X0303 4 2010-01-19 0000921847 HUDSON CITY BANCORP INC HCBK 0001479442 McCambridge Michael D WEST 80 CENTURY ROAD PARAMUS NJ 07652 0 1 0 0 Senior Vice President Common Stock, par value $0.01 per share 2010-01-19 4 A 0 15000 0 A 17244 D Common Stock, par value $0.01 per share 52351 D Common Stock, par value $0.01 per share 31023 I By ESOP Common Stock, par value $0.01 per share 9370 I By PIB Stock Option (Right to Buy) 13.78 2010-01-19 4 A 0 45000 0 A 2017-01-25 Common Stock 45000 45000 D Stock Option (Right to Buy) 12.76 2016-07-20 Common Stock 100000 100000 D Stock Option (Right to Buy) 12.22 2006-01-13 2014-02-18 Common Stock 64120 64120 D Stock Option (Right to Buy) 12.76 2009-01-20 2016-07-20 Common Stock 50000 50000 D Stock Option (Right to Buy) 11.91 2005-01-13 2014-01-21 Common Stock 32059 32059 D Stock Option (Right to Buy) 5.96 2004-01-13 2013-01-13 Common Stock 12824 12824 D Award to the reporting person of 3,500 shares of common stock 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 and 2,244 shares vested and became directly owned by the reporting person on each of April 20, 2006, 2007, 2008 and 2,245 vested and became directly owned by the reporting person on April 20, 2009. The remaining 2,244 shares will vest and become directly owned by the reporting person on April 20, 2010. On January 23, 2009 the reporting person received an award of Performance Retention Restricted Stock of 15,000 shares of common stock pursuant to the Hudson City Bancorp, Inc. 2006 Stock Incentive Plan (the "Plan"), which the stockholders approved at the Annual Meeting of Stockholders of Hudson City Bancorp, Inc. held on June 8, 2006. The award will vest and become directly owned by the reporting person at a rate of 5,000 shares per year on each of January 23, 2010, 2011 and 2012 based on 1) satisfaction of certain corporate measures during the 2009 fiscal year and 2) certification by the Company's Compensation Committee that the measures were satisfied. The performance criteria for 2009 have been met and on January 19, 2010, certified. Accordingly, 5,000 shares will vest and become directly owned by the reporting person on January 23, 2010. On January 26, 2007, the reporting person received a grant of Performance Stock Options to purchase 45,000 shares of common stock pursuant to the Plan, which the stockholders approved at the Annual Meeting of Stockholders of Hudson City Bancorp, Inc. held on June 8, 2006. The options are to vest on January 26, 2010 based on 1) satisfaction, from January 1, 2007 through December 31, 2009, of certain corporate performance measures and 2) certification by the Company's Compensation Committee that the measures were satisfied. The performance criteria have been met, and on January 19, 2010, certified. Accordingly, 45,000 options will vest and become exercisable by the reporting person on January 26, 2010. Grant to the reporting person of options to buy 100,000 shares of common stock pursuant to the Hudson City Bancorp, Inc. 2006 Stock Incentive Plan, which the stockholders approved at the Annual Meeting of Stockholders of Hudson City Bancorp, Inc. held on June 8, 2006 effective July 21, 2006. 60,000 of such options vested and became exercisable by the reporting person on July 21, 2009. The remaining 40,000 options will vest and become exercisable by the reporting person on July 21, 2011. Shares are held in the reporting person's account in the Hudson City Savings Bank Profit Incentive Bonus Plan. On 1/23/09 the reporting person received a grant of Performance Stock Options to purchase 45,000 shares of common stock at a price per share of $12.03. These options have a 10-yr term ending 1/22/19 (or earlier in certain circumstances) & become exercisable provided the reporting person remains in continuous service through such date & certain corp. measures tied to return on equity & diluted earnings per share are satisfied on or prior to 1/23/12. On 1/25/08, the reporting person received a grant of Performance Stock Options to purchase 50,000 shares of common stock at a price per share of $15.69. These options have a 10-yr term ending 1/24/18 (or earlier in certain circumstances) & become exercisable on 1/25/11, provided that the reporting person remains in continuous service through such date & certain corp. performance measures tied to return on equity & diluted earnings per share have been satisfied. Under applicable SEC regulations, these option grants are reportable in Table Il of Form 4 only if and when the performance conditions have been satisfied. Veronica A. Olszewski, Attorney-in-Fact 2010-01-21