SEC Form 4 · accession 0001140361-15-043385
Bankwell Financial Group, Inc. · BWFG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Todd Lampert
Director
Period of report
Dec 1, 2015
Accepted (ET)
Dec 2, 2015 · 3:52 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001505732
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF3 | Dec 1, 2015 | M | 948 | $14.00 | A | 948 | I | Held as Custodian for Minor |
| Common StockF3 | Dec 1, 2015 | M | 708 | $14.00 | A | 708 | D | |
| Common StockF3 | Dec 1, 2015 | M | 917 | $14.00 | A | 917 | I | Held by Wife |
| Common StockF1 | holding | — | — | — | 700 | D | ||
| Common StockF2 | holding | — | — | — | 666 | D | ||
| Common Stock | holding | — | — | — | 15,484 | D | ||
| Common StockF3 | holding | — | — | — | 2,950 | I | Held as Custodian for Minor | |
| Common StockF3 | holding | — | — | — | 2,200 | D | ||
| Common StockF3 | holding | — | — | — | 2,850 | I | Held by Wife | |
| Common Stock | holding | — | — | — | 5,732 | I | Held by Wife |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF3 | $14.00 | Dec 1, 2015 | M | 948 | D | Oct 5, 2015 | Dec 5, 2015 | Common Stock | 948 | 0 | I |
| WarrantsF3 | $14.00 | Dec 1, 2015 | M | 708 | D | Oct 5, 2015 | Dec 5, 2015 | Common Stock | 708 | 0 | D |
| WarrantsF3 | $14.00 | Dec 1, 2015 | M | 917 | D | Oct 5, 2015 | Dec 5, 2015 | Common Stock | 917 | 0 | I |
| Stock OptionsF4 | $15.50 | holding | — | — | — | Dec 22, 2005 | Dec 22, 2015 | Common Stock | 1,620 | 1,620 | D |
| Stock OptionsF4 | $16.00 | holding | — | — | — | Mar 29, 2006 | Mar 29, 2016 | Common Stock | 1,500 | 1,500 | D |
| Stock OptionsF5 | $17.50 | holding | — | — | — | Dec 13, 2006 | Dec 13, 2016 | Common Stock | 4,125 | 4,125 | D |
| Stock OptionsF6 | $20.70 | holding | — | — | — | Dec 12, 2007 | Dec 12, 2017 | Common Stock | 3,871 | 3,871 | D |
| Stock OptionsF6 | $20.70 | holding | — | — | — | Dec 12, 2007 | Dec 12, 2017 | Common Stock | 1,456 | 1,456 | D |
Explanation of responses
- F11,400 shares of restricted stock granted pursuant to the 2012 BNC Financial Group, Inc. Stock Plan and will vest in four equal annual installments of 25%, with the first installment to vest on November 5, 2014 and an additional 25% to vest on each annual anniversary of the grant date thereafter. As of the Transaction Date, 700 Shares have vested.
- F21,000 shares of restricted stock granted pursuant to the 2012 Bankwell Financial Group, Inc. Stock Plan. The shares vest in three substantially equal installments - the first immediately on December 15, 2014 and then on each of December 3, 2015 and December 3, 2016. As of the Transaction Date, 334 Shares have vested.
- F3All Shares were Units, upon exercise of the Warrants on December 1 2015, the Units became Common Stock. Each Unit consisted of one share of Common Stock and an attached Warrant which gives the Reporting Person the right to purchase .3221 shares of the Company's Common Stock at $14.00 per share once exercised. The exercise period for the Warrants is currently set for October 5, 2015 through December 5, 2015. The associated Common Stock is disclosed in Table I, and the associated Warrants in Table II.
- F4Stock Options granted pursuant to the 2002 Bank Management, Director and Founder Stock Option Plan, all of which are fully vested.
- F5Stock Options granted pursuant to the 2006 Stock Option Plan, all of which are fully vested.
- F6Stock Options granted pursuant to the 2007 Bank of New Canaan Stock Option Equity Award Plan, all of which are fully vested.