SEC Form 4 · accession 0001140361-15-044850
Fox Chase Bancorp Inc · FXCB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas M Petro
Officer — President and CEO · Director
Period of report
Dec 15, 2015
Accepted (ET)
Dec 17, 2015 · 12:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001485176
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 15, 2015 | M | 138,996 | $11.58 | A | 239,637 | D | |
| Common Stock | Dec 15, 2015 | M | 12,082 | $8.22 | A | 251,719 | D | |
| Common Stock | Dec 15, 2015 | F | 113,540 | $20.00 | D | 138,179 | D | |
| Common Stock | Dec 15, 2015 | F | 451 | $20.04 | D | 137,728 | D | |
| Common Stock | holding | — | — | — | 14,936 | I | By ESOP | |
| Common Stock | holding | — | — | — | 14,207 | I | By IRA | |
| Common Stock | holding | — | — | — | 17,671 | I | By Incentive Plan | |
| Common StockF1,F2 | holding | — | — | — | 1,453 | I | Performance Award | |
| Common StockF3 | holding | — | — | — | 4,263 | I | Performance Award II | |
| Common StockF4 | holding | — | — | — | 12,000 | I | Performance Award III | |
| Common StockF5 | holding | — | — | — | 3,000 | I | Performance Award IV | |
| Common StockF1,F6 | holding | — | — | — | 831 | I | Restricted Stock II | |
| Common StockF7 | holding | — | — | — | 2,400 | I | Restricted Stock III | |
| Common StockF8 | holding | — | — | — | 7,200 | I | Restricted Stock IV | |
| Common StockF9 | holding | — | — | — | 6,000 | I | Restricted Stock V |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy) | $11.58 | Dec 15, 2015 | M | 138,996 | D | Aug 31, 2008 | Aug 31, 2017 | Common Stock | 138,996 | 0 | D |
| Stock Option (Right to Buy) | $8.22 | Dec 15, 2015 | M | 12,082 | D | Feb 27, 2010 | Feb 27, 2019 | Common Stock | 12,082 | 0 | D |
| Stock Option (Right to Buy)F10 | $12.39 | holding | — | — | — | Aug 22, 2012 | Aug 22, 2021 | Common Stock | 24,375 | 24,375 | D |
| Stock Option (Right to Buy)F11 | $13.11 | holding | — | — | — | May 10, 2013 | May 10, 2022 | Common Stock | 27,500 | 27,500 | D |
| Stock Option (Right to Buy)F12 | $17.00 | holding | — | — | — | Mar 7, 2014 | Mar 7, 2023 | Common Stock | 55,000 | 55,000 | D |
| Stock Option (Right to Buy)F13 | $16.99 | holding | — | — | — | Mar 13, 2016 | Mar 13, 2025 | Common Stock | 27,000 | 27,000 | D |
Explanation of responses
- F1Since the reporting person's last report 1,454 shares of restricted stock previously held through Performance Award and 831 shares of restricted stock previously held through Restricted Stock II have vested and are now held directly.
- F10Options vest in five equal annual installments beginning on August 22, 2012, the first anniversary of the date of the grant.
- F11Options vest in five equal annual installments beginning on May 10, 2013, the first anniversary of the date of the grant.
- F12Options vest in five equal annual installments beginning on March 7, 2014, the first anniversary of the date of the grant.
- F13Options vest in five equal annual installments beginning on March 13, 2016, the first anniversary of the date of the grant.
- F2The actual amount of shares received under this award was determined on the third anniversary date of grant (August 22, 2014). The recipient received 5,814 shares of common stock of which 50% vested on the third anniversary of the date of grant, 25% vested on the fourth anniversary of the date of grant and 25% will vest on the fifth anniversary of the date of grant.
- F3The actual amount of shares received under this award was determined on the third anniversary of the date of grant (May 10, 2015). The recipient received 8,526 shares of common stock of which 50% vested on the third anniversary of the date of grant, 25% vested on the fourth anniversary of the date of grant and 25% will vest on the fifth anniversary of the date of the grant.
- F4The actual amount of shares to be received under this award will be determined on the third anniversary of the date of grant and may fluctuate based on the performance of the Company during that three-year period. Depending on the performance, the recipient may receive up to 18,000 shares of common stock. The award vests as follows: 50% on the third anniversary of the date of the grant (March 7, 2016), 25% on the fourth anniversary of the date of grant and 25% on the fifth anniversary of the date of the grant, in each case subject to the achievement of certain performance metrics. If such performance metrics have not been satisfied as of such dates, such award shares will be forfeited.
- F5The actual amount of shares to be received under this award will be determined on the third anniversary of the date of grant and may fluctuate based on the performance of the Company during that three-year period. Depending on the performance, the recipient may receive up to 4,500 shares of common stock. The award vests as follows: 50% on the third anniversary of the date of the grant (March 13, 2018), 50% on the fourth anniversary of the date of the grant, in each case subject to the achievement of certain performance metrics. If such performance metrics have not been satisfied as of such dates, such award shares will be forfeited.
- F6Restricted stock vests in five equal annual installments beginning on August 22, 2012, the first anniversary of the date of the award.
- F7Restricted stock vests in five equal annual installments beginning on May 10, 2013, the first anniversary of the date of the award.
- F8Restricted stock vests in five equal annual installments beginning on March 7, 2014, the first anniversary of the date of the award.
- F9Restricted stock vests in five equal annual installments beginning on March 13, 2016, the first anniversary of the date of the award.