Statement of Changes in Beneficial Ownership (4)
April 04 2022 - 10:08AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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RICHARDS MARK W |
2. Issuer Name and Ticker or Trading Symbol
People's United Financial, Inc.
[
PBCT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
353 PARK LAUGHTON ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/1/2022 |
(Street)
EAST DUMMERSTON, VT 05346
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 4/1/2022 | | D | | 259430.00 (1)(2) | D(1) | (1) | 0.00 | D | |
Common Stock | 4/1/2022 | | D | | 67061.00 (1) | D(1) | (1) | 0.00 | I | Held by M. Richards Irrevocable Trust |
Common Stock | 4/1/2022 | | D | | 4768.00 (1) | D(1) | (1) | 0.00 | I | Held by daughter |
Series A Nonconvertible Perpetual Preferred Stock | 4/1/2022 | | D | | 8000.00 | D(1)(3) | (1)(3) | 0.00 | I | Held by M. Richards Irrevocable Trust |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | On April 1, 2022, pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), Bridge Merger Corp. ("Merger Sub"), a direct, wholly owned subsidiary of M&T Bank Corporation ("M&T"), merged with and into People's United Financial, Inc., a Delaware corporation ("People's United") with People's United as the surviving entity (the "Merger") and People's United then merged with and into M&T, with M&T as the surviving entity. Pursuant to the Merger Agreement, each issued and outstanding share of People's United common stock, including each restricted share award held by non-employee directors, was converted into the right to receive 0.118 of a share of M&T (the "exchange ratio"). |
(2) | Includes 66,356 investment units accrued under the Chittenden Corporation Deferred Compensation Plan (including 569 units accrued due to the deemed reinvestment of dividend equivalents and reflecting settlement of 19,816 investment units by delivery of equal number of shares of common stock on January 21, 2022). Each investment unit corresponds to one share of common stock. |
(3) | Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding share of Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series A, of People's United, was converted into the right to receive a share of M&T's Perpetual Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series H. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
RICHARDS MARK W 353 PARK LAUGHTON ROAD EAST DUMMERSTON, VT 05346 | X |
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Signatures
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/s/ Kristy Berner, attorney-in-fact | | 4/1/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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