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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Clemmens Robert T C/O NEWSTAR FINANCIAL, INC. 500 BOYLSTON STREET, SUITE 1250 BOSTON, MA 02116 |
Chief Credit Officer |
/s/ Daniel K. Crowley as attorney-in-fact for Robert T. Clemmens | 05/21/2010 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Represents restricted shares of the Issuer's Common Stock granted pursuant to the Issuer's 2006 Incentive Plan, as amended and restated. 100% of the award will vest on 5/19/13 if (1) the Reporting Person continues to be employed by the Issuer on 5/19/13, and (2) either (i) the volume-weighted average price (VWAP) of the Issuer's common stock for the period beginning on the first day following the release of its fourth quarter earnings results for the 2012 fiscal year and ending on the three-year anniversary of the Issue Date (the "Measurement Period") meets or exceeds $7.88 or (ii) both (x) the VWAP of the Issuer's common stock for the Measurement Period is less than $7.88 per share but greater than or equal to $7.00 per share and (y) the Issuer's book value per share at March 31, 2013 is greater than or equal to the Company's book value on March 31, 2010 (calculated on a pro-forma basis to reflect all awards). |