-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UT9JlI56ED1yfGZZHNXpHxje0fK9j9soxAuzbdu3zDw/f71XO+ZnJlVhJptJEoB0 hekiN9XNpFW3kkX3bsS9YQ== 0001209191-08-050678.txt : 20080905 0001209191-08-050678.hdr.sgml : 20080905 20080905103732 ACCESSION NUMBER: 0001209191-08-050678 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080903 FILED AS OF DATE: 20080905 DATE AS OF CHANGE: 20080905 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MASSBANK CORP CENTRAL INDEX KEY: 0000799166 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 042930382 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 123 HAVEN STREET CITY: READING STATE: MA ZIP: 01867 BUSINESS PHONE: 6179428192 MAIL ADDRESS: STREET 1: 123 HAVEN STREET CITY: READING STATE: MA ZIP: 01867 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rivers William Francis CENTRAL INDEX KEY: 0001304890 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-15137 FILM NUMBER: 081057783 BUSINESS ADDRESS: BUSINESS PHONE: 781-942-8120 MAIL ADDRESS: STREET 1: C/O MASSBANK STREET 2: 123 HAVEN STREET CITY: READING STATE: MA ZIP: 01867 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2008-09-03 1 0000799166 MASSBANK CORP MASB 0001304890 Rivers William Francis C/O MASSBANK CORP 123 HAVEN STREET READING MA 01867 0 0 0 1 VP of subsidiary bank Common Stock 2008-09-03 4 D 0 3000 40.00 D 0 D Common Stock 2008-09-03 4 D 0 288.7938 40.00 D 0 I MASSBANK ESOP Incentive Stock Option (right to buy) 37.15 2008-09-03 4 D 0 2000 2.85 D 2015-01-17 Common Stock 2000 0 D Incentive Stock Option (right to buy) 32.80 2008-09-03 4 D 0 2000 7.20 D 2016-01-16 Common Stock 2000 0 D Incentive Stock Option (right to buy) 32.60 2008-09-03 4 D 0 2000 7.40 D 2017-01-15 Common Stock 2000 0 D Incentive Stock Option (right to buy) 36.15 2008-09-03 4 D 0 2000 3.85 D 2018-01-14 Common Stock 2000 0 D Each share of common stock was converted into the right to receive $40.00 in cash, without interest and less any applicable withholding taxes, pursuant to the Agreement and Plan of Agreement, dated March 10, 2008, by and among Eastern Bank Corporation, Eastern Bank, Minuteman Acquisition Corp., the issuer and MASSBANK (the "Merger Agreement"). This fully vested option was terminated and converted into the right to receive cash, less any applicable withholding taxes, the excess of $40.00 over the per share exercise price ($37.15) applicable to this option mulitiplied by the number of shares of issuer common stock underlying this option pursuant to the Merger Agreement. This fully vested option was terminated and converted into the right to receive cash, less any applicable withholding taxes, the excess of $40.00 over the per share exercise price ($32.80) applicable to this option mulitiplied by the number of shares of issuer common stock underlying this option pursuant to the Merger Agreement. This fully vested option was terminated and converted into the right to receive cash, less any applicable withholding taxes, the excess of $40.00 over the per share exercise price ($32.60) applicable to this option mulitiplied by the number of shares of issuer common stock underlying this option pursuant to the Merger Agreement. This fully vested option was terminated and converted into the right to receive cash, less any applicable withholding taxes, the excess of $40.00 over the per share exercise price ($36.15) applicable to this option mulitiplied by the number of shares of issuer common stock underlying this option pursuant to the Merger Agreement. William F. Rivers 2008-09-05 -----END PRIVACY-ENHANCED MESSAGE-----