0001209191-22-053160.txt : 20221007 0001209191-22-053160.hdr.sgml : 20221007 20221007180032 ACCESSION NUMBER: 0001209191-22-053160 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221007 FILED AS OF DATE: 20221007 DATE AS OF CHANGE: 20221007 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Parent William M CENTRAL INDEX KEY: 0001429021 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37780 FILM NUMBER: 221301673 MAIL ADDRESS: STREET 1: C/O GRAIL INVESTMENT CORP. STREET 2: 767 THIRD AVENUE, 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Randolph Bancorp, Inc. CENTRAL INDEX KEY: 0001667161 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2 BATTERYMARCH PARK STREET 2: SUITE 301 CITY: QUINCY STATE: MA ZIP: 02169 BUSINESS PHONE: 877-963-2100 MAIL ADDRESS: STREET 1: 2 BATTERYMARCH PARK STREET 2: SUITE 301 CITY: QUINCY STATE: MA ZIP: 02169 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-10-07 1 0001667161 Randolph Bancorp, Inc. RNDB 0001429021 Parent William M C/O RANDOLPH BANCORP, INC. 2 BATTERYMARCH PARK, SUITE 301 QUINCY MA 02169 1 1 0 0 President and CEO Common Stock 2022-10-07 4 J 0 17641 D 0 D Common Stock 2022-10-07 4 J 0 30964 D 0 I By IRA Common Stock 2022-10-07 4 J 0 158 D 0 I ESOP Performance Restricted Stock Unit 2022-10-07 4 J 0 5625 D 0 D Stock Option (Right to Buy) 11.48 2022-10-07 4 J 0 65000 D 2030-08-12 Common Stock 65000 0 D Stock Option (Right to Buy) 8.78 2022-10-07 4 J 0 29412 D 2030-03-31 Common Stock 29412 0 D Each share of Issuer common stock, whether vested and unvested, were converted into the right to receive $27.00 in cash pursuant to the Agreement and Plan of Merger by and among Hometown Financial Group, MHC, Hometown Financial Group, Inc., Hometown Financial Acquisition Corp. and the Issuer (the "Merger Agreement"). Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended. Each performance restricted stock unit, which represents a contingent right to receive Issuer common stock, was deemed vested at the target level and became exchangeable for the right to receive $27.00 in cash pursuant to the terms of the Merger Agreement. Each option to purchase Issuer common stock, whether vested or unvested, automatically converted to the right to receive a cash payment equal to (i) the number of shares of Issuer common stock provided for in such option and (ii) the excess, if any, of $27.00 over the exercise price per share of Issuer common stock provided for in such option, which cash payment shall be made without interest and shall be net of all applicable withholding taxes. /s/ William M. Parent 2022-10-07