SEC Form 4 · accession 0001562180-19-001700

WSFS FINANCIAL CORP · WSFS

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

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1Received in exchange for 55,689 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 6,200 shares of Restricted Stock VIII 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. Cuddy will be converted into shares of WSFS common stock, to be held directly by him.
• F4Received in exchange for 14,000 shares of Restricted Stock IX of Beneficial in connection with the Merger. At the Effective Time, each 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.
• F5Received in exchange for 166,000 shares of Restricted Stock X of Beneficial in connection with the Merger. At the Effective Time, each 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.
• F6Received in exchange for 16,652 shares of Restricted Stock XI of Beneficial in connection with the Merger. At the Effective Time, each 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.
• F7Received in exchange for 22,406 shares of Restricted Stock XII of Beneficial in connection with the Merger. At the Effective Time, each 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.
• F8Received in exchange for 23,185 shares of Beneficial common stock in connection with the Merger. At the Effective Time, each outstanding share of Beneficial common stock 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.
• F9Received in exchange for 31,084 shares of Beneficial common stock in connection with the Merger. At the Effective Time, each outstanding share of Beneficial common stock 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.