SEC Form 4 · accession 0001562180-19-001693
WSFS FINANCIAL CORP · WSFS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael J Donahue
Director
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 4:27 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000828944
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 1, 2019 | A | 16,132 | — | A | 16,132 | D | |
| Common StockF2,F3 | Mar 1, 2019 | A | 82 | — | A | 16,214 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Received in exchange for 53,544 shares of Beneficial Bancorp, Inc. ("Beneficial") common stock in connection with the merger of Beneficial with and into WSFS Financial Corporation ("WSFS") effective March 1, 2019 (the "Merger"). At the effective time of the Merger at 12:01 a.m. on March 1, 2019 (the "Effective Time"), each outstanding share of Beneficial common stock converted into the right to receive 0.3013 shares of WSFS common stock and $2.93 in cash (the "Merger Consideration"). On February 28, 2019, the last trading day before the Effective Time, the closing price of Beneficial's common stock was $16.12 per share and the closing price of WSFS' common stock was $43.28 per share. All fractional share holdings were paid in cash.
- F2Received in exchange for 275 shares of Restricted Stock of Beneficial in connection with the Merger. At the Effective Time, each award in respect of a share of Beneficial common stock subject to vesting, repurchase or other lapse restriction granted under a Beneficial stock plan other than a stock option (a "Beneficial Restricted Stock Award") fully vested (with any applicable performance-based vesting conditions applicable to such Beneficial Restricted Stock Award deemed to have been fully achieved) and canceled and converted into the right to receive the Merger Consideration. On February 28, 2019, the last trading day before the Effective Time, the closing price of Beneficial's common stock was $16.12 per share and the closing price of WSFS' common stock was $43.28 per share. All fractional share holdings were paid in cash.
- F3In connection with the Merger, shares of Restricted Stock previously held in trust for the benefit of Mr. Donahue will be converted into shares of WSFS common stock, to be held directly by him.