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*
GEMMILL ELIZABETH H

(Last) (First) (Middle)
1818 MARKET STREET

(Street)
PHILADELPHIA PA 19103

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Beneficial Bancorp Inc. [ BNCL ]
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)
06/08/2018
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 06/08/2018 M 1,150 A $10.78 117,734 D
Common Stock 06/08/2018 S(1) 1,150 D $17 116,584 D
Common Stock 330 I Restricted Stock VII(2)
Common Stock 22,037 I Restricted Stock X(3)
Common Stock 2,410 I Restricted Stock XIII(4)
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 Option (Right to Buy) $10.78 06/08/2018 M 1,150 (5) 08/06/2018 Common Stock 1,150 $0.0000 15,553 D
Stock Option (Right to Buy) $7.59 (5) 03/09/2019 Common Stock 5,499 5,499 D
Stock Option (Right to Buy) $7.62 (5) 05/27/2021 Common Stock 5,499 5,499 D
Stock Option (Right to Buy) $8.3 (5) 03/23/2022 Common Stock 10,999 10,999 D
Stock Option (Right to Buy) $8.4 (5) 01/17/2023 Common Stock 10,999 10,999 D
Stock Option (Right to Buy) $8.82 (5) 03/05/2020 Common Stock 5,499 5,499 D
Stock Option (Right to Buy) $10.77 (6) 02/20/2024 Common Stock 13,748 13,748 D
Explanation of Responses:
1. This Form 4 reflects the sale of shares pursuant to a Board-approved Rule 10b5-1 trading plan.
2. Shares of restricted stock vest in 5 equal annual installments with the first 20% vesting on February 20, 2015, the first anniversary of the date of the award.
3. Shares of restricted stock vest in 3 installments with the first 33 1/3% vesting on June 9, 2017, the first anniversary of the date of the award, and the second and third installments vesting on January 9, 2018 and January 9, 2019, respectively.
4. Shares of restricted stock will fully vest on January 25, 2019.
5. Stock options are fully vested and exercisable.
6. 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.
/s/ Amy J. Hannigan, Power of Attorney 06/11/2018
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.