SEC Form 4 · accession 0001140361-15-044854

Fox Chase Bancorp Inc · FXCB

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

Reporting owner

Michael S Fitzgerald

Officer — EVP

Period of report

Dec 15, 2015

Accepted (ET)

Dec 17, 2015 · 12:42 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 Stock	Dec 15, 2015	M	3,130	$12.39	A	22,882	D
Common Stock	Dec 15, 2015	M	3,600	$13.11	A	26,482	D
Common Stock	Dec 15, 2015	M	4,800	$17.00	A	31,282	D
Common Stock	Dec 15, 2015	F	9,700	$20.00	D	21,582	D
Common Stock	holding	—	—		—	9,089	I	By ESOP
Common Stock	holding	—	—		—	1,083	I	By 401(k) Plan
Common Stock	holding	—	—		—	14,100	I	By IRA
Common Stock^F1,F2	holding	—	—		—	233	I	Performance Award
Common Stock^F3	holding	—	—		—	1,421	I	Performance Award II
Common Stock^F4	holding	—	—		—	4,000	I	Performance Award III
Common Stock^F5	holding	—	—		—	990	I	Performance Award IV
Common Stock^F6	holding	—	—		—	1,568	I	Restricted Stock III
Common Stock^F1,F7	holding	—	—		—	133	I	Restricted Stock IV
Common Stock^F8	holding	—	—		—	800	I	Restricted Stock V
Common Stock^F9	holding	—	—		—	2,400	I	Restricted Stock VI
Common Stock^F10	holding	—	—		—	2,010	I	Restricted Stock VII

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)^F11	$12.39	Dec 15, 2015	M	3,130	D	Aug 22, 2012	Aug 22, 2021	Common Stock	3,130	783	D
Stock Option (Right to Buy)^F12	$13.11	Dec 15, 2015	M	3,600	D	May 10, 2013	May 10, 2022	Common Stock	3,600	2,400	D
Stock Option (Right to Buy)^F13	$17.00	Dec 15, 2015	M	4,800	D	Mar 7, 2014	Mar 7, 2023	Common Stock	4,800	7,200	D
Stock Option (Right to Buy)^F14	$16.99	holding	—	—	—	Mar 13, 2016	Mar 13, 2025	Common Stock	4,500	4,500	D

Explanation of responses

F1Since the reporting person's last report 234 shares of restricted stock previously held through Performance Award and 133 shares of restricted stock previously held through Restricted Stock IV have vested and are now held directly.
F10Restricted stock vests in five equal annual installments beginning on March 13, 2016, the first anniversary of the date of the award.
F11Options vest in five equal annual installments beginning on August 22, 2012, the first anniversary of the date of the grant.
F12Options vest in five equal annual installments beginning on May 10, 2013, the first anniversary of the date of the grant.
F13Options vest in five equal annual installments beginning on March 7, 2014, the first anniversary of the date of the grant.
F14Options 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 934 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 2,842 shares of common stock of which 50% vested on the third anniversary of the date of grant, 25% will vest 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 6,000 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 1,485 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 5 annual installments beginning on March 1, 2012, the first anniversary of the date of the award.
F7Restricted stock vests in five equal annual installments beginning on August 22, 2012, the first anniversary of the date of the award.
F8Restricted stock vests in five equal annual installments beginning on May 10, 2013, the first anniversary of the date of the award.
F9Restricted stock vests in five equal annual installments beginning on March 7, 2014, the first anniversary of the date of the award.