SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Crowley Michael T Jr

(Last) (First) (Middle)
4949 WEST BROWN DEER RD.

(Street)
MILWAUKEE WI 53223

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BANK MUTUAL CORP [ BKMU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/22/2012 P 3,800 A $3.39 1,323,075 D
Common Stock 128,596 I By spouse
Common Stock 118,417 I By Trust (1)
Common Stock 40,000 I By ESOP (2)
Common Stock 133,726 I By 401(k) Plan (3)
Common Stock 146,905 I Held in Benefit Restoration Plan (4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to buy (5) $10.673 (5) 05/03/2014 Common Stock 700,000 700,000 D
Option to buy (6) $5.05 (6) 01/18/2021 Common Stock 15,000 15,000 D
Option to buy (7) $3.39 (7) 01/17/2022 Common Stock 20,000 20,000 D
Explanation of Responses:
1. As trustee of the family trust.
2. Held in the Bank Mutual Corpration ESOP Plan. The information presented is based on the Plan statement dated 12-31-2011.
3. Held in the Bank Mutual Corporation 401(k) Plan. The information presented is based on the Plan statement dated 12-31-2011.
4. Held in Benefit Restoration Plan, a non-qualified plan, which operates as an "excess benefits" plan relating to two company qualified benefit plans. The information presented is based on the Plan statement dated 12-31-2011.
5. Employee Stock Option. The option is fully vested.
6. Stock option granted under the 2004 Stock Incentive Plan. The options (15,000 in the original grant) vest in annual installments of 20% each beginning January 18, 2012.
7. Stock option granted under the 2004 Stock Incentive Plan. The options (20,000 in the original grant) vest in annual installments of 20% each beginning January 17, 2013.
Remarks:
/s/Michael T. Crowley, Jr. 05/23/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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