0001562180-16-002197.txt : 20160503 0001562180-16-002197.hdr.sgml : 20160503 20160503154152 ACCESSION NUMBER: 0001562180-16-002197 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160502 FILED AS OF DATE: 20160503 DATE AS OF CHANGE: 20160503 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ASTORIA FINANCIAL CORP CENTRAL INDEX KEY: 0000910322 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 113170868 STATE OF INCORPORATION: DE FISCAL YEAR END: 0319 BUSINESS ADDRESS: STREET 1: ONE ASTORIA BANK PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042-1085 BUSINESS PHONE: 5163273000 MAIL ADDRESS: STREET 1: ONE ASTORIA BANK PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042-1085 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: REDMAN MONTE N CENTRAL INDEX KEY: 0001210755 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11967 FILM NUMBER: 161615271 MAIL ADDRESS: STREET 1: ONE ASTORIA BANK PLAZA CITY: LAKE SUCCESS STATE: NY ZIP: 11042 4 1 primarydocument.xml PRIMARY DOCUMENT X0306 4 2016-05-02 false 0000910322 ASTORIA FINANCIAL CORP AF 0001210755 REDMAN MONTE N ONE ASTORIA BANK PLAZA LAKE SUCCESS NY US 11042 true true false false President and CEO Common Stock 2016-05-02 4 G false 340.00 D 747430.21 D Common Stock 2016-05-02 4 G false 430.00 D 747000.21 D Common Stock 9566.08 I Spouse Common Stock 92557.13 I 401(k) Common Stock 65000.00 I RSA Common Stock 17140.00 I RSA Common Stock 65760.00 I RSA On May 2, 2016, Mr. Redman gifted 340 shares of Astoria Financial Corporation Common Stock to his daughter, Susan Redman. Includes shares acquired pursuant to the Astoria Financial Corporation Automatic Dividend Reinvestment Stock Purchase Plan which are exempt from the operation of Section 16 of the Securities Exchange Act of 1934 and are beneficially owned directly by Mr. Redman. On May 2, 2016, Mr. Redman gifted 430 shares of Astoria Financial Corporation Common Stock to his daughter-in-law, Lorissa Redman. Includes shares acquired pursuant to the Astoria Financial Corporation Dividend Reinvestment Stock Purchase Plan which are exempt from the operation of Section 16 of the Securities Exchange Act of 1934 that are held by Mr. Redman's spouse. Represents shares held in the Employer Stock Fund of the Astoria Bank 401(k) Plan for the account of Mr. Redman as of March 31, 2016. Shares are held in the 401(k) Plan Trust. Represents award of performance-based Restricted Stock effective July 1, 2011 pursuant to the 2005 Re-Designated, Amended and Restated Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation. Both the vesting and performance period of the grant is five years. The shares include voting rights. Dividends, if any, with respect to such shares will be accumulated and be subject to the same vesting and performance criteria as the shares themselves. The shares and related dividends will vest if the performance target is reached at the conclusion of the performance period, or earlier upon a Change of Control, as defined in the Plan. In the event Mr. Redman otherwise becomes entitled to severance benefits beyond Standard Termination Entitlements pursuant to the terms of his employment agreements with the Company and the Bank or if he dies or become disabled prior to vesting, the award will remain outstanding subject to the performance and vesting conditions referenced above, unless otherwise settled by the Corporation and Bank pursuant to the terms of such employment agreements. Represents award of restricted stock dated April 27, 2015 pursuant to the 2014 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation (the 2014 Plan). The shares of restricted stock will vest as follows: 17,140 shares on December 14, 2017 or if earlier, upon the death, Disability or Change in Control (as such terms are defined in the 2014 Plan) or pursuant to the terms of his employment agreements with the Company and Astoria Bank (the Bank) upon his termination of employment by the Company or the Bank prior to the end of the term of such employment agreements without Cause, as defined therein. Represents award of restricted stock dated February 1, 2016 pursuant to the 2014 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation (the 2014 Plan). The shares of restricted stock will vest as follows: 21,920 shares on December 14, 2016, 21,920 shares on December 14, 2017 and 21,920 shares on December 14, 2018 or if earlier, upon the death, Disability or Change in Control (as such terms are defined in the 2014 Plan) or pursuant to the terms of his employment agreements with the Company and Astoria Bank (the Bank) upon his termination of employment by the Company or the Bank prior to the end of the term of such employment agreements without Cause, as defined therein. POWER OF ATTORNEY I hereby authorize and designate Alan P. Eggleston, David J. DeBaun, Michele M. Weber, Theodore S. Ayvas, Frank E. Fusco, and Yvonne Schade, or any one of them acting as agent and attorney-in-fact, with full power of substitution, to: (1) prepare and sign on my behalf any Form 3, Form 4 or Form 5 pursuant to Section 16 of the Securities Exchange Act of 1934, as amended, and file the same with the Securities Exchange Commission, NYSE, and each stock exchange on which Astoria Financial Corporation's common stock or other securities are listed, as required by law; (2) prepare and sign on my behalf any Form 144 pursuant to the Securities Act of 1933, as amended, and file the same with the Securities Exchange Commission, NYSE, and each stock exchange on which Astoria Financial Corporation's common stock or other securities are listed, as required by law; and (3) do anything else necessary or proper in connection with the foregoing. This Power of Attorney shall remain in effect as long as I am an affiliate of Astoria Financial Corporation, and shall not be affected by my subsequent disability or incompetence. Date: August 26, 2015 Monte N. Redman Monte N. Redman by Yvonne Schade, attorney-in-fact 2016-05-03