SEC Form 4 · accession 0001127602-15-000552
SUSQUEHANNA BANCSHARES INC · SUSQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Beverly A Wise
Officer — EVP, Chief HR Officer
Period of report
Dec 31, 2014
Accepted (ET)
Jan 5, 2015 · 3:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000700863
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 31, 2014 | M | 1,198 | $0.00 | A | 1,483 | D | |
| Common StockF2 | Dec 31, 2014 | F | 378 | $13.43 | D | 1,105 | D | |
| Common Stock | Dec 31, 2014 | A | 1,786 | $0.00 | A | 2,891 | D | |
| Common StockF3 | Dec 31, 2014 | F | 563 | $13.43 | D | 2,328 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5 | — | Dec 31, 2014 | M | 1,198 | D | — | — | Common Stock | 1,198 | 2,396 | D |
Explanation of responses
- F1On November 19, 2013, the reporting person was granted 3,594 restricted stock units as previously reported on a Form 3 filed with the Securities and Exchange Commission on October 16, 2014. On December 31, 2014, one third of these restricted stock units vested and 1,198 shares of Susquehanna Bancshares, Inc. common stock were issued to the reporting person.
- F2The 378 shares of common stock disposed of represent a portion of 1,198 restricted stock units that vested on December 31, 2014. These shares disposed of were withheld to satisfy the reporting person's tax withholding obligation incident to the vesting of these 1,198 restricted stock units.
- F3The 563 shares of common stock disposed of represent a portion of the shares issued to the reporting person upon vesting of performance stock units. The shares disposed of were withheld to satisfy the reporting person's tax obligation.
- F4Each restricted stock unit represents a contingent right to receive one share of Susquehanna Bancshares, Inc. common stock. Grant made under the Susquehanna Bancshares, Inc. 2013 Omnibus Equity Compensation Plan.
- F5The restricted stock units vest one third on each of December 31, 2014, December 31, 2015, and December 31, 2016 (each a "Vesting Date"); provided that (i) the participant continues to be employed by, or provide a service to, Susquehanna Bancshares, Inc. through the Vesting Date, and (ii) the Susquehanna Bancshares, Inc. Profit Trigger (as defined in the grant agreement governing the restricted stock unit grant) is achieved.