Annual Statement of Changes in Beneficial Ownership (5)
21 February 2019 - 7:50AM
Edgar (US Regulatory)
FORM 5
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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).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0362
Estimated average burden
hours per response...
1.0
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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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1. Name and Address of Reporting Person
*
Houston David J Jr.
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2. Issuer Name
and
Ticker or Trading Symbol
Blue Hills Bancorp, Inc. [BHBK]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
Director
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(Last)
(First)
(Middle)
500 RIVER RIDGE DRIVE SUITE 300
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3. Statement for Issuer's Fiscal Year Ended
(MM/DD/YYYY)
12/31/2018
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(Street)
NORWOOD, MA 02062-4659
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
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7. Nature of Indirect Beneficial Ownership
(Instr. 4)
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Amount
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(A) or (D)
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Price
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Common Stock
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3/22/2018
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L
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59.9910
(1)
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A
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$20.34
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20938.0182
(2)
(3)
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D
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Common Stock
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6/14/2018
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L
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19.5320
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A
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$21.285
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20957.5502
(2)
(3)
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D
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Common Stock
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8/23/2018
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L
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23.8630
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A
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$23.3931
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20981.4132
(2)
(3)
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D
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Common Stock
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12/19/2018
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L
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26.2430
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A
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$21.243
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21007.6562
(2)
(3)
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D
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Common Stock
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12/31/2018
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L
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425.43
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A
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$21.36
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5425.43
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I
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Spouse's IRA
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Common Stock
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1000
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I
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Business Partnership
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Common Stock
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44532
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I
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IRA
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
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11. Nature of Indirect Beneficial Ownership
(Instr. 4)
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Option (right to buy)
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$14.07
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10/7/2016
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10/7/2025
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Blue Hills Bancorp, Inc Common Stock
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55000
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55000
(4)
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D
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Explanation of Responses:
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(1)
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This transaction was matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, against a sale transaction which occurred on December 12, 2017 and was previously reported on a Form 4. Mr. Houston has paid the Issuer $9.40, representing the full amount of profit realized in connection with the short-swing transactions.
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(2)
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Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.
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(3)
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Some of these securities vest every year (at anniversary)over the next 5 years starting with the first vesting in 2016.
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(4)
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These awards vest every year (at anniversary)over the next 5 years starting with the first vesting in 2016.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Houston David J Jr.
500 RIVER RIDGE DRIVE SUITE 300
NORWOOD, MA 02062-4659
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X
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Director
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Signatures
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/s/David J Houston
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2/20/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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