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*
ROSE JOHN W

(Last) (First) (Middle)
511 ANDERWOOD DRIVE

(Street)
HERMITAGE PA 16148

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
White River Capital Inc [ RVR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/14/2013
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 02/14/2013 D 136,862(1)(2) D $21.93(1) 0 D
Common Stock 02/14/2013 D 35,000(1) D $21.93(1) 0 I Holdings of Rose/Harnett Family Foundation with the Shenango Valley Foundation(3)
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
Explanation of Responses:
1. Each share was cancelled pursuant to the terms of the Agreement and Plan of Merger dated November 15, 2012 by and among White River Capital, Inc. ("White River"), Coastal Credit Holdings, Inc., and Coastal Credit Merger Sub, Inc. ("Merger Sub") (the "Merger Agreement") in exchange for a cash payment equal to the per share merger consideration ($21.93), as may be adjusted pursuant to the terms of the Merger Agreement.
2. Amount includes 909 shares of restricted stock previously granted to Mr. Rose under the White River Capital, Inc. 2005 Stock Incentive Plan, which vested in full and were converted into the merger consideration as of February 14, 2013, the closing date of the merger between White River and Merger Sub.
3. Shares held by the Rose/Harnett Family Foundation with the Shenango Valley Foundation, an affiliate of the Community Foundation of Western PA and Eastern OH (the "Foundation"). The Foundation agreed to cause such shares to be voted at any meeting of the shareholders of White River Capital, Inc. ("White River") occurring in the six months after the date of transfer in the manner consistent with the recommendation of White River's board of directors. Accordingly, the reported shares owned by the Foundation may be regarded as being beneficially owned by Mr. Rose.
Remarks:
/s/ Martin J. Szumski as attorney-in-fact for John W. Rose 02/14/2013
** 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).
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