SEC Form 4 · accession 0001381668-16-000240
TFS Financial CORP · TFSL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David S Huffman
Officer — Chief Financial Officer
Period of report
Aug 8, 2016
Accepted (ET)
Aug 9, 2016 · 12:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001381668
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 8, 2016 | M | 19,133 | $11.64 | A | 31,221 | D | |
| Common Stock | Aug 8, 2016 | M | 10,800 | $14.85 | A | 42,021 | D | |
| Common StockF1 | Aug 8, 2016 | F | 14,413 | $18.41 | D | 27,608 | D | |
| Common StockF1 | Aug 8, 2016 | F | 9,401 | $18.40 | D | 18,207 | D | |
| Common Stock | Aug 8, 2016 | S | 4,720 | $18.43 | D | 13,487 | D | |
| Common Stock | Aug 8, 2016 | S | 1,399 | $18.43 | D | 12,088 | D | |
| Common Stock | holding | — | — | — | 45,175 | I | By Spouse | |
| Common StockF2 | holding | — | — | — | 6,476 | I | By ESOP | |
| Common StockF2 | holding | — | — | — | 55,482 | I | By 401(k) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F3 | $11.64 | Aug 8, 2016 | M | 19,133 | D | — | Dec 3, 2023 | Common Stock | 19,133 | 9,567 | D |
| Employee Stock Option (right to buy)F4 | $14.85 | Aug 8, 2016 | M | 10,800 | D | — | Dec 18, 2024 | Common Stock | 10,800 | 21,600 | D |
| Restricted Stock UnitsF5,F6 | — | holding | — | — | — | — | — | Common Stock | 3,600 | 3,600 | D |
| Restricted Stock UnitsF5,F7 | — | holding | — | — | — | — | — | Common Stock | 1,400 | 1,400 | D |
| Restricted Stock UnitsF5,F8 | — | holding | — | — | — | — | — | Common Stock | 2,200 | 2,200 | D |
| Employee Stock Option (right to buy)F9 | $14.81 | holding | — | — | — | — | May 28, 2025 | Common Stock | 108,300 | 108,300 | D |
| Restricted Stock UnitsF5,F10 | — | holding | — | — | — | — | — | Common Stock | 4,500 | 4,500 | D |
| Restricted Stock UnitsF5,F11 | — | holding | — | — | — | — | — | Common Stock | 4,200 | 4,200 | D |
| Employee Stock Option (right to buy)F12 | $19.06 | holding | — | — | — | — | Dec 17, 2025 | Common Stock | 49,200 | 49,200 | D |
| Restricted Stock UnitsF5,F13 | — | holding | — | — | — | — | — | Common Stock | 16,320 | 16,320 | D |
| Restricted Stock UnitsF5,F14 | — | holding | — | — | — | — | — | Common Stock | 33,605 | 33,605 | D |
Explanation of responses
- F1Represents shares of common stock withheld by the issuer in payment by the reporting person of the exercise price. This transaction is exempt under Rule 16b-3(e).
- F10As reported on a Form 4 dated December 17, 2015, the reporting person received a grant of 4,500 Restricted Stock Units ("RSUs") on December 15, 2015. These RSUs vest in three equal annual installments beginning December 10, 2016.
- F11As reported on a Form 4 dated May 14, 2009, the reporting person received a grant of 4,200 Restricted Stock Units ("RSUs") that vest in four equal annual installments beginning on May 12, 2010. Vested shares may be distributed to the Reporting Person only after that person's termination of employment with TFS Financial Corporation.
- F12As reported on a Form 4 dated December 17, 2015, the reporting person received a grant of 49,200 stock options on December 15, 2015. These stock options vest in three equal annual installments beginning December 10, 2016.
- F13As reported on a Form 4 dated May 29, 2015, the reporting person received a grant of 20,400 Restricted Stock Units ("RSUs") on May 28, 2015. These RSUs vest in five equal annual installments beginning on May 28, 2016.
- F14As reported on a Form 4 dated August 13, 2008, the reporting person was granted 35,100 restricted stock units that vest 10% on each of the third through the ninth anniversaries of the date of the grant and 30% on the tenth anniversary of the date of the grant. Vested shares may be distributed to the Reporting Person only after that person's termination of employment with TFS Financial Corporation. 1,495 shares were delivered to the issuer on June 25, 2014 to pay for applicable tax due upon vesting.
- F2Reflects transactions not required to be reported under Section 16 of the Securities Exchange Act, as amended.
- F3As reported on a Form 4 dated December 12, 2013, the reporting person received a grant of 28,700 stock options on December 3, 2013. These stock options vest in three equal installments beginning December 3, 2014.
- F4As reported on a Form 4 dated December 19, 2014, the reporting person received a grant of 32,400 stock options. These stock options vest in three equal annual installments beginning December 10, 2015.
- F5Each restricted stock unit represents a contingent right to receive one share of TFS Financial Corporation common stock. Restricted stock units are entitled to dividend equivalent rights in the form of a cash payment in the amount of any cash dividend paid per share of common stock.
- F6As reported on a Form 4 dated May 18, 2010, the reporting person received a grant of 3,600 restricted stock units ("RSUs") that vest in four equal annual installments beginning May 14, 2011. Vested shares may be distributed to the reporting person only after that person's termination of employment from TFS Financial Corporation.
- F7As reported on a Form 4 dated December 12, 2013, the reporting person received a grant of 4,200 Restricted Stock Units ("RSU's") on December 3, 2013. These RSU's vest in three equal annual installments beginning December 3, 2014.
- F8As reported on a Form 4 dated December 19, 2014, the reporting person received a grant of 3,300 Restricted Stock Units ("RSUs"). These RSUs vest in three equal annual installments beginning December 10, 2015.
- F9As reported on a Form 4 dated May 29, 2015, the reporting person received a grant of 108,300 stock options on May 28, 2015. These stock options vest in five equal annual installments beginning May 28, 2016.