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 |
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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). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ASTORIA FINANCIAL CORP [ AF ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/30/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | 01/30/2004 | S | 5,500 | D | $39.34 | 12,677.61 | D(1)(2) | |||
Common Stock | 01/30/2004 | S | 3,000 | D | $39.38 | 9,677.61 | D(1)(2) | |||
Common Stock | 01/30/2004 | S | 1,500 | A | $39.4 | 8,177.61 | D(1)(2) | |||
Common Stock | 01/30/2004 | S | 3,230 | A | $39.3 | 52,012.28 | D | |||
Common Stock | 40,000 | I(3) | Spouse | |||||||
Common Stock | 2,743.22 | I(1)(4) | Spouse | |||||||
Common Stock | 21,571.51 | I(5) | ESOP | |||||||
Common Stock | 22,785.79 | I(6) | 401(k) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Non-Statutory Stock Option(7) | $24.8438 | 11/30/2003 | 11/29/2004 | Common Stock | 75,976 | 75,976 | D | ||||||||
Non-Statutory Stock Option(7) | $25.25 | 11/30/2003 | 11/29/2004 | Common Stock | 67,040 | 67,040 | D | ||||||||
Non-Statutory Stock Option(7) | $27 | 11/30/2003 | 11/29/2004 | Common Stock | 89,297 | 89,297 | D |
Explanation of Responses: |
1. Includes shares acquired pursuant to the Astoria Financial Corporations Automatic Dividend Reinvestment Stock Purchase Plan which are exempt from the operation of Section 16 of the Securities and Exchange Act of 1934 and are beneficially owned by Mr. Drennan. |
2. Shares are held in Mr. Drennan's IRA Account. |
3. Shares are held by Mr. Drennan's Spouse. |
4. Shares are held in Mr. Drennan's Spouse's IRA. |
5. Represents shares allocated to Mr. Drennan's account under the Astoria Federal Savings and Loan Associations Employee Stock Ownership Plan ("ESOP") as of March 26, 2003 and held in the ESOP Trust. |
6. Represents shares held in the Employer Stock Fund of the Astoria Federal Savings and Loan Associations Incentive Savings Plan ("401(k) Plan") as of November 30, 2003, shares are held in the 401(k) Trust. |
7. The options were granted pursuant to the 1999 Stock Option Plan for Officer's and Employee's of Astoria Financial Corporation, or the 1999 Plan. |
Remarks: |
Mr. Drennan is a former Executive who retired as of November 30, 2003 and is no longer a reporting person. Pursuant to Section 2 and Section 9 of the 1999 Stock Option agreement for Officers and Employees of Astoria Financial Corporation, the shares held by Mr. Drennan became vested and exercisable upon his retirement and must be exercised within a period of one year from the optionees date of termination of employment due to retirement. |
Thomas W. Drennan by Alan P. Eggleston, attorney in fact | 02/02/2004 | |
** 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. |