Sec Form 4 Filing - MARTZ FRANK D @ ESB FINANCIAL CORP - 2013-04-22

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
MARTZ FRANK D
2. Issuer Name and Ticker or Trading Symbol
ESB FINANCIAL CORP [ ESBF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Group Sr VP of Operations
(Last) (First) (Middle)
516 RHODE ISLAND AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
04/22/2013
(Street)
ELLWOOD CITY, PA16117
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 04/22/2013 M 4,800 A $ 12.8 19,975 D
Common Stock 04/22/2013 S 4,800 D $ 14.1 15,175 D
Common Stock 04/22/2013 M 900 A $ 12.8 900 I by wife
Common Stock 04/22/2013 S 900 D $ 14.1 0 I by wife
Common Stock 130,435 ( 1 ) D
Common Stock 11,140.1575 I 401(k) Plan
Common Stock 3,033.0538 I 401(k) Plan (by Wife)
Common Stock 71,903.5494 ( 4 ) I ESOP
Common Stock 23,310.4166 ( 5 ) I ESOP (by Wife)
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 Option $ 12.8 04/22/2013 M 4,800 11/18/2003 11/18/2013 Common Stock 0 $ 0 0 D
Stock Option $ 12.8 04/22/2013 M 900 11/18/2003 11/18/2013 Common Stock 0 $ 0 0 I by wife
Stock Option $ 12.09 11/16/2004 11/16/2014 Common Stock 4,800 4,800 D
Stock Option $ 12.09 11/16/2004 11/16/2014 Common Stock 900 900 I by wife
Stock Option $ 10.17 04/19/2005 04/19/2015 Common Stock 4,800 4,800 D
Stock Option $ 10.17 04/19/2005 04/19/2015 Common Stock 900 900 I by wife
Stock Option $ 8.96 11/21/2006 11/21/2016 Common Stock 4,800 4,800 D
Stock Option $ 8.96 11/21/2006 11/21/2016 Common Stock 900 900 I by wife
Stock Option $ 8.43 11/20/2007 11/20/2017 Common Stock 4,800 4,800 D
Stock Option $ 8.43 11/20/2007 11/20/2017 Common Stock 900 900 I by wife
Stock Option $ 8.59 11/18/2008 11/18/2018 Common Stock 4,800 4,800 D
Stock Option $ 8.59 11/18/2008 11/18/2018 Common Stock 900 900 I by wife
Stock Option $ 9.62 11/17/2009 11/17/2019 Common Stock 6,600 6,600 D
Stock Option $ 9.62 11/17/2009 11/17/2019 Common Stock 1,200 1,200 I by wife
Stock Option $ 12.42 11/16/2010 11/16/2020 Common Stock 6,600 6,600 D
Stock Option $ 12.42 11/16/2010 11/16/2020 Common Stock 1,200 1,200 I by wife
Stock Option $ 13.19 11/15/2011 11/15/2021 Common Stock 5,500 5,500 D
Stock Option $ 13.19 11/15/2011 11/15/2021 Common Stock 1,000 1,000 I by wife
Stock Option $ 12.6 11/20/2012( 3 ) 11/20/2022 Common Stock 20,000 20,000 D
Stock Option $ 12.6 11/20/2012( 2 ) 11/20/2022 Common Stock 1,000 1,000 I by wife
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MARTZ FRANK D
516 RHODE ISLAND AVENUE
ELLWOOD CITY, PA16117
Group Sr VP of Operations
Signatures
Frank D. Martz 04/22/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Husband and Wife
( 2 )20% of such grant will vest immediately and 20% will vest each year over the next 4 years.
( 3 )33 1/3% of such grant will vest immediately and 33 1/3% will vest each year over the next 2 years
( 4 )Acquired 4,815.6154 shares under the ESB Financial Employee Stock Ownership Plan year ended 12-31-12.
( 5 )Acquired 1,436.56 shares under the ESB Financial Employee Stock Ownership Plan year ended 12-31-12.

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