SEC Form 4 · accession 0001485001-15-000043

Oneida Financial Corp. · ONFC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Dec 4, 2015

Accepted (ET)

Dec 7, 2015 · 11:13 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001485001

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common stock^F1	Dec 4, 2015	J	12,520	—	D	D
Common stock^F1	Dec 4, 2015	J	584	—	D	I	By Wife
Common stock^F1	Dec 4, 2015	J	21,193	—	D	D
Common stock^F1	Dec 4, 2015	J	274	—	D	I	By son
Common stock^F1	Dec 4, 2015	J	282	—	D	I	By Son (2)

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Options^F2,F3	$10.30	Dec 4, 2015	J	5,000	D	Jul 13, 2013	Jul 24, 2022	ONFC common stock	5,000	0	D

F1Each share of common stock of the Issuer was converted into and became exchangeable for the right to receive at the election of the holder thereof into either (1) shares of Community Bank System, Inc. ("CBSI") common stock based upon an exchange ratio equal to 0.5635; (ii) cash, at the rate of $20.00 for each share of Issuer common stock; or (iii) a combination of such shares of CBSI common stock and cash, as set forth in the Agreement and Plan of Merger, dated as of February 24, 2015, by and between CBSI and the Issuer.
F2Stock options vest at a rate of 20% per year commencing on 7/24/2013.
F3Stock options have been canceled in exchange for a cash payment equal to the product obtained by multiplying (I) the aggregate number of shares of common stock that were issuable upon the exercise of such options and (ii) $20.00, less any exercise price payable pursuant to such options, without interest, less any required withholdings.