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
PEAPACK GLADSTONE FINANCIAL CORP [ PGC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/04/2005 | ||||||||||||||||||||||||||
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 | 01/04/2005 | F | 1,975 | D | $31.29 | 16,263.5458(1)(2) | D | |||
Common Stock | 01/04/2005 | M | 4,315 | A | $6.76 | 20,578.5458 | D | |||
Common Stock | 01/04/2005 | M | 485 | A | $17.53 | 21,063.5458 | D | |||
Common Stock | 01/04/2005 | M | 1,540 | A | $15.68 | 22,603.5458 | D |
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 | ||||||||
Stock Option (right to buy) | $6.76(3) | 01/04/2005 | M | 4,315 | (4) | 12/15/2005 | Common Stock | 4,315 | (5) | 0(2) | D | ||||
Stock Option (right to buy) | $17.53(9) | 01/04/2005 | M | 485 | (7) | 04/28/2008 | Common Stock | 485 | (5) | 5,677(2) | D | ||||
Stock Option (right to buy) | $15.68(10) | 01/04/2005 | M | 1,540 | (6) | 03/08/2010 | Common Stock | 1,540 | (5) | 1,855(2) | D | ||||
Stock Option (right to buy) | $28.89(11) | (8) | 01/09/2014 | Common Stock | 11,000 | 11,000(2) | D |
Explanation of Responses: |
1. The reporting person received 56.9605 shares through dividend reinvestment. |
2. PGC declared a 10% stock dividend on September 9, 2004, payable to all holders of record of common stock on October 1, 2004. As a result, the reporting person received 1,652.7804 shares of PGC common stock. At the same time, pursuant to anti-dilution provisions of PGC's stock option plan, options for 3,923, 3,087, 5,602 and 10,000 shares of common stock held by the reporting person on October 1 became exercisable for 4,315, 3,395, 6,162 and 11,000 shares of common stock |
3. This option was previously reported as an option of 3,923 shares of common stock at an exercise price of $7.44, but was adjusted to reflect the 10% stock dividend declared by PGC on September 9, 2004. |
4. The options were exercisable in five equal annual installments on December 15, 1996, 1997, 1998, 1999 and 2000. |
5. Option grant has no purchase or sale price. |
6. The options were exercisable in five equal annual installments on March 8, 2002, 2003, 2004, 2005 and 2006. |
7. The options were exercisable in five equal annual installments on April 28, 1999, 2000, 2001, 2002 and 2003. |
8. The options were exercisable in five equal annual installments on January 9, 2005, 2006, 2007, 2008 and 2009. |
9. This option was previously reported as an option of 5,602 shares of common stock at an exercise price of $19.28, but was adjusted to reflect the 10% stock dividend declared by PGC on September 9, 2004. |
10. This option was previously reported as an option of 3,087 shares of common stock at an exercise price of $17.25, but was adjusted to reflect the 10% stock dividend declared by PGC on September 9, 2004. |
11. This option was previously reported as an option of 10,000 shares of common stock at an exercise price of $31.78, but was adjusted to reflect the 10% stock dividend declared by PGC on September 9, 2004. |
Remarks: |
Philip W. Smith III | 01/06/2005 | |
** 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. |