0001567619-19-008061.txt : 20190401 0001567619-19-008061.hdr.sgml : 20190401 20190401185244 ACCESSION NUMBER: 0001567619-19-008061 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190401 FILED AS OF DATE: 20190401 DATE AS OF CHANGE: 20190401 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Parent William M CENTRAL INDEX KEY: 0001429021 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36551 FILM NUMBER: 19722275 MAIL ADDRESS: STREET 1: C/O GRAIL INVESTMENT CORP. STREET 2: 767 THIRD AVENUE, 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Blue Hills Bancorp, Inc. CENTRAL INDEX KEY: 0001601545 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1196 RIVER STREET CITY: HYDE PARK STATE: MA ZIP: 02136 BUSINESS PHONE: 617-360-6520 MAIL ADDRESS: STREET 1: 1196 RIVER STREET CITY: HYDE PARK STATE: MA ZIP: 02136 4 1 doc1.xml FORM 4 X0306 4 2019-04-01 1 0001601545 Blue Hills Bancorp, Inc. BHBK 0001429021 Parent William M 500 RIVER RIDGE DRIVE SUITE 300 NORWOOD ME 02062 1 1 0 0 President & CEO Common Stock 2019-04-01 4 F 0 35560 23.90 D 233870 D Common Stock 2019-04-01 4 J 0 233870 D 0 D Common Stock 2019-04-01 4 J 0 3650 D 0 I By IRA Common Stock 2019-04-01 4 J 0 16823 D 0 I By 401(k) Common Stock 2019-04-01 4 J 0 5705 D 0 I By ESOP Option (right to buy) 14.07 2019-04-01 4 J 0 130000 D 2025-10-07 Common Stock 130000 0 D Each share of Issuer common stock was converted into and became exchangeable for the right to receive (i) $5.25 in cash and (ii) 0.2308 shares of Independent Bank Corp. ("Buyer") common stock. Each option to purchase Issuer common stock, whether vested or unvested, automatically converted to the right to receive a cash payment equal to (i) the number of shares of Issuer common stock provided for in such option and (ii) the excess, if any, of $26.25 over the exercise price per share of Issuer common stock provided for in such option, which cash payment shall be made without interest and shall be net of all applicable withholding taxes. All unvested shares of restricted stock automatically vest in full at the Effective Time (as defined in the Agreement and Plan of Merger dated September 20, 2018, by and among Buyer, Rockland Trust Company, the Issuer, and Blue Hills Bank, to the extent not previously forfeited, and shall be considered outstanding shares of common stock entitled to receive the Merger Consideration. Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended. /s/ Jeffrey Cass, pursuant to power of attorney 2019-04-01