M. Eggemeyer in his capacity as a member of the Board of Directors of The Bancorp, Inc. (the "Board"). Each of these restricted stock units will become fully vested on February 3, 2018, subject to Mr. Eggemeyer's continued service on the Board.
Remarks
This Form 4 amendment is being filed to correct the vesting schedule of the 15,000 restricted stock units set forth in Table I. Pursuant to a Stock Award Agreement, each of the 15,000 units will become fully vested on February 3, 2018, subject to Mr. Eggemeyer's continued service on the Issuer's board of directors (the "Board") through such date. The Form 4 previously filed in connection with the issuance of the restricted stock units had reported that the units vested in three equal annual installments beginning on February 3, 2018. John M. Eggemeyer, a managing principal of Castle Creek Capital VI, LLC, serves on the Board as a representative of Castle Creek Capital Partners VI, LP ("Fund VI"), pursuant to Fund VI's contractual right to nominate a representative to the Board. By virtue of his representation on the Board, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons are deemed to be directors of the Issuer by deputization.