0001182489-14-001220.txt : 20141216 0001182489-14-001220.hdr.sgml : 20141216 20141216204704 ACCESSION NUMBER: 0001182489-14-001220 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141215 FILED AS OF DATE: 20141216 DATE AS OF CHANGE: 20141216 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ASTORIA FINANCIAL CORP CENTRAL INDEX KEY: 0000910322 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 113170868 STATE OF INCORPORATION: DE FISCAL YEAR END: 0319 BUSINESS ADDRESS: STREET 1: ONE ASTORIA BANK PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042-1085 BUSINESS PHONE: 5163273000 MAIL ADDRESS: STREET 1: ONE ASTORIA BANK PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042-1085 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Edwards Brian T CENTRAL INDEX KEY: 0001538932 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11967 FILM NUMBER: 141291086 MAIL ADDRESS: STREET 1: ONE ASTORIA FEDERAL PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042 4 1 edgar.xml FORM 4 - X0306 4 2014-12-15 0 0000910322 ASTORIA FINANCIAL CORP AF 0001538932 Edwards Brian T ONE ASTORIA BANK PLAZA LAKE SUCCESS NY 11042 0 1 0 0 Executive Vice President Common Stock 2014-12-15 4 J 0 2846 0 D 0 I RSA Vest Common Stock 2014-12-16 4 F 0 1100 12.7585 D 0 D Common Stock 2014-12-15 4 J 0 1746 12.755 A 42738 D Common Stock 2014-12-15 4 J 0 2102 0 D 2102 I RSA Vest Common Stock 2014-12-16 4 F 0 813 12.7585 D 0 D Common Stock 2014-12-15 4 J 0 1289 12.755 A 44027 D Common Stock 2014-12-15 4 J 0 5550 0 D 5550 I RSA Vest Common Stock 2014-12-16 4 F 0 2145 12.7585 D 0 D Common Stock 2014-12-15 4 J 0 3405 12.755 A 47432 D Common Stock 2014-12-15 4 J 0 2270 0 D 4540 I RSA Vest Common Stock 2014-12-16 4 F 0 877 12.7585 D 0 D Common Stock 2014-12-15 4 J 0 1393 12.755 A 48825 D Common Stock 21801.20 I 401(k) Represents shares held in the Employer Stock Fund of the Astoria Bank 401(k) Plan for the account of Mr. Edwards as of November 21, 2014. Shares are held in the 401(k) Plan Trust. Represents award of restricted stock dated January 31, 2011 pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation (the 2005 Plan). The shares of restricted stock will vest as follows: 2,102 shares on December 14, 2015 or, if earlier, upon the death, Disability or Change in Control (as such terms are defined in the 2005 Plan) or, pursuant to the terms of his employment agreements with the Company and Astoria Bank (the Bank), upon his termination of employment by the Company or the Bank prior to the end of the term of such employment agreements without Cause, as defined therein. Represents award of restricted stock dated January 28, 2013 pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation (the 2005 Plan). The shares of restricted stock will vest as follows: 5,550 shares on December 14, 2015 or, if earlier, upon the death, Disability or Change in Control (as such terms are defined in the 2005 Plan) or, pursuant to the terms of his employment agreements with the Company and Astoria Bank (the Bank), upon his termination of employment by the Company or the Bank prior to the end of the term of such employment agreements without Cause, as defined therein. Represents award of restricted stock dated February 3, 2014 pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation (the 2005 Plan). The shares of restricted stock will vest as follows: 2,270 shares on December 14, 2015, and 2,270 shares on December 14, 2016 or, if earlier, upon the death, Disability or Change in Control (as such terms are defined in the 2005 Plan) or, pursuant to the terms of his employment agreements with the Company and Astoria Bank (the Bank), upon his termination of employment by the Company or the Bank prior to the end of the term of such employment agreements without Cause, as defined therein. Represents 20% vesting of a previous award of restricted stock pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Plan. The restricted stock vested and was distributed on December 15, 2014. The transaction represents a change in the form of beneficial ownership from indirect to direct. Represents one-third vesting of a previous award of restricted stock pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Plan. The restricted stock vested and was distributed on December 15, 2014. The transaction represents a change in the form of beneficial ownership from indirect to direct. In accordance with a Rule 10b5-1 Sales Plan, shares were sold for taxes at vest. Represents value of restricted stock at time of vesting and is the value of services rendered by the Reporting Person to the Issuer. This transaction was executed in multiple trades at prices ranging from $12.70 to $12.90. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. Brian T. Edwards by Yvonne Schade, attorney-in-fact 2014-12-16