Regional Management Corp. — Director's Dealing 2013

Nov 20, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Regional Management Corp. (RM)
CIK: 0001519401
Period of Report: 2013-10-28

Reporting Person: Parallel 2005 Equity Partners, LLC (Director, 10% Owner)
Reporting Person: Parallel 2005 Equity Fund LP (Director, 10% Owner)
Reporting Person: Parallel 2005 Equity Partners, LP (Director, 10% Owner)
Reporting Person: FLETCHER FRANK BARRON III (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-10-28	Common Stock, par value $0.10 per share	A	5382	—	Acquired	654232	Indirect

Footnotes

F1: Represents a grant of 2,691 shares of common stock of Regional Management Corporation (the "Issuer") to each of Richard T. Dell'Aquila and Jared L. Johnson, who are designees of Parallel 2005 Equity Fund, LP serving on the Issuer's board of directors, as a component of their annual director compensation for their service on the Issuer's board of directors. Pursuant to arrangements between Parallel 2005 Equity Fund, LP and each of Mr. Johnson, and Mr. Dell'Aquila, Messrs. Johnson and Dell'Aquila are not permitted to retain equity awards granted by the Issuer to each of Messrs. Johnson and Dell'Aquila, and each of Messrs. Johnson and Dell'Aquila is required to hold such securities for the benefit of Parallel 2005 Equity Fund, LP.

F2: Includes 648,850 shares of common stock of the Issuer held directly by Parallel 2005 Equity Fund, LP.

F3: Shares of common stock of the Issuer are held by Parallel 2005 Equity Fund, LP and by each of Richard T. Dell'Aquila and Jared L. Johnson as nominee holders on behalf of Parallel 2005 Equity Fund, LP. The general partner of Parallel 2005 Equity Fund, LP is Parallel 2005 Equity Partners, LP. The general partner of Parallel 2005 Equity Partners, LP is Parallel 2005 Equity Partners, LLC. F. Barron Fletcher, III is the managing member of Parallel 2005 Equity Partners, LLC.