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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
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*
BIDERMAN MARC C

(Last) (First) (Middle)
NATIONAL FINANCIAL PARTNERS CORP.
787 SEVENTH AVENUE

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NATIONAL FINANCIAL PARTNERS CORP [ NFP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive VP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
12/16/2005
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 12/16/2005 M 40 A $0 5,112.1533(1) D
Common Stock 12/16/2005 M 3,394 A $0 8,506.1533(1) D
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
Restricted Stock Units $0 12/16/2005 J(2) 201 (3) (4) Common Stock 201 (5) 201 D
Restricted Stock Units $0 12/16/2005 F 27 (3) (4) Common Stock 27 (5) 174 D
Restricted Stock Units $0 12/16/2005 M 40 (3) (4) Common Stock 40 (5) 134 D
Restricted Stock Units $0 12/16/2005 F 2,212 (3) (4) Common Stock 2,212 $0 14,604 D
Restricted Stock Units $0 12/16/2005 M 3,394 (3) (4) Common Stock 3,394 $0 11,210 D
Explanation of Responses:
1. Includes shares acquired through participation in Issuer's dividend reinvestment program.
2. On December 16, 2004, Reporting Person was granted 16,816 Restricted Stock Units ("RSUs"). These RSUs earn dividend equivalents ("DEs") each time Issuer pays dividends on its Common Stock, which DEs are payable in either cash or additional RSUs, at the discretion of the Issuer's Compensation Committee. On December 15, 2005, the Issuer's Compensation Committee determined to pay all DEs earned in 2005 on such RSUs in the form of additional RSUs.
3. RSUs vest in three equal annual installments commencing December 16, 2005. Once vested, RSUs are immediately payable in shares of Issuer's Common Stock.
4. N/A
5. Price of derivative security is the "Fair Market Value" (the average of the high and the low price) of the Issuer's Common Stock on each dividend issuance date, i.e., $36.99, $41.83, $38.60 and $44.20 on January 7, 2005, April 7, 2005, July 7, 2005 and October 7, 2005, respectively.
Stephanie Scherr Olson, Attorney-in-Fact for Mark C. Biderman 12/19/2005
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.