Jeffrey D. Kellogg - Jan 1, 2023 Form 4 Insider Report for PCSB Financial Corp (PCSB)

Role
Director
Signature
/s/ Victor L. Cangelosi, pursuant to Power of Attorney
Stock symbol
PCSB
Transactions as of
Jan 1, 2023
Transactions value $
$0
Form type
4
Date filed
1/4/2023, 01:35 PM
Previous filing
Dec 20, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PCSB Common Stock Disposed to Issuer -29K -100% 0 Jan 1, 2023 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PCSB Stock Options Disposed to Issuer -44.7K -100% 0 Jan 1, 2023 Common Stock 44.7K $18.27 Direct F2
transaction PCSB Phantom Stock Disposed to Issuer -3.19K -100% 0 Jan 1, 2023 Common Stock 3.19K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Jeffrey D. Kellogg is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to a merger agreement between the Issuer and Brookline Bancorp, Inc., each share of Issuer common stock was converted into and became exchangeable for the right to receive, at the election of the holder, either (i) $22.00 in cash or (ii) 1.3284 shares of Brookline Bancorp, Inc. common stock.
F2 Each option to purchase Issuer common stock, whether vested or unvested, automatically converted to the right to receive a cash payment equal to (i) the number of shares of Issuer common stock provided for in such option multiplied by (ii) the excess, if any, of $22.00 over the exercise price per share of Issuer common stock provided for in such option, which cash payment was made without interest and net of all applicable withholding taxes.
F3 Each share of phantom stock is the economic equivalent of one share of common stock and becomes payable upon the reporting person's termination of service as a director in accordance with footnote 1 above.