0001127602-11-016913.txt : 20110519 0001127602-11-016913.hdr.sgml : 20110519 20110519103910 ACCESSION NUMBER: 0001127602-11-016913 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110517 FILED AS OF DATE: 20110519 DATE AS OF CHANGE: 20110519 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SUSQUEHANNA BANCSHARES INC CENTRAL INDEX KEY: 0000700863 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 232201716 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 26 N CEDAR ST CITY: LITITZ STATE: PA ZIP: 17543 BUSINESS PHONE: 7176264721 MAIL ADDRESS: STREET 1: PO BOX 1000 STREET 2: 26 NORTH CEDAR ST CITY: LITITZ STATE: PA ZIP: 17543 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: QUICK MICHAEL M CENTRAL INDEX KEY: 0001183477 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33872 FILM NUMBER: 11856759 MAIL ADDRESS: STREET 1: SUSQUEHANNA PATRIOT BANK STREET 2: 8000 SAGEMORE DR., STE 8101 CITY: MARLTON STATE: NJ ZIP: 08053 4 1 form4.xml PRIMARY DOCUMENT X0303 4 2011-05-17 0000700863 SUSQUEHANNA BANCSHARES INC SUSQ 0001183477 QUICK MICHAEL M SUSQUEHANNA BANCSHARES, INC. 26 N. CEDAR STREET LITITZ PA 17543 1 EVP and Group Executive Restricted Stock Units 2011-05-17 4 A 0 25000 0 A Common Stock 25000 25000 D Each restricted stock unit represents a contingent right to receive one share of Susquehanna Bancshares, Inc. common stock. Grant made based on the terms of the Susquehanna Bancshares, Inc. 2011 Long-Term Incentive Plan, pursuant to the Susquehanna Bancshares, Inc. Amended and Restated 2005 Equity Compensation Plan. The restricted stock units vest in full on the first to occur of the following events provided that Mr. Quick continues to be employed by, or provide service to, Susquehanna Bancshares, Inc.: (i) the third anniversary of the date of grant, (ii)death, (iii) disability, (iv) the effective date of a change in control event, (v) Mr. Quick's Early or Normal Retirement (as defined by the Susquehanna Bancshares, Inc. Cash Balance Pension Plan), or (vi) the date determined in accordance with certain terms and conditions set forth in Mr. Quick's employment agreement, which may provide for certain accelerated vesting provisions. Mr. Quick has agreed not to sell or otherwise transfer any vested shares received with respect to these restricted stock units for a period of one year following the date any such shares are issued to Mr. Quick. /s/ Abram G. Koser, attorney-in-fact for Michael M. Quick 2011-05-19 EX-24 2 doc1.txt P.O.A. FOR MICHAEL M. QUICK POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Abram G. Koser, Lisa M. Cavage, and Catherine M. Bush, officers of Susquehanna Bancshares, Inc., signing singly, the undersigned's true and lawful attorney-in-fact to: (1)execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Susquehanna Bancshares, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder; (2)do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form(s) with the United States Securities and Exchange Commission and any exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney- in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's sole discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934 ("Section 16"), and neither such attorney-in-fact, nor the Company, shall bear any liability for acting or failing to act in respect of the undersigned's obligations under Section 16. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys- in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20 day of July 2005. BY: /s/ Michael M. Quick