SEC Form 4 · accession 0001225208-19-001481

Beneficial Bancorp Inc. · BNCL

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

Reporting owner

Martin F Gallagher Jr.

Officer — EVP & Chief Lending Officer

Period of report

Jan 25, 2019

Accepted (ET)

Jan 29, 2019 · 6:30 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001615418

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Jan 25, 2019	J	908	$0.00	A	39,443	D
Common Stock	Jan 25, 2019	F	412	$15.72	D	39,031	D
Common Stock	Jan 26, 2019	J	813	$0.00	A	39,844	D
Common Stock	Jan 26, 2019	F	369	$15.72	D	39,475	D
Common Stock	Jan 28, 2019	J	5,400	$0.00	A	44,875	D
Common Stock	Jan 28, 2019	F	2,455	$15.72	D	42,420	D
Common Stock^F4	Jan 28, 2019	J	5,400	$0.00	D	3,600	I	Restricted Stock IX
Common Stock^F5	Jan 26, 2019	J	813	$0.00	D	4,470	I	Restricted Stock XI
Common Stock^F6	Jan 25, 2019	J	908	$0.00	D	5,900	I	Restricted Stock XII
Common Stock	holding	—	—		—	19,058	I	By KSOP
Common Stock^F7	holding	—	—		—	1,320	I	Restricted Stock VII
Common Stock^F8	holding	—	—		—	3,400	I	Restricted Stock VIII
Common Stock^F9	holding	—	—		—	53,333	I	Restricted Stock X

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)^F10	$8.30	holding	—	—	—	—	Mar 23, 2022	Common Stock	8,800	8,800	D
Stock Option (Right to Buy)^F10	$8.40	holding	—	—	—	—	Jan 17, 2023	Common Stock	7,699	7,699	D
Stock Option (Right to Buy)^F11	$10.77	holding	—	—	—	—	Feb 20, 2024	Common Stock	23,098	23,098	D
Stock Option (Right to Buy)^F12	$11.41	holding	—	—	—	—	Feb 6, 2025	Common Stock	13,312	13,312	D

Explanation of responses

F1Since the reporting person's last report, 908 shares of restricted stock have vested and are now held directly.
F10Stock options are fully vested and exercisable.
F11Stock options vest in 5 equal annual installments with the first 20% vesting on February 20, 2015, the first anniversary of the date of the grant.
F12Stock options vest in 5 equal annual installments with the first 20% vesting on February 6, 2016, the first anniversary of the date of the grant.
F2Since the reporting person's last report, 813 shares of restricted stock have vested and are now held directly.
F3Since the reporting person's last report, 5,400 shares of restricted stock have vested and are now held directly.
F4These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on January 28, 2019, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award.
F5Of the 6,096 shares granted, 3,657 shares will fully vest on January 26, 2020 upon the satisfaction of company performance criteria related to credit quality, return on average assets and total shareholder return. The remaining 2,439 shares are subject to vesting in 3 equal annual installments with the first 33 1/3% vesting on January 26, 2018, the first anniversary of the date of the award.
F6Of the 6,808 shares granted 4,085 shares will fully vest on January 25, 2021 upon the satisfaction of company performance criteria related to credit quality, return on average assets and total shareholder return. The remaining 2,723 shares are subject to vesting in 3 equal annual installments with the first 33 1/3% vesting on January 25, 2019, the first anniversary of the date of the award.
F7These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on February 20, 2017, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award.
F8These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on February 06, 2018, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award.
F9Shares of restricted stock vest in 3 equal annual installments with the first 33 1/3% vesting on June 9, 2017, the first anniversary of the date of the award.