John T. Andreacio - 06 Jan 2022 Form 4 Insider Report for 1ST CONSTITUTION BANCORP

Reporting relationship: Former CLO & EVP
Issuer ticker: N/A
Reported as of: 06 Jan 2022
Net transaction value: -$150,758
SEC form: 4
Accepted by SEC: 10 Jan 2022, 19:28:54 UTC
Source filing: View source filing
Reporting owner signature: /s/ Scott Warren Goodman, as Attorney-in-fact for John T. Andreacio

Key filing fact

John T. Andreacio filed Form 4 for 1ST CONSTITUTION BANCORP on 10 Jan 2022.

Key facts

This page summarizes John T. Andreacio's Form 4 filing for 1ST CONSTITUTION BANCORP.
12 reported transactions and 9 derivative rows are listed below.
Accepted by SEC: 10 Jan 2022, 19:28.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: -$150,758.

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.

FCCY transaction

Common Stock

Tax liability

Transaction value: $54,496
Shares: -1,961
Change %: -8.5%
Price: $27.79
Shares after: 21,161
Date: 06 Jan 2022
Ownership: Direct
Footnotes: F1

FCCY transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -21,161
Change %: -100%
Price
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Footnotes: F2

FCCY transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -826
Change %: -50%
Price
Shares after: 826
Date: 06 Jan 2022
Ownership: By 401(k)
Footnotes: F2, F3

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $3,385
Shares: -221
Change %: -100%
Price: $15.31
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 221
Exercise price: $10.24
Footnotes: F4

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $6,831
Shares: -442
Change %: -100%
Price: $15.45
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 442
Exercise price: $10.10
Footnotes: F5

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $8,552
Shares: -630
Change %: -100%
Price: $13.57
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 630
Exercise price: $11.98
Footnotes: F6

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $6,905
Shares: -1,000
Change %: -100%
Price: $6.90
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,000
Exercise price: $18.65
Footnotes: F7

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $7,255
Shares: -1,000
Change %: -100%
Price: $7.25
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,000
Exercise price: $18.30
Footnotes: F8

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $9,262
Shares: -1,500
Change %: -100%
Price: $6.17
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,500
Exercise price: $19.38
Footnotes: F9

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $5,452
Shares: -1,500
Change %: -100%
Price: $3.63^*
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,500
Exercise price: $21.92
Footnotes: F10

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $18,637
Shares: -1,500
Change %: -100%
Price: $12.42
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,500
Exercise price: $13.13
Footnotes: F11

FCCY transaction Derivative

Stock option (right to buy)

Disposed to Issuer

Transaction value: $29,984
Shares: -3,000
Change %: -100%
Price: $9.99
Shares after: 0
Date: 06 Jan 2022
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 3,000
Exercise price: $15.56
Footnotes: F12

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

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

John T. Andreacio is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 12 footnotes

Footnote F1

Represents shares of common stock withheld by 1st Constitution Bancorp ("Issuer") to satisfy the Reporting Person's tax withholding obligations upon the vesting of restricted stock in connection with the merger of Issuer with and into Lakeland Bancorp Inc. ("Lakeland"), pursuant to the Agreement and Plan of Merger, dated as of July 11, 2021, by and between Issuer and Lakeland (the "Merger Agreement").

Footnote F2

Represents shares of Issuer common stock and restricted stock that converted into and became exchangeable pursuant to the Merger Agreement for the right to receive 1.3577 shares of Lakeland common stock having a market value of $21.73 per share on the effective date of the merger.

Footnote F3

Information presented as of the close of business on January 6, 2021.

Footnote F4

This option, which provided for vesting in five equal annual installments beginning January 6, 2014, was canceled in the merger in exchange for a cash payment of $3,384.55, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the volume-weighted average trading price per share of Issuer common stock for the five consecutive trading days ending on the fifth trading day preceding the date and time of the closing of the merger ($25.5547, or the "VWAP") exceeds the exercise price of this option.

Footnote F5

This option, which provided for vesting in five equal annual installments beginning January 2, 2015, was canceled in the merger in exchange for a cash payment of $6,830.98, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the VWAP exceeds the exercise price of this option.

Footnote F6

This option, which provided for vesting in five equal annual installments beginning January 4, 2016, was canceled in the merger in exchange for a cash payment of $8,552.06, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the VWAP exceeds the exercise price of this option.

Footnote F7

This option, which provided for vesting in five equal annual installments beginning January 3, 2017, was canceled in the merger in exchange for a cash payment of $6,904.70, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the VWAP exceeds the exercise price of this option.

Footnote F8

This option, which provided for vesting in five equal annual installments beginning January 2, 2018, was canceled in the merger in exchange for a cash payment of $7,254.70, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the VWAP exceeds the exercise price of this option.

Footnote F9

This option, which provided for vesting in five equal annual installments beginning January 4, 2019, was canceled in the merger in exchange for a cash payment of $9,262.05, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the VWAP exceeds the exercise price of this option.

Footnote F10

This option, which provided for vesting in five equal annual installments beginning January 6, 2020, was canceled in the merger in exchange for a cash payment of $5,452.05, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the VWAP exceeds the exercise price of this option.

Footnote F11

This option, which provided for vesting in five equal annual installments beginning March 19, 2020, was canceled in the merger in exchange for a cash payment of $18,637.05, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the VWAP exceeds the exercise price of this option.

Footnote F12

This option, which provided for vesting in five equal annual installments beginning January 4, 2021, was canceled in the merger in exchange for a cash payment of $29,984.10, less applicable withholdings, which amount represents (x) the number of underlying shares of Issuer common stock, multiplied by (y) the amount by which the VWAP exceeds the exercise price of this option.