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*
SIDHU JAY S

(Last) (First) (Middle)
1015 PENN AVENUE, SUITE 103

(Street)
WYOMISSING PA 19610

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Customers Bancorp, Inc. [ CUBI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman & CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2015
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
Restricted Stock Units (Common Stock) 01/27/2016 F(3) 428 D $25.7 130,295 D
Common Stock 355,363 D
Restricted Stock Units (Class B Non-Voting Common Stock) 232,804 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
Employee Stock Options (right to buy) $23.36 08/26/2020 08/26/2025 Common Stock 310,000 310,000(4) D
Employee Stock Options (right to buy) $15.23 05/21/2018 05/21/2023 Common Stock 679,701 679,701(1) D
Warrants $9.55 06/30/2009 06/30/2016 Common Stock 215,156 215,156 D
Warrants $9.55 09/30/2009 09/30/2016 Common Stock 24,080 24,080 D
Warrants $9.55 11/13/2009 11/13/2016 Common Stock 66,695 66,695 D
Employee Stock Options (right to buy) $8.86 04/06/2015 04/06/2020 Common Stock 493,629 493,629(1) D
Employee Stock Options (right to buy) $8.55 07/14/2015 07/14/2020 Common Stock 12,834 12,834(1) D
Employee Stock Options (right to buy) $10.91 12/28/2015 12/28/2020 Common Stock 81,864 81,864(1) D
Employee Stock Options (right to buy) $10.91 01/31/2016 01/31/2021 Common Stock 84,105 84,105(1) D
Employee Stock Options (right to buy) $10.91 02/28/2016 02/28/2021 Common Stock 36,869 36,869(1) D
Employee Stock Options (right to buy) $10.91 03/07/2016 03/07/2021 Common Stock 29,514 29,514(1) D
Employee Stock Options (right to buy) $12 09/17/2016 09/17/2021 Class B Non-Voting Common Stock 68,639 68,639(2) D
Employee Stock Options (right to buy) $12 09/30/2016 09/30/2021 Class B Non-Voting Common Stock 108,334 108,334(2) D
Employee Stock Options (right to buy) $12.73 09/20/2017 09/20/2022 Common Stock 782,300 782,300(1) D
Explanation of Responses:
1. Under the terms of the Customers Bancorp, Inc. 2010 Stock Option Plan, these Stock Options will vest and become exercisable on the fifth anniversary of date of grant, subject to a 50% increase in the trading price of the company's voting common stock on the NASDAQ Global Select Market (or other national stock market or securities quotation system).
2. Under the terms of the Customers Bancorp, Inc. 2010 Stock Option Plan, these Stock Options will vest and become exercisable on the fifth anniversary of date of grant, subject to a 50% increase in the Fully Diluted Tangible Book Value (as defined and determined in accordance with the 2010 Stock Option Plan) of the company.
3. Shares withheld for taxes upon vesting of previously issued restricted stock award.
4. Under the terms of the Customers Bancorp, Inc. 2010 Stock Option Plan, these Stock Options will vest and become exercisable on the fifth anniversary of the date of grant, subject to either (i) total shareholder returns over the vesting period of at least 50%, or (ii) compound annual growth in diluted EPS for the company of at least 10% over the vesting period.
Remarks:
/s/ Jay S. Sidhu by Glenn A. Yeager under Power of Attorney 01/29/2016
** 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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