Sec Form 4 Filing - LaCalamito William J @ HUDSON CITY BANCORP INC - 2013-05-10

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
LaCalamito William J
2. Issuer Name and Ticker or Trading Symbol
HUDSON CITY BANCORP INC [ HCBK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last) (First) (Middle)
WEST 80 CENTURY ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/10/2013
(Street)
PARAMUS, NJ07652
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, par value $0.01 per share 05/10/2013 S 250 D $ 8.5 115 I By Son
Common Stock, par value $0.01 per share 7,694 D
Common Stock, par value $0.01 per share 20,006 I By ESOP
Common Stock, par value $0.01 per share 10,006 I By IRA
Common Stock, par value $0.01 per share 1,600 I By Spouse/IRA
Common Stock, par value $0.01 per share 250 I As Custodian ( 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 Option (Right to Buy) $ 12.76 07/21/2009 07/20/2016 Common Stock 100,000 100,000 D
Stock Option (Right to Buy) $ 12.76 01/20/2009 07/20/2016 Common Stock 50,000 50,000 D
Stock Option (Right to Buy) $ 15.69 01/25/2011 01/24/2018 Common Stock 50,000 50,000 D
Stock Option (Right to Buy) $ 12.03 01/24/2012 01/22/2019 Common Stock 45,000 45,000 D
Stock Option (Right to Buy) $ 13.78 01/26/2010 01/25/2017 Common Stock 45,000 45,000 D
Stock Option (Right to Buy) $ 13.12 01/29/2013 01/18/2020 Common Stock 25,000 25,000 D
Deferred Stock Unit $ 0 ( 2 ) ( 2 ) ( 2 ) Common Stock 3,060 3,060 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LaCalamito William J
WEST 80 CENTURY ROAD
PARAMUS, NJ07652
Senior Vice President
Signatures
Veronica A. Olszewski, Attorney-in-Fact 05/14/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares are held by the reporting person as custodian for a minor child under the New York Transfer to Minors Act.
( 2 )Represents the number of shares issuable upon future settlement of Variable Deferred Stock Units granted on March 30, 2012 based on the Company's return on equity for 2012, as certified by the Compensation Committee of the Board of Directors on January 29, 2013. Such Variable Deferred Stock Units will vest and settle on March 30, 2015 assuming continued employment through such date. Pro-rated, accelerated vesting and settlement may occur in the event of death, disability, retirement. Accelerated vesting and settlement may also occur in the event of discharge without cause or resignation with good reason following a change in control.

Remarks:
Performance Deferred Stock Unit award, on 3/30/12, for 10,161 shares of common stock which will vest on 3/30/15. Performance Stock Option grant, on 3/15/11, to purchase 9,700 shares of common stock at $9.50 per share. These options have a 10-yr term ending 3/14/21 and become exercisable on 3/15/14. Performance Deferred Stock Unit award, on 3/15/11, for 7,200 shares of common stock which will vest on 3/15/14. Terms may end earlier than 10 years in certain circumstances. Vesting is tied to satisfaction, by the exercisable dates, and approval by the Company's Compensation Committee, of certain corporate performance measures specific to each grant and award, and continuous service by the reporting person through such dates. Under applicable SEC regulations, these option grants and awards are reportable in Table II of Form 4 only if and when the performance conditions have been satisfied.

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