EMC INSURANCE GROUP INC·4

Sep 23, 10:05 AM ET

Lovell Michael Alan 4

4 · EMC INSURANCE GROUP INC · Filed Sep 23, 2019

Insider Transaction Report

Form 4
Period: 2019-09-19
Lovell Michael Alan
Vice President
Transactions
  • Disposition to Issuer

    NQO Right To Buy

    2019-09-191120 total
    Exercise: $13.78From: 2011-03-01Exp: 2020-03-01Common Stock (112 underlying)
  • Disposition to Issuer

    NQO Right To Buy

    2019-09-194,0500 total
    Exercise: $13.99From: 2013-03-01Exp: 2022-03-01Common Stock (4,050 underlying)
  • Disposition to Issuer

    EMCI Common Stock

    2019-09-19$36.00/sh1,125$40,5000 total
  • Disposition to Issuer

    NQO Right To Buy

    2019-09-199,0000 total
    Exercise: $16.27From: 2012-03-01Exp: 2021-03-01Common Stock (9,000 underlying)
  • Disposition to Issuer

    EMCI Common Stock

    2019-09-19$36.00/sh7,764.5$279,5221,125 total
  • Disposition to Issuer

    Restricted Stock Units

    2019-09-19$36.00/sh4,500$162,0000 total
    Exercise: $0.00From: 2020-03-01Exp: 2023-03-01Common Stock (4,500 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2019-09-193,3750 total
    Exercise: $0.00From: 2019-03-01Exp: 2022-03-01Common Stock (3,375 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2019-09-192,2500 total
    Exercise: $0.00From: 2018-03-01Exp: 2021-03-01Common Stock (2,250 underlying)
Footnotes (8)
  • [F1]In connection with the merger of EMC Insurance Group Inc. and a subsidiary of Employers Mutual Casualty Company, pursuant to an agreement and plan of merger dated May 8, 2019 (the "Merger Agreement"), all shares of EMC Insurance Group Inc. common stock were cancelled and automatically converted into the right to receive $36.00 per share, without interest.
  • [F2]This restricted stock award which provided for vesting in four equal annual installments beginning March 1, 2017, was cancelled and converted into the right to receive the cash payment from Employers Mutual Casualty Company as specified in the Merger Agreement, if and when the applicable vesting conditions in the original award are met (the product of the merger consideration of $36.00 per share multiplied by the total number of shares of common stock underlying each RSA).
  • [F3]This option which provided for vesting in five equal annual installments beginning March 1, 2011, was cancelled and converted into the right to receive the cash payment from Employers Mutual Casualty Company as specified in the Merger Agreement (the difference between the exercise price of the option and the merger consideration of $36.00 per share).
  • [F4]This option which provided for vesting in five equal annual installments beginning March 1, 2012, was cancelled and converted into the right to receive the cash payment from Employers Mutual Casualty Company as specified in the Merger Agreement (the difference between the exercise price of the option and the merger consideration of $36.00 per share).
  • [F5]This option which provided for vesting in five equal annual installments beginning March 1, 2013, was cancelled and converted into the right to receive the cash payment from Employers Mutual Casualty Company as specified in the Merger Agreement (the difference between the exercise price of the option and the merger consideration of $36.00 per share).
  • [F6]This restricted stock unit award which provided for vesting in four equal annual installments beginning March 1, 2018, was cancelled and converted into the right to receive from Employers Mutual Casualty Company the cash payment specified in the Merger Agreement if and when the applicable vesting conditions in the original award are met (the product of the merger consideration of $36.00 per share multiplied by the total number of shares of common stock underlying each RSU).
  • [F7]This restricted stock unit award which provided for vesting in four equal annual installments beginning March 1, 2019, was cancelled and converted into the right to receive from Employers Mutual Casualty Company the cash payment specified in the Merger Agreement if and when the applicable vesting conditions in the original award are met (the product of the merger consideration of $36.00 per share multiplied by the total number of shares of common stock underlying each RSU).
  • [F8]This restricted stock unit award which provided for vesting in four equal annual installments beginning March 1, 2020, was cancelled and converted into the right to receive from Employers Mutual Casualty Company the cash payment specified in the Merger Agreement if and when the applicable vesting conditions in the original award are met (the product of the merger consideration of $36.00 per share multiplied by the total number of shares of common stock underlying each RSU).

Documents

1 file
  • 4
    wf-form4_156924754122590.xmlPrimary

    FORM 4