SEC Form 4 · accession 0001127602-15-002506

NATIONAL PENN BANCSHARES INC · NPBC

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

Reporting owner

Michael E. Martin

Director

Period of report

Jan 20, 2015

Accepted (ET)

Jan 22, 2015 · 6:47 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000700733

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	holding	—	—		—	18,882,172	I	See Footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Phantom Stock (RSUs)^F2,F3	—	Jan 20, 2015	A	5,682	A	—	—	Common Stock	5,682	23,487	D

Explanation of responses

F1The stockholder is Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (together with Warburg Pincus X Partners, L.P., an affiliated Delaware limited partnership, the "WP X Funds"). Warburg Pincus X, L.P., a Delaware limited partnership ("WP X LP"), is the general partner of the WP X Funds. Warburg Pincus X GP L.P., a Delaware limited partnership ("WP X GP"), is the general partner of WP X LP. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP X GP. Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP"), is the general partner of WP Partners. Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), is the manager of the WP X Funds. Charles R. Kaye and Joseph P. Landy are Managing General Partners of WP and Managing Members and Co-Chief Executive Officers of WP LLC and may be deemed to control the Warburg Pincus entities. Messrs. Kaye and Landy disclaim beneficial ownership of all shares held by the Warburg Pincus entities. The address of the Warburg Pincus entities is 450 Lexington Avenue, New York, New York 10017.
F21 for 1
F3The phantom stock units granted under the National Penn Bancshares, Inc. Long-Term Incentive Compensation Plan are to be settled in National Penn Bancshares, Inc. common stock upon the reporting person's retirement from the Board.