0000899243-20-019058.txt : 20200714
0000899243-20-019058.hdr.sgml : 20200714
20200714063056
ACCESSION NUMBER: 0000899243-20-019058
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200710
FILED AS OF DATE: 20200714
DATE AS OF CHANGE: 20200714
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KAUFMAN JOHN S
CENTRAL INDEX KEY: 0001654268
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37506
FILM NUMBER: 201026280
MAIL ADDRESS:
STREET 1: 1902 LONG HILL ROAD
CITY: MILLINGTON
STATE: NJ
ZIP: 07946
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MSB FINANCIAL CORP
CENTRAL INDEX KEY: 0001635261
STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035]
IRS NUMBER: 000000000
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1902 LONG HILL ROAD
CITY: MILLINGTON
STATE: NJ
ZIP: 07946
BUSINESS PHONE: (908) 647-4000
MAIL ADDRESS:
STREET 1: 1902 LONG HILL ROAD
CITY: MILLINGTON
STATE: NJ
ZIP: 07946
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-07-10
1
0001635261
MSB FINANCIAL CORP
MSBF
0001654268
KAUFMAN JOHN S
1902 LONG HILL RD
MILLINGTON
NJ
07946
0
1
0
0
Chief Financial Officer
Common Stock
2020-07-10
4
F
0
401
10.19
D
3243
D
Common Stock
2020-07-10
4
J
0
3243
0.00
D
0
D
Common Stock
2020-07-10
4
J
0
438
0.00
D
0
I
401k plan
Common Stock
2020-07-10
4
J
0
1385
0.00
D
0
I
ESOP
Option- Right to Buy
13.04
2020-07-10
4
D
0
8000
0.00
D
2017-06-07
2026-06-06
Common Stock
8000
0
D
Tax withholding of shares associated with the accelerated vesting of prior restricted stock awards upon a change in control.
Disposed of pursuant to the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Kearny Financial Corp. ("KRNY") and MSB Bancorp Inc. ("MSBF"). At the effective time of the Merger on July 10, 2020 (the "Effective Time"), each share of MSBF common stock issued and outstanding immediately prior to such time was converted into the right to receive either $18.00 per share in cash or 1.3 shares of KRNY common stock, subject to an election and allocation procedure whereby a maximum of 10% of such MSBF shares will be exchanged for cash and the balance will be exchanged for KRNY common stock.
At the Effective Time, pursuant to the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Kearny Financial Corp. and MSB Bancorp Inc., all stock options were cancelled and the reporting person received a cash payment equal to $18.00 per share minus the applicable exercise price of such stock option multiplied by each stock option held.
/s/ John S. Kaufman by Michael A. Shriner as Attorney-in-Fact
2020-07-10