Regional Management Corp. — Director's Dealing 2013

Feb 13, 2013

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: Regional Management Corp. (RM)
CIK: 0001519401
Period of Report: 2012-12-31

Reporting Person: Godley Richard A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-21	Common Stock	G	180000	—	Disposed	387220	Indirect
2012-12-21	Common Stock	G	60000	—	Disposed	327220	Indirect
2012-12-21	Common Stock	G	180000	—	Acquired	180000	Indirect
2012-12-21	Common Stock	G	60000	—	Acquired	60000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	61505	Indirect

Footnotes

F1: This transaction involved a gift of securities by the Richard A. Godley, Sr. Revocable Trust to the Tyler Godley Children 2012 Irrevocable Trust, dated December 17, 2012. The reporting person's wife, Pamela Denise Godley, is the trustee of the Tyler Godley Children 2012 Irrevocable Trust, dated December 17, 2012.

F2: These shares of common stock of the Issuer are held by the Richard A. Godley, Sr. Revocable Trust. The reporting person is the sole trustee of the Richard A. Godley, Sr. Revocable Trust.

F3: This transaction involved a gift of securities by the Richard A. Godley, Sr. Revocable Trust to the Haylei D. Tucker Family 2012 Irrevocable Trust, dated December 17, 2012. The reporting person's wife, Pamela Denise Godley, is the trustee of the Haylei D. Tucker Family 2012 Irrevocable Trust, dated December 17, 2012.

F4: These shares of common stock of the Issuer are held by the Tyler Godley Children 2012 Irrevocable Trust, dated December 17, 2012. The reporting person's wife, Pamela Denise Godley, is the trustee of the Tyler Godley Children 2012 Irrevocable Trust, dated December 17, 2012.

F5: These shares of common stock of the Issuer are held by the Haylei D. Tucker Family 2012 Irrevocable Trust, dated December 17, 2012. The reporting person's wife, Pamela Denise Godley, is the trustee of the Haylei D. Tucker Family 2012 Irrevocable Trust, dated December 17, 2012.

F6: These shares of common stock of the Issuer are held by the Pamela Denise Godley Revocable Trust. The reporting person's wife, Pamela Denise Godley, is the trustee of the Pamela Denise Godley Revocable Trust.