SEC FORM 4

SEC Form 4

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^*

Weichsel W Jeffrey

(Last)

(First)

(Middle)

1979 MARCUS AVENUE

SUITE E140

(Street)

LAKE SUCCESS

11042

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FLUSHING FINANCIAL CORP [ FFIC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
08/02/2013

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/02/2013		M		1,500⁽¹⁾	A	$16.77	28,051	D
Common Stock	08/02/2013		M		1,500⁽²⁾	A	$17.88	29,551	D
Common Stock	08/02/2013		M		1,500⁽³⁾	A	$16.44	31,051	D
Common Stock	08/02/2013		M		4,000⁽⁴⁾	A	$16.65	35,051	D
Common Stock	08/02/2013		M		880⁽⁵⁾	A	$8.44	35,931	D
Common Stock	08/02/2013		F		8,418⁽⁶⁾	D	$19.2	27,513	D
Common Stock	08/06/2013		S		3,000	D	$19.36⁽⁷⁾	24,513	D
Common Stock								15,034⁽⁸⁾	I	401(K)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option Exercise (Right to buy)	$16.77	08/02/2013		M			1,500	⁽¹⁾	06/14/2014	Common Stock	1,500	$16.77	0	D
Employee Stock Option Exercise (Right to buy)	$17.88	08/02/2013		M			1,500	⁽²⁾	06/20/2015	Common Stock	1,500	$17.88	0	D
Employee Stock Option Exercise (Right to buy)	$16.44	08/02/2013		M			1,500	⁽³⁾	06/19/2016	Common Stock	1,500	$16.44	0	D
Employee Stock Option Exercise (Right to buy)	$16.65	08/02/2013		M			4,000	⁽⁴⁾	06/18/2017	Common Stock	4,000	$16.65	0	D
Employee Stock Option Exercise (Right to buy)	$8.44	08/02/2013		M			880	⁽⁵⁾	01/29/2019	Common Stock	880	$8.44	880	D

Explanation of Responses:

1. Stock option exercise from June 15, 2004 grant. Options became exercisable on December 21, 2004.

2. Stock option exercise from June 21, 2005 grant. Options became exercisable on December 21, 2005.

3. Stock option exercise from June 20, 2006 grant. Options became exercisable in five equal installments beginning on the first anniversary of the date of grant.

4. Stock option exercise from June 19, 2007 grant. Options became exercisable in five equal installments beginning on the first anniversary of the date of grant.

5. Stock option exercise from January 30, 2009 grant. Options became exercisable in five equal installments beginning on the first anniversary of the date of grant.

6. Shares withheld to satisfy option price and taxes.

7. All shares sold at $19.36.

8. Shares held in FB 401k Savings Plan a/o 8/6/13.

	Signed by Russell A. Fleishman Under Power of Attorney by William J. Weichsel	08/06/2013
	** 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).
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