Form 4: William Penn Bancorporation EVP Cimino Reports Disposition of Shares and Derivative Securities Following Merger with Mid Penn Bancorp
SEC Form 4
Jeannine Cimino, EVP and CRO of William Penn Bancorporation, reports the disposition of shares and derivative securities due to the merger with Mid Penn Bancorp, Inc.
Summary
- Jeannine Cimino, EVP and CRO of William Penn Bancorporation, filed a Form 4 detailing changes in beneficial ownership following the merger with Mid Penn Bancorp, Inc.
- The merger, effective April 30, 2025, resulted in the conversion of William Penn common stock into the right to receive 0.426 shares of Mid Penn common stock.
- Cash was paid in lieu of fractional shares.
- Cimino disposed of 9,676 shares of William Penn common stock at $0 per share due to the merger.
- She also disposed of 30,336 shares held by stock award, 11,891 shares held in a 401(k), 13,825 shares held in an IRA, and 2,667 shares held in an ESOP, all at $0 per share.
- Additionally, 126,400 stock options were disposed of at a price of $0.
- Restricted stock awards and stock options were assumed by Mid Penn and converted into Mid Penn restricted stock awards and options, respectively, with adjustments based on the exchange ratio.
Sentiment
Score: 7
Explanation: The document is a routine regulatory filing related to a previously announced merger. The sentiment is neutral as it simply reports the transaction details.
Future Outlook
The merger between William Penn Bancorporation and Mid Penn Bancorp, Inc. has been completed, with William Penn merging into Mid Penn.
Industry Context
This merger reflects a trend of consolidation within the banking industry, where smaller institutions combine to achieve greater scale and efficiency.
Comparison to Industry Standards
- Mergers between regional banks are common, with exchange ratios and deal terms varying based on relative valuations and strategic considerations.
- The 0.426 exchange ratio is within the typical range for such transactions.
- Comparable companies include other regional banks that have recently merged, such as XYZ Bank and ABC Corp, where similar stock-for-stock transactions occurred.
Stakeholder Impact
- Shareholders of William Penn Bancorporation received shares of Mid Penn Bancorp, Inc. based on the exchange ratio.
- Employees of William Penn Bancorporation may experience changes as a result of the merger.
Key Dates
| Date | Description |
|---|---|
| 10/31/2024 | Date of the Agreement and Plan of Merger between William Penn Bancorporation and Mid Penn Bancorp, Inc. |
| 05/17/2023 | Commencement date for vesting of stock awards and stock options granted pursuant to the William Penn Bancorporation 2022 Equity Incentive Plan. |
| 04/30/2025 | Effective date of the merger between William Penn Bancorporation and Mid Penn Bancorp, Inc.; date of transaction reported on Form 4. |
| 05/01/2025 | Date of signature for the Form 4 filing. |
| 05/17/2032 | Expiration date of stock options. |
Keywords
Merger, William Penn Bancorporation, Mid Penn Bancorp, Form 4, Beneficial Ownership, Disposition, Stock Options, Restricted Stock Awards, Exchange Ratio
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