Regional Management Corp. — Director's Dealing 2014

Mar 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Regional Management Corp. (RM)
CIK: 0001519401
Period of Report: 2014-03-17

Reporting Person: Fortin Thomas F (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-17	Common Stock	M	16380	$5.4623	Acquired	16380	Direct
2014-03-17	Common Stock	S	14742	$24.77	Disposed	1638	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-17	Employee Stock Option (right to buy)	$5.4623	M	16380	Disposed	2017-03-21	Common Stock (16380)	Direct

Footnotes

F1: The transactions covered by this Form 4 have been effected pursuant to a Rule 10b5-1 Sales Plan dated December 16, 2013, which is intended to comply with Rule 10b5-1(c) promulgated under the Securities Exchange Act of 1934, as amended.

F2: This option vested and became exercisable on February 26, 2008 (20%), March 21, 2009 (20%), March 21, 2010 (20%), March 21, 2011 (20%), and March 21, 2012 (20%). This option expires on March 21, 2017.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.50 to $25.15, inclusive. The reporting person undertakes to provide to Regional Management Corp., any security holder of Regional Management Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.