- Statement of Changes in Beneficial Ownership (4)
July 05 2011 - 2:09PM
Edgar (US Regulatory)
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FORM 4
[
X
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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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OMB APPROVAL
OMB Number:
3235-0287
Expires:
February 28, 2011
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Panella L. Mark
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2. Issuer Name
and
Ticker or Trading Symbol
Danvers Bancorp, Inc.
[
DNBK
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Treasurer and CFO
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(Last)
(First)
(Middle)
DANVERS BANCORP INC., ONE CONANT STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/30/2011
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(Street)
DANVERS, MA 01923
(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
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6/30/2011
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D
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42866
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D
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(1)
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0
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D
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Common Stock
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6/30/2011
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D
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9402
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D
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(1)
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0
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I
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By 401(k)
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Common Stock
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6/30/2011
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D
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3145
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D
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(1)
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0
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I
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By ESOP
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Option to Buy
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$13.00
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6/30/2011
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D
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71200
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2/9/2010
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2/9/2019
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Common Stock
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71200
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(2)
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0
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D
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Explanation of Responses:
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(
1)
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Each share has been converted into the right to receive either (a) $23.00 in cash ("Cash Consideration") or (b) 1.624 shares of People's United Financial, Inc. ("People's United") common stock at the election of each Danvers stockholder, subject to proration limitations on the aggregate amount of Cash Consideration to be paid by People's United as specified in the Agreement and Plan of Merger dated as of January 20, 2011 between Danvers Bancorp, Inc. and People's United.
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(
2)
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Each option was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the excess, if any, of (x) Cash Consideration over (y) the applicable exercise price of such option, and (ii) the total number of shares of Danvers common stock issuable upon exercise of the option, less any applicable withholding taxes.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Panella L. Mark
DANVERS BANCORP INC.
ONE CONANT STREET
DANVERS, MA 01923
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Treasurer and CFO
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Signatures
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/s/ Michael W. McCurdy, Attorney-in-Fact
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7/5/2011
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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