X0306 4 2016-01-28 0001615418 Beneficial Bancorp Inc. BNCL 0001396640 Cuddy Gerard P 1818 MARKET STREET PHILADELPHIA PA 19103 1 1 President & CEO Common Stock 2016-01-28 4 A 0 35000.0000 0.0000 A 35000.0000 I Restricted Stock IX Common Stock 34322.0000 D Common Stock 23185.0000 I By IRA Common Stock 24721.0000 I By KSOP Common Stock 8249.0000 I Performance Award Common Stock 16498.0000 I Performance Award II Common Stock 8249.0000 I Restricted Stock II Common Stock 2200.0000 I Restricted Stock IV Common Stock 8800.0000 I Restricted Stock V Common Stock 8800.0000 I Restricted Stock VI Common Stock 21998.0000 I Restricted Stock VII Common Stock 31000.0000 I Restricted Stock VIII Stock Option (Right to Buy) 8.4000 2023-01-17 Common Stock 82492.0000 82492.0000 D Stock Option (Right to Buy) 11.4100 2025-02-06 Common Stock 47541.0000 47541.0000 D Stock Option (Right to Buy) 10.7700 2024-02-20 Common Stock 82492.0000 82492.0000 D Stock Option (Right to Buy) 8.8200 2020-03-05 Common Stock 16498.0000 16498.0000 D Stock Option (Right to Buy) 7.5900 2019-03-09 Common Stock 16498.0000 16498.0000 D Stock Option (Right to Buy) 8.3000 2022-03-23 Common Stock 82492.0000 82492.0000 D Stock Option (Right to Buy) 7.6200 2021-05-27 Common Stock 32997.0000 32997.0000 D Stock Option (Right to Buy) 10.7800 2018-08-06 Common Stock 219980.0000 219980.0000 D These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on January 28, 2019, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award. This form reflects an increase in beneficial ownership resulting from an exempt acquisition pursuant to Rule 16b-3(c). The award represents shares of restricted stock which vest accordingly: if during the performance measurement period (beginning with the 12 months ended December 31, 2010 and ending with the 12 months ended December 31, 2014), the Company achieves a rate of return on average assets ("ROAA") of not less than 1% during any of those 12-month periods, then shares will begin to vest in 5 equal annual installments commencing on March 31, 2012. However, if the Company does not achieve an ROAA of not less than 1% by December 31, 2015, the performance requirement for vesting purposes will be that the Company must be ranked in the top quartile of the SNL index of thrifts nationwide with assets between $1 billion and $10 billion based on ROAA (the "SNL Index") for the 2014 fiscal year. In the event the Company is not in the top quartile of the SNL Index based on upon the Company's fiscal 2015 financial performance, then all shares subject to this award will be forfeited. The award represents shares of restricted stock which vest accordingly: if during the performance measurement period (beginning with the 12 months ended December 31, 2011 and ending with the 12 months ended December 31, 2015), the Company achieves a rate of return on average assets ("ROAA") of not less than 1% during any of those 12-month periods, then shares will begin to vest in 5 equal annual installments commencing on May 27, 2013. However, if the Company does not achieve an ROAA of not less than 1% by December 31, 2016, the performance requirement for vesting purposes will be that the Company must be ranked in the top quartile of the SNL index of thrifts nationwide with assets between $1 billion and $10 billion based on ROAA (the "SNL Index") for the 2015 fiscal year. In the event the Company is not in the top quartile of the SNL Index based on upon the Company's fiscal 2016 financial performance, then all shares subject to this award will be forfeited. These restricted shares vest according to the following vesting schedules: (1) 7,500 shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, which was March 9, 2009; 60% of the shares vest on the third anniversary of the award; and thereafter 20% of the shares each vest on the fourth and fifth anniversaries of the award; and (2) 7,500 shares will vest if certain specified performance requirements are met during the performance measurement period beginning on December 31, 2010 and ending on December 31, 2014. Shares of restricted stock vest at a rate of 60% commencing on May 27, 2014, the third anniversary of the date of the award, 20% vests on May 27, 2015, and the remaining 20% vests on May 27, 2016. These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on March 23, 2015, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award. These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on January 17, 2016, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award. These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on February 20, 2017, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award. These restricted shares are subject to a three-year cliff vesting schedule whereby no shares vest on the first and second anniversaries of the award, 60% of the shares vest on February 06, 2018, the third anniversary of the award, and thereafter, 20% of the shares each vest on the fourth and fifth anniversaries of the award. Stock options vest in 5 equal annual installments with the first 20% vesting on January 17, 2014, the first anniversary of the date of the grant. Stock options vest in 5 equal annual installments with the first 20% vesting on February 6, 2016, the first anniversary of the date of the grant. Stock options vest in 5 equal annual installments with the first 20% vesting on February 20, 2015, the first anniversary of the date of the grant. Stock options are fully vested and exercisable. Stock options vest in 5 equal annual installments with the first 20% vesting on March 23, 2013, the first anniversary of the date of the grant. Stock options vest in 5 equal annual installments with the first 20% vesting on May 27, 2012, the first anniversary of the date of the grant. /s/ Amy J. Hannigan, Power of Attorney 2016-02-01