SEC Form 4 · accession 0000872835-15-000015
ESB FINANCIAL CORP · ESBF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frank D Martz
Officer — Group Sr VP of Operations
Period of report
Feb 10, 2015
Accepted (ET)
Feb 10, 2015 · 5:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000872835
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F6,F2 | Feb 10, 2015 | D | 234,833 | — | D | 0 | D | |
| Common StockF4,F2 | Feb 10, 2015 | D | 15,447 | — | D | 0 | I | 401(k) Plan |
| Common StockF5,F2 | Feb 10, 2015 | D | 4,188 | — | D | 0 | I | 401(k) Plan (by Wife) |
| Common StockF2 | Feb 10, 2015 | D | 91,726 | — | D | 0 | I | ESOP |
| Common StockF2 | Feb 10, 2015 | D | 29,572 | — | D | 0 | I | ESOP (by Wife) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF3 | $11.00 | Feb 10, 2015 | D | 1,320 | D | Nov 15, 2011 | Nov 15, 2021 | Common Stock | 1,320 | 0 | D |
| Stock OptionF3 | $11.00 | Feb 10, 2015 | D | 240 | D | Nov 15, 2011 | Nov 15, 2021 | Common Stock | 240 | 0 | I |
| Stock OptionF3 | $10.50 | Feb 10, 2015 | D | 24,000 | D | Nov 20, 2012 | Nov 20, 2022 | Common Stock | 24,000 | 0 | D |
| Stock OptionF3 | $10.50 | Feb 10, 2015 | D | 480 | D | Nov 20, 2012 | Nov 20, 2022 | Common Stock | 480 | 0 | I |
| Stock OptionF3 | $13.36 | Feb 10, 2015 | D | 24,000 | D | Nov 19, 2013 | Nov 19, 2023 | Common Stock | 24,000 | 0 | D |
| Stock OptionF3 | $13.36 | Feb 10, 2015 | D | 720 | D | Nov 19, 2013 | Nov 19, 2023 | Common Stock | 720 | 0 | I |
Explanation of responses
- F1Husband and Wife
- F2Disposed of pursuant to merger agreement between issuer and WesBanco, Inc. Pursuant to the merger agreement, each share of common stock was converted into 0.502 of a share of WesBanco common stock and $1.76 in cash.
- F3Disposed of pursuant to merger agreement between issuer and WesBanco, Inc. Pursuant to the merger agreement, each option was cancelled in exchange for a cash payment equal to the excess of $17.65 over the exercise price of such option.
- F4Between 1/01/15 and 2/10/15 the reporting person acquired 122.929178 shares of ESB common stock under the ESB Financial Corporation 401(k) Plan.
- F5Between 1/01/15 and 2/10/15 the reporting person's wife acquired 54.464209 shares of ESB common stock under the ESB Financial Corporation 401(k) Plan.
- F6Since the reporting person's last report, 14,953 shares previously held individually has been reregistered to husband and wife.