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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 | ||||||||
| Option to Purchase Common Stock | $ 5.01 | 07/27/2004(5) | 07/27/2010 | Common Stock | 21,000 | 5,050 | D | ||||||||
| Option to Purchase Common Stock | $ 3.39 | 08/22/2005(5) | 08/22/2011 | Common Stock | 7,000 | 7,000 | D | ||||||||
| Option to Purchase Common Stock | $ 10.18 | 10/04/2005(5) | 10/04/2011 | Common Stock | 42,700 | 42,700 | D | ||||||||
| Option to Purchase Common Stock | $ 3.39 | 01/17/2006(5) | 01/17/2012 | Common Stock | 28,000 | 28,000 | D | ||||||||
| Option to Purchase Common Stock | $ 3.39 | 01/13/2007(5) | 01/13/2013 | Common Stock | 7,000 | 7,000 | D | ||||||||
| Option to Purchase Common Stock | $ 10.18 | 01/13/2007(5) | 01/13/2013 | Common Stock | 6,055 | 6,055 | D | ||||||||
| Option to Purchase Common Stock | $ 14 | 11/11/2007(5) | 11/10/2013 | Common Stock | 10,000 | 10,000 | D | ||||||||
| Option to Purchase Common Stock | $ 18.8 | 01/29/2012(6) | 01/28/2014 | Common Stock | 12,500 | 12,500 | D | ||||||||
| Option to Purchase Common Stock | $ 17.52 | 01/11/2009(5) | 01/10/2012 | Common Stock | 9,246 | 9,246 | D | ||||||||
| Option to Purchase Common Stock | $ 21.6 | 03/28/2010(5) | 03/28/2013 | Common Stock | 3,891 | 3,891 | D | ||||||||
| Option to Purchase Common Stock | $ 21.6 | 03/28/2010(7) | 03/28/2013 | Common Stock | 5,838 (8) | 5,838 | D | ||||||||
| Option to Purchase Common Stock | $ 20.77 | 03/16/2011(5) | 03/16/2014 | Common Stock | 7,156 | 7,156 | D | ||||||||
| Option to Purchase Common Stock | $ 20.77 | 03/16/2011(7) | 03/16/2014 | Common Stock | 9,924 (9) | 9,924 | D | ||||||||
| Option to Purchase Common Stock | $ 9.52 | 03/01/2012(5) | 03/01/2015 | Common Stock | 17,394 | 17,394 | D | ||||||||
| Option to Purchase Common Stock | $ 9.52 | 03/01/2012(7) | 03/01/2015 | Common Stock | 23,842 (10) | 23,842 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| PELOSE GEORGE D C/O MARLIN BUSINESS SERVICES CORP. 300 FELLOWSHIP ROAD MOUNT LAUREL, NJ 08054 |
Chief Operating Officer | |||
| /s/ George D. Pelose | 02/20/2009 | |
| **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 grants of restricted stock as part of long term incentive plan. This grant consists of: (i) 74,000 restricted performance shares where the restrictions will lapse over the three year period following the grant date if certain performance conditions are met; (ii) 13,000 restricted shares where the restrictions will lapse over the four year period following the grant date on a pro-rata basis (25% per year); and (iii) 13,000 matching grant of restricted shares pursuant to a management stock ownership plan where the restrictions will lapse ten years after the grant date, subject to acclerated lapsing if the Reporting Person maintains ownership of at least a comparable number of unrestricted shares for three years after the grant date. |
| (2) | N/A |
| (3) | Includes a total of 222,223 shares of restricted stock where, as of the date of this filing, the restrictions have not yet lapsed. |
| (4) | Includes 900 shares acquired under the Marlin Business Services Corp. 2003 Employee Stock Purchase Plan on December 31, 2008. |
| (5) | Date listed is the date of full vesting. Each grants vests 25% per year beginning on the first anniversary of the date of grant. |
| (6) | Date listed is date of scheduled full vesting. This grant vests over an eight year period at the following annual increments: 2.5% in first year; 5.0% in second year; 7.5% in third year; 10.0% in fourth year; 15.0% in fifth year; and 20.0% in each of the sixth, seventh and eighth years. Vesting can be accelerated upon the reporting person's achievement of certain performance goals set forth in the grant instrument. |
| (7) | Represents the date the options will cliff vest if certain four year average EPS growth targets are achieved. |
| (8) | Represents the maximum number of options that may vest under this performance option grant. Vesting will be determined by EPS growth rates averaged over a four year performance period. Depending on the average EPS growth rate achieved for the four year period, the number of shares that vest at the end of the four year period could be 0; 1,946; 3,892; or 5,838. |
| (9) | Represents the maximum number of options that may vest under this performance option grant. Vesting will be determined by EPS growth rates averaged over a four year performance period. Depending on the average EPS growth rate achieved for the four year period, the number of shares that vest at the end of the four year period could be 0; 3,308; 6,616; or 9,924. |
| (10) | Represents the maximum number of options that may vest under this performance option grant. Vesting will be determined by EPS growth rates averaged over a four year performance period. Depending on the average EPS growth rate achieved for the four year period, the number of shares that vest at the end of the four year period could be 0; 7,947; 15,895; or 23,842. |