X0303 5 2009-12-31 0 0 0 0000093451 STERLING BANCORP stl 0001327439 Fredston Dale C 650 FIFTH AVENUE 4TH FLOOR NEW YORK NY 10019 0 1 0 0 SVP & Corporate Secretary Non-qualified Stock Option (right to buy) 26.94 2005-12-19 2011-03-22 Common Stock 3150 3150 D Non-qualified Stock Option (right to buy) 17.99 2012-03-15 2017-03-15 Common Stock 10000 10000 D On December 18, 2005 the Board of Directors voted to accelerate the vesting and exercisability of any outstanding and unexercisable non-qualified stock options granted to officers on March 22, 2005 effective as of December 19, 2005; provided, however, that transfer of shares acquired by such exercise is restricted until the date that the option would have been exercisable prior to such change. Such restrictions on transfer will expire as to 10% of the grant on the first anniversary of the date of grant, an additional 15% of the grant on the second anniversary of the date of grant, an additional 25% of the grant on the third anniversary of the date of grant and the remaining 50% of the grant on the fourth anniversary date of the grant. Non-qualified options become exercisable commencing on the fifth anniversary of the grant for a term of 10 years from grant date(first exercisable date listed.) Dale C. Fredston 2010-01-20