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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Regional Management Corp. [ RM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/10/2013 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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, par value $0.10 per share | 12/10/2013 | M | 4,000 | A | $15 | 1,148,622 | I | See footnotes(1)(4) | ||
Common Stock, par value $0.10 per share | 12/10/2013 | S | 1,148,622 | D | $29.605(2) | 0 | I | See footnotes(1)(4) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Stock Option (right to buy) | $15 | 12/10/2013 | M | 4,000 | (5) | 03/27/2022 | Common Stock | 4,000 | $0.00 | 16,000 | I | See footnotes(3)(4) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Includes 1,139,240 shares of common stock of Regional Management Corp. (the "Issuer") held directly by Palladium Equity Partners III, L.P. and 4,691 shares of common stock held by each of David Perez and Erik A. Scott as nominee holders on behalf of Palladium Equity Partners III, L.P. |
2. This amount represents the $31.00 public offering price per share of the common stock of the Issuer less the underwriting discount of $1.395 per share. |
3. These securities are held by David Perez and Erik A. Scott as nominee holders on behalf of Palladium Equity Partners III, L.P. |
4. The general partner of Palladium Equity Partners III, L.P. is Palladium Equity Partners III, L.L.C. Marcos A. Rodriguez is the managing member of Palladium Equity Partners III, L.L.C. Mr. Perez is a Managing Director of Palladium Equity Partners III, L.P. Mr. Scott is a Managing Director of Palladium Equity Partners III, L.P. |
5. The option vests in five equal annual installments beginning on March 27, 2013. |
Remarks: |
David Perez and Erik A. Scott serve on the board of directors of the Issuer as representatives of the Reporting Persons. Mr. Perez is chairman of the board of directors of the Issuer and a Managing Director of Palladium Equity Partners III, L.P. Mr. Scott is a member of the board of directors of the Issuer and a Managing Director of Palladium Equity Partners III, L.P. Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, the Reporting Persons state that this filing shall not be an admission that the Reporting Persons are the beneficial owners of any of the securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of the Reporting Persons' pecuniary interest therein. |
Palladium Equity Partners III, L.P.: By Palladium Equity Partners III, L.L.C., its general partner, By: /s/ Erik A. Scott Name: Erik A. Scott Title: Attorney-in-Fact for Marcos A. Rodriguez, Managing Member, | 12/12/2013 | |
Palladium Equity Partners III, L.L.C. By: Erik A. Scott Name: Erik A. Scott Title: Attorney-in-Fact for Marcos A. Rodriguez, Managing Member | 12/12/2013 | |
Marcos A. Rodriguez: By: /s/ Erik A. Scott Name: Erik A. Scott, Title: Attorney-in-Fact for Marcos A. Rodriguez | 12/12/2013 | |
** 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. |