Regional Management Corp. — Director's Dealing 2013

Dec 13, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Regional Management Corp. (RM)
CIK: 0001519401
Period of Report: 2013-12-10

Reporting Person: Johnson Jared L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-12-10	Common Stock, par value $0.10 per share	M	2000	$15.00	Acquired	0	Direct
2013-12-10	Common Stock, par value $0.10 per share	S	4691	$29.605	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-12-10	Stock Option (right to buy)	$15.00	M	2000	Disposed	2022-03-27	Common Stock (2000)	Direct

Footnotes

F1: Pursuant to the arrangements between the Reporting Person and Parallel 2005 Equity Fund, LP (the "Fund"), the Reporting Person is not permitted to retain the equity awards granted by Regional Management Corp. (the "Issuer"), and the Reporting Person is required to hold such securities for the benefit of the Fund. The Reporting Person disclaims any pecuniary interest in the securities reported herein.

F2: This amount represents the $31.00 public offering price per share of the common stock of the Issuer less the underwriting discount of $1.395 per share.

F3: The option vests in five equal annual installments beginning on the first anniversary of March 27, 2012.