X0201 4 2004-02-19 0000921847 HUDSON CITY BANCORP INC HCBK 0001206748 HERMANCE RONALD E JR WEST 80 CENTURY ROAD PARAMUS NJ 07652 1 1 0 0 President & CEO Common Stock, par value $0.01 per share 2004-02-19 4 A 0 30000 0 A 277920 D Common Stock, par value $0.01 per share 423173 D Common Stock, par value $0.01 per share 422938 D Common Stock, par value $0.01 per share 107071 I By PIB Common Stock, par value $0.01 per share 3000 I By Spouse as Custodian Common Stock, par value $0.01 per share 3000 I By Son Common Stock, par value $0.01 per share 9000 I By Spouse Common Stock, par value $0.01 per share 10096 I By ESOP Common Stock, par value $0.01 per share 940 I By IRA Stock Option (Right to Buy) 39.20 2004-02-19 4 A 0 200000 0 A 2014-02-18 Common Stock 200000 200000 D Stock Option (Right to Buy) 6.9375 2010-01-13 Common Stock 751172 751172 D Stock Option (Right to Buy) 10.925 2011-09-12 Common Stock 137600 137600 D Phantom Stock Units 0 Common Stock 19596 19596 D Award to reporting person of 30,000 shares of common stock was made pursuant to the Hudson City Bancorp, Inc. 2000 Recognition and Retention Plan ("RRP"), which the stockholders approved at a Special Meeting of Stockholders of Hudson City Bancorp, Inc. held on January 13, 2000 ("Special Meeting"), effective February 19, 2004. Such award will vest in equal installments, at a rate of 20% per year, on each of April 20, 2006, 2007, 2008, 2009 and 2010. Previous award to reporting person of 6,600 shares of common stock was made pursuant to the RRP, effective September 13, 2001. On April 20, 2002, 1,320 shares vested and became directly owned by the reporting person. The shares awarded were adjusted to reflect a 2-for-1 stock split on June 17, 2002 and on April 20, 2003, 2,640 shares vested. 2,640 shares will vest on each of April 20, 2004, 2005 and 2006. Footnote 1 continues in footnote 2 below. Footnote 1 continues: Previous award to reporting person of 300,000 shares of common stock was made pursuant to the RRP, effective January 13, 2000. On each of April 20, 2001 and 2002, 60,000 shares vested and became directly owned by the reporting person. On April 20, 2003, 120,000 shares, adjusted for the 2-for-1 stock split, vested and became directly owned by the reporting person. An additional 120,000 shares will vest on each of April 20, 2004 and 2005. The reporting person holds the shares through the Hudson City Savings Bank's Profit Incentive Bonus Plan as of December 31, 2003. The spouse of the reporting person holds the shares listed for a minor child under the New Jersey Uniform Transfer to Minors Act. Grant to reporting person of options to buy 200,000 shares of common stock pursuant to the Hudson City Bancorp, Inc. 2000 Stock Option Plan, approved at the Special Meeting, was made by the Board of Directors, effective February 19, 2004. Such options will vest and become exercisable in equal installments, at a rate of 20% per year, on each of January 13, 2006, 2007, 2008, 2009 and 2010. Previous grant to reporting person of options to buy 86,000 shares of common stock pursuant to the Hudson City Bancorp, Inc. 2000 Stock Option Plan, approved at the Special Meeting, was made by the Board of Directors, effective September 13, 2001. Options to buy 17,200 shares vested and became exercisable on January 13, 2002. The options awarded were adjusted to reflect a 2-for-1 stock split on June 17, 2002 and options to buy 34,400 shares of common stock vested and became exercisable on each of January 13, 2003 and 2004. Footnote 5 continues in footnote 6 below. Footnote 5 continues: The unvested options will vest and become exercisable at a rate of options to buy 34,400 shares per year on each of January 13, 2005 and 2006. Previous grant to reporting person of options to buy 650,000 shares of common stock pursuant to the Hudson City Bancorp, Inc. 2000 Stock Option Plan was made by the Board of Directors, effective January 13, 2000. Options to buy 130,000 shares of common stock vested and became exercisable on each of January 13, 2001 and 2002. Adjusted for the 2-for-1 stock split, 260,000 options vested and became exercisable on each of Janaury 13, 2003 and 2004. The 260,000 unvested options options will vest and become exercisable on Janaury 13, 2005. The reporting person is due, upon retirement, the equivalent dollar value of 19,596 shares on December 31, 2003 through the Hudson City Savings Bank ESOP Restoration Plan. Louis J. Beierle, Attorney-in-fact 2004-02-23