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*
Crowley Michael F

(Last) (First) (Middle)
UNITED FINANCIAL BANCORP, INC.
225 ASYLUM STREET

(Street)
HARTFORD CT 06103

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
United Financial Bancorp, Inc. [ UBNK ]
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)
06/11/2018
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 7,009 I(1) By IRA
Common Stock 06/11/2018 M 27,617 A $8.66 58,357 D(1)(2)(3)(4)(5)(6)(7)
Common Stock 06/11/2018 F 13,800 D $17.33 44,557 D(1)(2)(3)(4)(5)(6)(7)
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
Stock Options $8.66 06/11/2018 X 27,617 06/19/2009 06/19/2018 Common Stock 27,617 $8.66 0 D(8)
Explanation of Responses:
1. Pursuant to the Agreement and Plan of Merger, dated November 14, 2013, each share of United Financial Bancorp, Inc. was exchanged for 1.3472 shares of Rockville Financial, Inc. At legal close, Rockville Financial, Inc. changed its name to United Financial Bancorp, Inc. in connection with the merger of United Financial Bancorp, Inc. into Rockville Financial, Inc.
2. Includes shares of restricted stock which are 100% vested as of April 30, 2014
3. Includes 1,631 shares of Restricted Stock granted pursuant to the United Financial Bancorp, Inc. 2015 Omnibus Stock Incentive Plan and shall vest on the first annual anniversary of the November 22, 2017 grant date.
4. Includes 1,820 shares of Restricted Stock granted pursuant to the Rockville Financial, Inc.'s 2012 Stock Incentive Plan that vested on the first annual anniversary of the June 20, 2014 grant date.
5. Includes 2,209 shares of Restricted Stock granted pursuant to the United Financial Bancorp, Inc. 2015 Omnibus Stock Incentive Plan that vested on the first annual anniversary of the November 18, 2015 grant date.
6. Includes 1,796 shares of Restricted Stock granted pursuant to the United Financial Bancorp, Inc. 2015 Omnibus Stock Incentive Plan that vested on the first annual anniversary November 22, 2016 grant date.
7. Transaction represents exercise of stock appreciation rights (SARs).
8. Options to purchase shares of common stock are 100% vested and also includes an equal number of stock appreciation rights.
Remarks:
/s/ Marliese L. Shaw by POA 06/13/2018
** 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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