SEC Form 4 · accession 0001225208-18-007191

Clifton Bancorp Inc. · CSBK

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

Reporting owner

Director

Period of report

Apr 2, 2018

Accepted (ET)

Apr 3, 2018 · 5:18 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001592329

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock^F1	Apr 2, 2018	D	29,444	$0.00	D	D
Common Stock^F1	Apr 2, 2018	D	20,080	$0.00	D	I	By Corporation
Common Stock^F1	Apr 2, 2018	D	9,012	$0.00	D	I	By Spouse as Custodian for MA
Common Stock^F1	Apr 2, 2018	D	9,012	$0.00	D	I	By Spouse as Custodian for RA
Common Stock^F1	Apr 2, 2018	D	9,012	$0.00	D	I	By Spouse as Custodian for RYA
Common Stock^F1	Apr 2, 2018	D	1,051	$0.00	D	I	By Stock Award
Common Stock^F1	Apr 2, 2018	D	16,377	$0.00	D	I	By Stock Award II

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option^F2	$13.84	Apr 2, 2018	D	68,238	D	Sep 2, 2016	Sep 2, 2025	Common Stock	68,238	0	D

F1Disposed of pursuant to the Agreement and Plan of Merger, dated as of November 1, 2017, by and among Kearny Financial Corp. ("Kearny") and Clifton Bancorp Inc. ("Clifton"). Clifton merged with and into Kearny, with Kearny continuing as the surviving entity (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of Clifton common stock issued and outstanding immediately prior to such time was converted into the right to receive 1.191 shares of Kearny common stock.
F2At the Effective Time, pursuant to the Agreement and Plan of Merger, dated as of November 1, 2017, by and among Kearny Financial Corp. and Clifton Bancorp Inc., all stock options were cancelled and the reporting person received a cash payment equal to $18.25 per share minus the applicable exercise price of such stock option multiplied by each stock option held.