Sec Form 4 Filing - JOHNSON ROBERT LEE /GA/ @ Charter Financial Corp - 2014-12-10

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person JOHNSON ROBERT LEE /GA/ 2. Issuer Name and Ticker or Trading Symbol Charter Financial Corp [ CHFN] 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 (Last) (First) (Middle) 1233 O.G. SKINNER DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 12/10/2014 (Street) WEST POINT, GA31833 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/10/2014 S 300 D $ 11.47 130,672 D Common Stock 12/11/2014 S 1 D $ 11.47 130,671 D Common Stock 12/12/2014 S 9,987 D $ 11.203 120,684 D Common Stock 3,117 I By Spouse's IRA Common Stock 11,253 I As Custodian for Children Common Stock 28,156 I By IRA Common Stock 17,341 ( 5 ) I By ESOP Common Stock 9,808 I By 401(k) Common Stock 114,315 I By Stock Award II ( 1 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Options $ 10.89 12/16/2014 12/15/2023 Common Stock 285,789 ( 2 ) 285,798 ( 2 ) D Stock Options $ 8.8205 01/27/2014 01/27/2019 Common Stock 92,285 ( 3 ) 92,285 ( 3 ) D Stock Options $ 8.179 06/22/2013 06/22/2020 Common Stock 62,355 ( 4 ) 62,355 ( 4 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other JOHNSON ROBERT LEE /GA/ 1233 O.G. SKINNER DRIVE WEST POINT, GA31833 X President and CEO Signatures /s/ Robert L. Johnson 12/12/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of restricted stock granted pursuant to the Charter Financial Corporation 2013 Equity Incentive Plan vest at a rate of 20% per year commencing on December 16, 2014. ( 2 )Stock Options granted pursuant to the Charter Financial Corporation 2013 Equity Incentive Plan vest at a rate of 20% per year commencing on December 16, 2014. ( 3 )Stock Options granted pursuant to the 2001 Charter Financial Corporation Stock Option Plan vest in five equal annual installments commencing on January 27, 2014. ( 4 )Stock Options granted pursuant to the 2001 Charter Financial Corporation Stock Option Plan, of which 1,247 options vest in 2013, and the remaining options vest in five equal annual installments commencing on June 22, 2015. ( 5 )Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.

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.