Dennis Pollack Form 4 PRUDENTIAL BANCORP / DENNIS POLLACK 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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

POLLACK DENNIS

(Last) (First) (Middle)

C/O PRUDENTIAL BANCORP, INC.

1834 WEST OREGON AVENUE

(Street)

PHILADELPHIA PA 19145

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PRUDENTIAL BANCORP, INC. [ PBIP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2020

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	02/18/2020		P		10	A	$17.15	61,224(1)	D
Common Stock	02/18/2020		P		1,500	A	$17.49	62,724(1)	D
Common Stock	02/18/2020		P		1,000	A	$17.5	63,724(1)	D

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 Option	$18.46							03/21/2019(2)	03/21/2028	Common Stock	80,000		80,000	D
Stock Option	$14.42							08/17/2017(3)	08/17/2026	Common Stock	10,000		10,000	D
Stock Option	$12.23							02/18/2016(4)	02/18/2025	Common Stock	30,000		30,000	D
Stock Option	$18.16							07/17/2020(5)	07/17/2029	Common Stock	11,851		11,851	D

Explanation of Responses:

1. Includes 10,000 shares which reflects the unvested portion of a grant originally covering 12,500 shares granted pursuant to the 2014 Stock Incentive Plan ("2014 SIP") that vest 20% per year commencing on March 31, 2019. Includes 1,000 shares which reflects the unvested portion of a grant originally covering 2,500 shares granted pursuant to the 2014 SIP that vest 20% per year commencing on August 17, 2017.

2. The options vest at the rate of 20% per year commencing on March 21, 2019.

3. The options vest at the rate of 20% per year commencing on August 17, 2017.

4. The options vest at the rate of 20% per year commencing on February 18, 2016.

5. The options vest at the rate of 20% per year commencing on July 17, 2020.

Remarks:

	/s/ Jack E. Rothkopf, Attorney-in-Fact for Dennis Pollack	02/20/2020
	** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.