FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
SMITHTOWN BANCORP INC [ SMTB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 11/30/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 11/30/2010 | D | 52,011 | D | (1)(2) | 0 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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. As of November 30, 2010, each of these shares of Smithtown Bancorp, Inc. common stock was converted into the right to receive either (a) approximately $3.77 in cash or (b) approximately 0.304 shares of People's United Financial, Inc. common stock pursuant to the Agreement and Plan of Merger, dated as of July 15, 2010, between Smithtown Bancorp, Inc. and People's United Financial, Inc. Under that Agreement, Smithtown Bancorp merged with and into People's United and ceased to exist as of November 30, 2010. The per-share consideration, delivered in either cash or People's United common stock, represents the sum of (a) $2.00 and (b) 0.143 times the average closing price of People's United common stock over the five consecutive trading days ending on November 29, 2010. The final per-share consideration is subject to verification by the exchange agent for the merger. |
2. Holders of Smithtown Bancorp common stock had the opportunity to elect to receive cash, People's United common stock or a mix of both in exchange for their Smithtown Bancorp common stock. The reporting person named above elected to receive cash for all indicated shares of Smithtown Bancorp common stock. However, some shares may be reallocated to People's United common stock as provided in the Agreement and Plan of Merger. For more information, see the Definitive Proxy Statement filed with the Commission by Smithtown Bancorp on October 14, 2010. Of the shares of Smithtown Bancorp common stock indicated above, 2,559 were, prior to the date hereof, restricted shares awarded under Smithtown Bancorp's equity compensation plans |
Remarks: |
Exhibit List Exhibit 24 - Confirming Statement |
/s/ Judith Barber, Authorized Person | 11/30/2010 | |
** 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 Number. |