William E. Whiston - 31 Jan 2022 Form 4 Insider Report for STERLING BANCORP

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 31 Jan 2022
Net transaction value: $0
SEC form: 4
Accepted by SEC: 02 Feb 2022, 20:46:35 UTC
Next SEC filing: 02 May 2022
Source filing: View source filing
Reporting owner signature: /s/ William E. Whiston

Key filing fact

William E. Whiston filed Form 4 for STERLING BANCORP on 02 Feb 2022.

Key facts

This page summarizes William E. Whiston's Form 4 filing for STERLING BANCORP.
2 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 02 Feb 2022, 20:46.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

STL transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -3,433
Change %: -100%
Price
Shares after: 0
Date: 31 Jan 2022
Ownership: Direct
Footnotes: F1, F2, F3

STL transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -28,438
Change %: -100%
Price
Shares after: 0
Date: 31 Jan 2022
Ownership: Held Jointly with Spouse
Footnotes: F4, F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

William E. Whiston is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 5 footnotes

Footnote F1

Consists of 3,433 restricted stock awards of the Issuer (the "Issuer RSAs").

Footnote F2

Disposed of pursuant to the Merger Agreement between Issuer and Webster Financial Corporation ("Webster"), dated April 18, 2021 (the "Merger Agreement"), for total stock consideration of 1,589 shares of new Webster common stock. Pursuant to the terms of the Merger Agreement, at the effective time of the merger between Issuer and Webster (the "Effective Time"), each share of Issuer common stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive 0.4630 shares of Webster common stock. All fractional share holdings were paid in cash. The Merger closed on January 31, 2022. On January 31, 2022, the closing price of the Issuer was $26.29, and the closing price of Webster was $56.81.

Footnote F3

Pursuant to the terms of the Merger Agreement, at the Effective Time, the Issuer RSAs vested and were cancelled and converted into the number of shares of Webster common stock equal to the product of (A) the number of shares of Issuer common stock subject to such Issuer RSAs immediately prior to the Effective Time, multiplied by (B) the Exchange Ratio, with any fractional shares paid in cash.

Footnote F4

This amount includes 331.53 shares of Issuer stock acquired under a Dividend Reinvestment Plan for which the Reporting Owner was enrolled during the fiscal year ended December 31, 2021 that would have been subject to reporting on a Form 5.

Footnote F5

Disposed of pursuant to the Merger Agreement, for total stock consideration of 13,166 shares of new Webster common stock, as further described above.