Sec Form 4 Filing - Hrotko Patricia @ Clifton Bancorp Inc. - 2016-09-02

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
Hrotko Patricia
2. Issuer Name and Ticker or Trading Symbol
Clifton Bancorp Inc. [ CSBK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last) (First) (Middle)
1433 VAN HOUTEN AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
09/02/2016
(Street)
CLIFTON, NJ07015
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 09/02/2016 F 2,469 D $ 14.97 4,542 ( 1 ) D
Common Stock 558 I By 401(k) ( 2 )
Common Stock 4,052 I By ESOP ( 2 )
Common Stock 3,000 I By IRA
Common Stock 27,295 ( 1 ) I By Stock Award ( 3 )
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
Incentive Stock Option $ 13.84 09/02/2016( 4 ) 09/02/2025 Common Stock 36,125 36,125 D
Non-Qualified Stock Option $ 13.84 09/02/2016( 5 ) 09/02/2025 Common Stock 15,053 15,053 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hrotko Patricia
1433 VAN HOUTEN AVENUE
CLIFTON, NJ07015
Executive Vice President
Signatures
/s/ Patricia Hrotko 09/07/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Since the reporting person's last report 6,824 shares previously held by Stock Award have vested and are now owned directly.
( 2 )This form reflects changes in beneficial ownership resulting from exempt acquisitions pursuant to Rule 16b-3(c).
( 3 )Stock Awards granted pursuant to the Clifton Bancorp Inc. 2015 Equity Incentive Plan vest in five approximately equal annual installments commencing on September 2, 2016.
( 4 )Incentive Stock Options granted pursuant to the Clifton Bancorp Inc. 2015 Equity Incentive Plan vest in five approximately equal annual installments commencing on September 2, 2016.
( 5 )Non-Qualified Stock Options granted pursuant to the Clifton Bancorp Inc. 2015 Equity Incentive Plan vest in five approximately equal annual installments commencing on September 2, 2016.

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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