SEC Form 4 · accession 0001127602-16-040815
NEWBRIDGE BANCORP · NBBC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ramsey K Hamadi
Officer — SEVP and CFO
Period of report
Feb 11, 2016
Accepted (ET)
Feb 12, 2016 · 12:12 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000714530
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Feb 11, 2016 | A | 3,204 | $0.00 | A | 72,029 | D | |
| Class A Common StockF1 | Feb 11, 2016 | F | 1,035 | $12.18 | D | 70,994 | D | |
| Class A Common Stock | holding | — | — | — | 30,962 | I | By 401(k) | |
| Class A Common Stock | holding | — | — | — | 26,128 | I | By IRA | |
| Class A Common Stock | holding | — | — | — | 7,479 | I | Deferred Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3,F4 | — | holding | — | — | — | Jan 1, 2017 | — | Class A Common Stock | 8,206 | 8,206 | D |
| Restricted Stock UnitsF2,F5,F4 | — | holding | — | — | — | Jan 1, 2018 | — | Class A Common Stock | 11,481 | 11,481 | D |
Explanation of responses
- F1On 1/1/2016, 3,204 restricted stock units vested pursuant to their terms. 2,136 restricted stock units did not vest due to two of the five performance metrics not being satisfied and were forfeited. On 2/11/2016, 2,169 shares of Class A Common Stock were issued to Mr. Hamadi. The balance (1,035 shares) were withheld to satisfy certain tax withholding obligations related to the vesting of the restricted stock units.
- F2Each restricted stock unit represents the contingent right to receive one share of Class A Common Stock upon vesting of the unit.
- F3The restricted stock units vest as follows: (i) up to 50% on 1/1/2017, subject to the satisfaction of certain performance metrics; and (ii) 50% on 1/1/2017 and in each case subject to the recipient's continued employment through the applicable vesting date.
- F4No expiration date.
- F5The restricted stock units vest as follows: (i) up to 50% on 1/1/2018, subject to the satisfaction of certain performance metrics; and (ii) 50% on 1/1/2018 and in each case subject to the recipient's continued employment through the applicable vesting date.