X0303 4 2010-01-19 0000921847 HUDSON CITY BANCORP INC HCBK 0001206760 OLSZEWSKI VERONICA A 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 18750 0 A 21956 D Common Stock, par value $0.01 per share 185792 D Common Stock, par value $0.01 per share 47040 I By ESOP Common Stock, par value $0.01 per share 18389 I By PIB Stock Option (Right to Buy) 13.78 2010-01-19 4 A 0 67500 0 A 2017-01-25 Common Stock 67500 67500 D Stock Option (Right to Buy) 12.76 2009-01-20 2016-07-20 Common Stock 75000 75000 D Stock Option (Right to Buy) 12.22 2006-01-13 2014-02-18 Common Stock 128240 128240 D Stock Option (Right to Buy) 12.76 2016-07-20 Common Stock 150000 150000 D Award to the reporting person of 5,000 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 3,206 shares vested and became directly owned by the reporting person on each of April 20, 2006, 2007, 2008, and 2009. The remaining 3,206 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 18,750 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 6,250 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, 6,250 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 67,500 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, 67,500 options will vest and become exercisable by the reporting person on January 26, 2010. Grant to the reporting person of options to purchase 150,000 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, was effective July 21, 2006. 90,000 of such options vested and became exercisable by the reporting person on July 21, 2009. The remaining 60,000 will vest and become exercisable by the reporting person on July 21, 2011. The reporting person holds the shares through the Hudson City Savings Bank's Profit Incentive Bonus Plan. On 1/23/09 the reporting person received a grant of Performance Stock Options to purchase 67,500 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 75,000 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