SEC Form 5 · accession 0001209191-19-007135
Bank of Marin Bancorp · BMRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Tani Girton
Officer — Executive Vice President
Period of report
Dec 31, 2018
Accepted (ET)
Feb 4, 2019 · 8:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001403475
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 27, 2018 | J | 9,868 | $0.00 | A | 19,736 | D | |
| Common Stock | Aug 10, 2018 | J | 5 | $0.00 | A | 1,260 | I | By ESOP |
| Common Stock | Nov 8, 2018 | J | 5 | $0.00 | A | 1,265 | I | By ESOP |
| Common Stock | Nov 27, 2018 | J | 1,265 | $0.00 | A | 2,530 | I | By ESOP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Stock Options (Right to buy)F5,F4 | $20.365 | holding | — | — | — | — | Aug 29, 2023 | Common Stock | 11,000 | 22,000 | D |
| Stock Options (Right to buy)F6,F4 | $25.375 | holding | — | — | — | — | Mar 2, 2025 | Common Stock | 2,880 | 5,760 | D |
| Stock Options (Right to buy)F8,F7 | $24.825 | holding | — | — | — | — | Mar 1, 2026 | Common Stock | 2,950 | 5,900 | D |
| Stock Options (Right to buy)F9,F7 | $34.80 | holding | — | — | — | — | Mar 1, 2027 | Common Stock | 2,050 | 4,100 | D |
| Stock Options (Right to buy)F11,F10 | $33.575 | holding | — | — | — | — | Mar 1, 2028 | Common Stock | 1,020 | 2,040 | D |
| Stock Options (Right to buy)F12,F7 | $33.575 | holding | — | — | — | — | Mar 1, 2028 | Common Stock | 2,280 | 4,560 | D |
Explanation of responses
- F1On November 27, 2018, the common stock of Bank of Marin Bancorp split 2-for-1, resulting in the reporting person's ownership of 9,868 additional shares of common stock.
- F10Exercisable 33% immediately, then 33% per year on first anniversary date of grant.
- F11This option was previously reported as covering 1,020 shares at an exercise price of $67.15 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F12This option was previously reported as covering 2,280 shares at an exercise price of $67.15 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F2Exempt under Rule 16A-11 Additional shares resulting from dividend reinvestments
- F3On November 27, 2018, the common stock of Bank of Marin Bancorp split 2-for-1, resulting in the reporting person's ownership of 1,264.8821 additional shares of common stock.
- F4Exercisable 20% per year beginning on first anniversary date of grant
- F5This option was previously reported as covering 11,000 shares at an exercise price of $40.73 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F6This option was previously reported as covering 2,880 shares at an exercise price of $50.75 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F7Exercisable 33% per year beginning on first anniversary date of grant
- F8This option was previously reported as covering 2,950 shares at an exercise price of $49.65 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F9This option was previously reported as covering 2,050 shares at an exercise price of $69.60 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.