X0202 4 2006-01-23 0000921847 HUDSON CITY BANCORP INC HCBK 0001206748 HERMANCE RONALD E JR WEST 80 CENTURY ROAD PARAMUS NJ 07652 1 1 0 0 Chairman, President & CEO Common Stock, par value $0.01 per share 2006-01-23 4 M 0 29344 3.40 A 557407 D Common Stock, par value $0.01 per share 2006-01-23 4 P 0 4000 12.27 A 13618 I By Spouse as Custodian Common Stock, par value $0.01 per share 357529 I By PIB Common Stock, par value $0.01 per share 2110454 I BY GRAT Common Stock, par value $0.01 per share 104643 D Common Stock, par value $0.01 per share 28854 I By Spouse Common Stock, par value $0.01 per share 39459 I By ESOP Common Stock, par value $0.01 per share 3013 I By IRA Stk Optn (Right to Buy) 3.40 2006-01-23 4 M 0 29344 0 D 2011-09-12 Common Stock 29344 411801 D Phantom Stock Units 0 2005-12-31 4 A 0 25030 0 A Common Stock 25030 103942 D Stk Optn (Right to Buy) 2.16 2001-01-13 2010-01-13 Common Stock 2362046 2362046 D Stk Optn (Right to Buy) 12.22 2014-02-18 Common Stock 641199 641199 D On June 7, 2005, the common stock of Hudson City Bancorp, Inc. split 3.206-for-1, resulting in the reporting person's acquisition of 2.206 additional shares of common stock for each share owned as of June 6, 2005 less fractional shares cashed-out. The number of shares and stock options reported have been adjusted to reflect the 3.206-for-1 stock split. 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. The shares awarded were adjusted to reflect a 3.206-for-1 stock split on June 7, 2005. Such award will vest at a rate of 20% per year on each of April 20, 2006, 2007, 2008, 2009 and 2010. (Footnote 2 continues in Footnote 3.) 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 each of April 20, 2003, 2004 and 2005, 2,640 shares vested and became directly owned by the reporting person. The shares awarded were adjusted to reflect a 3.206-for-1 stock split on June 7, 2005 and 8,463 shares will vest on April 20, 2006. The reporting person holds the shares through the Hudson City Savings Bank's Profit Incentive Bonus Plan at December 31, 2005. 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 effective February 19, 2004. The options awarded and the exercise price of those options were adjusted to reflect a 3.206-for-1 stock split on June 7, 2005 and 128,240 options vested and became exercisable on January 13, 2006. Options to buy 128,240 will vest and become exercisable on each of January 13, 2007, 2008, 2009 and 2010. (Footnote 6 continues in Footnote 7) 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 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, 2004 and 2005. The options awarded were adjusted to reflect a 3.206-for-1 stock split on June 7, 2005, and 110,286 options vested and became exercisable on January 13, 2006. The reporting person is due, upon retirement, the equivalent dollar value of 103,942 shares on December 31, 2005 through the Hudson City Savings Bank ESOP Restoration Plan. The shares reported are held in a grantor retained annuity trust for the benefit of the reporting person's spouse and children. The reporting person is the grantor. The reporting person's spouse serves as trustee. The reporting person no longer has a reportable beneficial interest in 9,618 shares of HCBK common stock owned by his son that were included in the reporting person's prior ownership reports. Louis J. Beierle, Attorney-in-fact 2006-01-24