0001140361-17-014590.txt : 20170404 0001140361-17-014590.hdr.sgml : 20170404 20170404142248 ACCESSION NUMBER: 0001140361-17-014590 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170401 FILED AS OF DATE: 20170404 DATE AS OF CHANGE: 20170404 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SUFFOLK BANCORP CENTRAL INDEX KEY: 0000754673 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 112708279 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4 WEST SECOND ST CITY: RIVERHEAD STATE: NY ZIP: 11901 BUSINESS PHONE: 631-208-2400 MAIL ADDRESS: STREET 1: 4 WEST SECOND STREET CITY: RIVERHEAD STATE: NY ZIP: 11901 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOODALE EDGAR F CENTRAL INDEX KEY: 0001235031 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37658 FILM NUMBER: 17737474 4 1 doc1.xml FORM 4 X0306 4 2017-04-01 1 0000754673 SUFFOLK BANCORP SCNB 0001235031 GOODALE EDGAR F C/O SUFFOLK BANCORP 4 WEST SECOND STREET; PO BOX 9000 RIVERHEAD NY 11901 1 0 0 0 Suffolk Bancorp Common Stock 2017-04-01 4 D 0 89562.727 D 0 D Suffolk Bancorp Option 18.14 2017-04-01 4 D 0 1667 D 2014-08-06 2023-08-06 Suffolk Bancorp Common Stock 1667 0 D Suffolk Bancorp Option 18.14 2017-04-01 4 D 0 1667 D 2015-08-06 2023-08-06 Suffolk Bancorp Common Stock 1667 0 D Suffolk Bancorp Option 18.14 2017-04-01 4 D 0 1666 D 2016-08-06 2023-08-06 Suffolk Bancorp Common Stock 1666 0 D Disposed of pursuant to the Agreement and Plan of Merger, dated as of June 26, 2016 (the "Merger Agreement"), by and between Suffolk Bancorp ("Suffolk") and People's United Financial, Inc. ("People's United"), in exchange for 2.225 shares of common stock of People's United ("People's United Common Stock") per share of common stock of Suffolk ("Suffolk Common Stock"), having a market value per share of Suffolk of $40.495 (based on the value of 2.225 shares of People's United Common Stock at the close of trading on March 31, 2017, the closing date of the merger), with cash payable in lieu of any fractional shares. Pursuant to the Merger Agreement, each option granted by Suffolk to purchase shares of Suffolk Common Stock whether vested or unvested, that was outstanding and unexercised immediately prior to the effective time of the merger fully vested and was cancelled and converted automatically into the right to receive a number of shares of People's United Common Stock equal to the quotient of (i) the product of (A) the number of shares of Suffolk Common Stock subject to such option multiplied by (B) the excess, if any, of the Per Share Stock Consideration (as defined below) over the exercise price per share of Suffolk Common Stock of such option, divided by (ii) $18.088, which is the average closing-sale price of People's United Common Stock for the five full trading days ending on the trading day immediately preceding March 31, 2017 (the closing date of the merger), with cash payable in lieu of any fractional shares. "Per Share Stock Consideration" means $40.2458. Jill E. Abbate Power of Attorney for Edgar F. Goodale 2017-04-04 EX-24.1 2 poa1.htm POA_GOODALE20140827.HTM

CONFIRMATION OF AUTHORIZATION
I, Edgar F. Goodale, the undersigned, hereby authorize and designate Jill E. Abbate or
Mary Ann DiLorenzo to sign and file Securities and Exchange Commission Forms 4 and 5
on my behalf for securities of Suffolk Bancorp (SUBK). This authorization shall continue
in effect until a written revocation is filed with the commission. This supersedes any
previous power-of-attorney granted for this purpose.

Signature: /s/ Edgar F. Goodale
Dated: August 27, 2014



Corporate Services 4 West Second Street P.O. Box 9000 Riverhead, New York 11901 P 631.208.2400 F 631.727.3214