Kenneth C Cook Form 3/A SANDY SPRING BANCORP / Kenneth C Cook ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Cook Kenneth C

(Last) (First) (Middle)

SANDY SPRING BANCORP, INC.

17801 GEORGIA AVENUE

(Street)

OLNEY MD 20832

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2020

3. Issuer Name and Ticker or Trading Symbol
SANDY SPRING BANCORP INC [ SASR ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, Division President

5. If Amendment, Date of Original Filed (Month/Day/Year)
04/10/2020

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	213,191.616(1)	D
Common Stock	4,694	D(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to Buy)	10/15/2018	10/15/2023	Common Stock	47,867	10.96	D
Stock Options (Right to Buy)	02/18/2016	02/18/2026	Common Stock	7,838	10.96	D
Stock Options (Right to Buy)	06/16/2015	06/03/2025	Common Stock	7,466	14.77	D
Stock Options (Right to Buy)	02/21/2017	02/21/2022	Common Stock	22,656	10.24	D
Stock Options (Right to Buy)	04/01/2020	05/19/2025	Common Stock	35,784	14.77	D
Stock Options (Right to Buy)	04/01/2020	02/16/2026	Common Stock	10,072	16.2	D

Explanation of Responses:

1. Mr. Cook held 3,328 shares of Sandy Spring Bancorp, Inc. stock prior to the acquisition of Revere Bank that was not previously disclosed.

2. Restricted stock awarded under 2015 Omnibus Incentive Plan will vest ratably on April 1, 2021, April 1, 2022, and April 1 2023.

	/s/ Janet VA Replogle, attorney-in-fact for Mr. Cook	05/06/2020
	** 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 5 (b)(v).
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