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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Nigro Thomas (Last) (First) (Middle) C/O STATE BANCORP, INC. 2 JERICHO PLAZA (Street) JERICHO NY 11753 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol STATE BANCORP INC [ STBC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Director of Retail Banking
	3. Date of Earliest Transaction (Month/Day/Year) 07/28/2011
	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
State Bancorp, Inc. Common Stock	07/28/2011		F		303(1)	D	$13.12	10,076(2)(3)(4)(5)	D
State Bancorp, Inc. Common Stock								2,297.4597	I	Through ESOP
State Bancorp, Inc. Common Stock								793.1993(6)	D

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

Explanation of Responses:

1. Amount of shares applied with issuer's approval as payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. Original 2,500 shares of restricted stock were granted to Mr. Nigro in 2008 as stock based compensation under the 2006 Equity Compensation Plan and will vest over a five year period; one-third to vest on July 28, 2011, one-third to vest on July 28, 2012 and the remainder to vest on July 28, 2013. To date, 834 shares have vested.

2. Total includes 3,879 shares of restricted stock granted as part of Mr. Nigro's 2010 incentive compensation. Shares are granted under the Company's 2006 Equity Compensation Plan and will vest over a five year period; one-third to vest on March 10, 2014, one-third to vest on March 10, 2015 and the remainder to vest on March 10, 2016.

3. Total includes 2,000 shares of restricted stock granted to Mr. Nigro as part of his 2009 incentive compensation. Shares are granted under the Company's 2006 Equity Compenstion Plan and will vest over a five year period; one-third to vest on April 2, 2013, one-third to vest on April 2, 2014 and the remainder to vest on April 2, 2015. To date, zero shares have vested.

4. Total includes 2,000 shares of restricted stock granted to Mr. Nigro as part of his 2008 incentive compensation package. Shares are granted under the Company's 2006 Equity Compensation Plan and will vest over a five year period; one-third to vest on March 25, 2012, one-third to vest on March 25, 2013 and the remainder to vest on March 25, 2014. To date, zero shares have vested.

5. Total includes 2,500 shares of restricted stock granted to Mr. Nigro in 2008 as stock based compensation under the 2006 Equity Compensation Plan and will vest over a five year period; one-third to vest on July 28, 2011, one-third to vest on July 28, 2012 and the remainder to vest on July 28, 2013. To date, 834 shares have vested, of which 303 shares were applied with issuer's approval as payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3.

6. Through Company 401(K) Matching Program.

	Thomas L. Nigro	08/03/2011
	** 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).
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