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Form 4 First Connecticut Bancor For: Nov 28 Filed by: Ziebka Michael A

November 30, 2016 4:13 PM EST
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
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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 *
Ziebka Michael A

(Last) (First) (Middle)
C/O FIRST CONNECTICUT BANCORP, INC.
ONE FARM GLEN BOULEVARD

(Street)
FARMINGTON CT 06032

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
First Connecticut Bancorp, Inc. [ FBNK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/28/2016
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               5,000 D  
Common Stock               27,260 D (1) (2) (3)  
Common Stock 11/28/2016   M   20,000 A $ 12.95 20,000 D  
Common Stock 11/28/2016   S   1,567 D $ 22.25 18,433 D  
Common Stock 11/28/2016   S   200 D $ 22.3 18,233 D  
Common Stock 11/29/2016   S   2,601 D $ 22.05 15,632 D  
Common Stock 11/29/2016   S   1,422 D $ 22.1 14,210 D  
Common Stock 11/29/2016   S   306 D $ 22.15 13,904 D  
Common Stock 11/29/2016   S   4,633 D $ 22.2 9,271 D  
Common Stock 11/29/2016   S   100 D $ 22.23 9,171 D  
Common Stock 11/29/2016   S   200 D $ 22.25 8,971 D  
Common Stock 11/29/2016   S   100 D $ 22.3 8,871 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 Options (4) $ 12.95 11/28/2016   M     20,000 09/05/2012 09/05/2022 Common Stock 84,931 $ 12.95 64,931 D  
Explanation of Responses:
1. 35,760 shares of restricted stock granted on 9/5/2012 pursuant to the First Connecticut Bancorp, Inc.'s 2012 Stock Incentive Plan and will vest in five equal annual installments of 20%, the first installment of 7,152 shares vested on the grant date and an additional 20% to vest on each annual anniversary of the grant date thereafter.
2. 3,500 Shares sold on 11/5/2012 from the vested shares obtained from original grant of 35,760 of which 7,152 vested immediately.
3. 5,000 Shares sold from the vested shares obtained from original grant of 35,760 of which 7,152 vested immediately, 7,152 vested on 9/5/13, 7,152 vested on 9/5/14 and 7,152 vested on 9/5/15.
4. Stock options granted pursuant to the First Connecticut Bancorp, Inc.'s 2012 Non-Qualified Stock Option Award Agreement and are exercisable in equal 20% increments over a five year period, the first 20% having vested on the grant date and the subsequent vesting on each September 5th of the following years.
/s/ Michael A. Ziebka by POA 11/30/2016
** 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.


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