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*
Kilroy Lillian S.

(Last) (First) (Middle)
114 EAST LEXINGTON STREET

(Street)
BALTIMORE MD 21202

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PROVIDENT BANKSHARES CORP [ (PBKS) ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
05/23/2009
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 05/23/2009 D 1,482 D (1) 0.0000 D
Common Stock 05/23/2009 D 553.828 D (2) 0.0000 I By 401(k)
Common Stock 05/23/2009 D 551.4058 D (3) 0.0000 I By DRIP
Common Stock 05/23/2009 D 226 D (4) 0.0000 I By Stock Award II
Common Stock 05/23/2009 D 434 D (5) 0.0000 I By Stock Award III
Common Stock 05/23/2009 D 4,318 D (6) 0.0000 I By Stock Award IV
Common Stock 05/23/2009 D 2,216 D (7) 0.0000 I By Stock Award V
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
Non-Qualified Stock Option (right to buy) $18.19 05/23/2009 D 5,615 10/20/2000(8) 10/20/2009 Common Stock 5,615 $0 0 D
Non-Qualified Stock Option (right to buy) $13.15 05/23/2009 D 3,350 06/21/2001(9) 06/21/2010 Common Stock 3,350 $0 0 D
Non-Qualified Stock Option (right to buy) $24.68 05/23/2009 D 5,000 01/16/2003(10) 01/16/2012 Common Stock 5,000 $0 0 D
Non-Qualified Stock Option (right to buy) $33.66 05/23/2009 D 6,000 02/16/2006(11) 02/16/2013 Common Stock 6,000 $0 0 D
Non-Qualified Stock Option (right to buy) $23.51 05/23/2009 D 7,000 02/19/2004(12) 02/19/2013 Common Stock 7,000 $0 0 D
Non-Qualified Stock Options (right to buy) $36 05/23/2009 D 4,786 02/15/2007(13) 02/15/2014 Common Stock 4,786 $0 0 D
Non-Qualified Stock Options (right-to-buy) $32.22 05/23/2009 D 7,000 02/18/2004(14) 02/18/2014 Common Stock 7,000 $0 0 D
Stock Options (right to buy) $35.7 05/23/2009 D 5,688 02/21/2008(15) 02/21/2015 Common Stock 5,688 $0 0 D
Stock Options (right to buy) $17.37 05/23/2009 D 16,000 02/20/2009(16) 02/20/2016 Common Stock 16,000 $0 0 D
Stock Options (right to buy) $5.5 05/23/2009 D 7,500 07/16/2009(17) 07/16/2016 Common Stock 7,500 $0 0 D
Stock Options (right to buy) $7.04 05/23/2009 D 15,895 08/20/2009(18) 08/20/2016 Common Stock 15,895 $0 0 D
Explanation of Responses:
1. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 254 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
2. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 95 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
3. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 94 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
4. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 38 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
5. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 74 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
6. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 741 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
7. Disposed of pursuant to merger agreement between issuer and M&T Bank Corporation in exchange for 380 shares of M&T Bank Corporation common stock having a market value of $46.73 per share on the closing date of the merger.
8. This option, which was fully vested and exercisable, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 963 shares of M&T Bank Corporation common stock for $105.99 per share.
9. This option, which was fully vested and exercisable, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 574 shares of M&T Bank Corporation common stock for $76.62 per share.
10. This option, which was fully vested and exercisable, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 858 shares of M&T Bank Corporation common stock for $143.80 per share.
11. This option, which was fully vested and exercisable, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 1,029 shares of M&T Bank Corporation common stock for $196.13 per share.
12. This option, which was fully vested and exercisable, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 1,201 shares of M&T Bank Corporation common stock for $136.98 per share.
13. This option, which provided for vesting in four annual installments commencing on February 15, 2007, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 821 shares of M&T Bank Corporation common stock for $209.76 per share.
14. This option, which was fully vested and exercisable, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 1,201 shares of M&T Bank Corporation common stock for $187.73 per share.
15. This option, which provided for vesting in four annual installments commencing on February 21, 2008, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 976 shares of M&T Bank Corporation common stock for $208.01 per share.
16. This option, which provided for vesting in four annual installments commencing on February 20, 2009, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 2,746 shares of M&T Bank Corporation common stock for $101.21 per share.
17. This option, which provided for vesting in four annual installments commencing July 16, 2009, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 1,287 shares of M&T Bank Corporation common stock for $32.05 per share.
18. This option, which provided for vesting in four annual installments commencing on August 20, 2009, was assumed by M&T Bank Corporation in the merger and replaced with an option to purchase 2,727 shares of M&T Bank Corporation common stock for $41.02 per share.
Remarks:
By: Robert L. Davis, Power of Attorney 05/23/2009
** 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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