Wellesley Bancorp Form 4 Wellesley Bancorp / Thomas J Fontaine ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Fontaine Thomas J

(Last) (First) (Middle)

100 WORCESTER STREET, SUITE 300

(Street)

WELLESLEY MA 02481

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Wellesley Bancorp, Inc. [ WEBK ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/16/2019		M		13,804	A	$15.35	28,027	D
Common Stock								12,931.69	I	By 401(k)(1)
Common Stock								50	I	By Custodian for Daughter
Common Stock								50	I	By Custodian for Son
Common Stock								5,735.86	I	By ESOP(2)
Common Stock								4,000	I	By Stock Award II(3)
Common Stock								3,500	I	By Trustee for EJF Family Trust
Common Stock								4,500	I	By Trustee for RJF Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (right to buy)	$15.35	12/16/2019		M			13,804(1)	10/01/2013(4)	10/01/2022	Common Stock	13,804	$0.0000	16,285	D

Explanation of Responses:

1. Since the reporting person's last report, 10,292.10 shares held indirectly by 401(k) Plan and 30,090 stock options were transferred to the reporting person's former spouse pursuant to a domestic relations order. The reporting person no longer reports as beneficially owned any securities transferred to his former spouse.

2. This Form 4 reflects increases in beneficial ownership resulting from exempt acquisitions pursuant to Rule 16b-3(c).

3. Stock awards granted pursuant to the Wellesley Bancorp, Inc. 2016 Equity Incentive Plan vest in three approximately equal installments commencing on January 1, 2020.

4. Stock options granted pursuant to the Wellesley Bancorp, Inc. 2012 Equity Incentive Plan are fully vested.

	/s/ Thomas J Fontaine	12/18/2019
	** 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 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).
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