SEC Form 4 · accession 0001209191-19-008044
Bank of Marin Bancorp · BMRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Elizabeth Reizman
Officer — Executive Vice President
Period of report
Aug 10, 2018
Accepted (ET)
Feb 7, 2019 · 4:04 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 | 12,902 | $0.00 | A | 25,804 | I | By Family Trust |
| Common Stock | Feb 5, 2019 | X | 1,400 | $11.125 | A | 27,204 | I | By Family Trust |
| Common Stock | Feb 5, 2019 | S | 1,000 | $41.46 | D | 26,204 | I | By Family Trust |
| Common Stock | Aug 10, 2018 | J | 26 | $0.00 | A | 7,037 | I | By ESOP |
| Common Stock | Nov 8, 2018 | J | 29 | $0.00 | A | 7,066 | I | By ESOP |
| Common Stock | Nov 27, 2018 | J | 7,066 | $0.00 | A | 14,132 | I | By ESOP |
| Common Stock | Aug 10, 2018 | J | 1 | $0.00 | A | 403 | I | By 401(k) Plan |
| Common Stock | Nov 8, 2018 | J | 2 | $0.00 | A | 404 | I | By 401(k) Plan |
| Common Stock | Nov 27, 2018 | J | 404 | $0.00 | A | 808 | I | By 401(k) Plan |
| Common Stock | Nov 27, 2018 | J | 3,995 | $0.00 | A | 7,990 | D |
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)F6,F7 | $11.125 | holding | — | — | — | — | Apr 1, 2019 | Common Stock | 1,400 | 0 | D |
| Stock Options (Right to buy)F6,F8 | $16.55 | holding | — | — | — | — | Apr 1, 2020 | Common Stock | 1,400 | 1,400 | D |
| Stock Options (Right to buy)F6,F9 | $19.00 | holding | — | — | — | — | Apr 1, 2021 | Common Stock | 1,400 | 1,400 | D |
| Stock Options (Right to buy)F6,F10 | $19.09 | holding | — | — | — | — | Apr 2, 2022 | Common Stock | 2,200 | 2,200 | D |
| Stock Options (Right to buy)F6,F11 | $19.675 | holding | — | — | — | — | Apr 1, 2023 | Common Stock | 1,400 | 1,400 | D |
| Stock Options (Right to Buy)F6,F12 | $22.94 | holding | — | — | — | — | Apr 1, 2024 | Common Stock | 3,100 | 3,100 | D |
| Stock Options (Right to buy)F6,F13 | $25.375 | holding | — | — | — | — | Mar 2, 2025 | Common Stock | 5,200 | 5,200 | D |
| Stock Options (Right to buy)F14,F15 | $24.825 | holding | — | — | — | — | Mar 1, 2026 | Common Stock | 5,500 | 5,500 | D |
| Stock Options (Right to buy)F14,F16 | $34.80 | holding | — | — | — | — | Mar 1, 2027 | Common Stock | 3,700 | 3,700 | D |
| Stock Options (Right to buy)F14,F17 | $33.575 | holding | — | — | — | — | Mar 1, 2028 | Common Stock | 4,120 | 4,120 | D |
| Stock Options (Right to buy)F18,F19 | $33.575 | holding | — | — | — | — | Mar 1, 2028 | Common Stock | 1,840 | 1,840 | 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 12,902 additional shares of common stock.
- F10This option was previously reported as covering 1,100 shares at an exercise price of $38.18 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F11This option was previously reported as covering 700 shares at an exercise price of $39.35 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F12This option was previously reported as covering 1,550 shares at an exercise price of $45.88 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F13This option was previously reported as covering 2,600 shares at an exercise price of $50.75 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F14Exercisable 33% per year beginning on first anniversary date of grant
- F15This option was previously reported as covering 2,750 shares at an exercise price of $49.65 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F16This option was previously reported as covering 1,850 shares at an exercise price of $69.60 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F17This option was previously reported as covering 2,060 shares at an exercise price of $67.15 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F18Exercisable 33% immediately, then 33% per year on first anniversary date of grant.
- F19This option was previously reported as covering 920 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 7,065.8814 additional shares of common stock.
- F4On November 27, 2018, the common stock of Bank of Marin Bancorp split 2-for-1, resulting in the reporting person's ownership of 404.151 additional shares of common stock.
- F5On November 27, 2018, the common stock of Bank of Marin Bancorp split 2-for-1, resulting in the reporting person's ownership of 3995 additional shares of common stock.
- F6Exercisable 20% per year beginning on first anniversary date of grant
- F7This option was previously reported as covering 700 shares at an exercise price of $22.25 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F8This option was previously reported as covering 700 shares at an exercise price of $33.10 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.
- F9This option was previously reported as covering 700 shares at an exercise price of $38.00 per share, but was adjusted to reflect the stock split that occurred on November 27, 2018.