ATLANTIC AMERICAN CORP 5
5 · ATLANTIC AMERICAN CORP · Filed Feb 10, 2014
Insider Transaction Report
Form 5
ROBINSON J MACK
DirectorChairman10% Owner
Transactions
- Gift
Common Stock
2013-09-09−6,720→ 9,081,074 total(indirect: By Spouse)
Holdings
- 3,756,746(indirect: By Gulf Capital Services)
Common Stock
- 65,000(indirect: By Delta Life Insurance Company)
Series D Preferred Stock
→ Common Stock (1,629,073 underlying) - 300,000(indirect: By Delta Fire & Casualty Insurance Company)
Common Stock
- 1,363,809(indirect: By Delta Life Insurance Company)
Common Stock
- 544,585
Common Stock
Footnotes (5)
- [F1]Shares owned by an entity controlled by Mr. Robinson. Mr. Robinson disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- [F2]Shares owned by an entity in which Mr. Robinson holds a 24% interest. The remaining interests are held in equal amounts by trusts for the benefit of Mr. Robinson's two daughters, with Mr. Robinson's spouse as trustee. Mr. Robinson disclaims beneficial ownership of the remainder of the Company's Common Stock, representing the trusts' proportionate interests, held by Gulf Capital Services.
- [F3]Mr. Robinson has an indirect ownership interest in 9,081,074 shares of the Company's Common Stock owned directly or indirectly by his spouse, Harriett J. Robinson, as follows: 660,576 shares owned directly by her; 3,953,256 shares owned by a trust for the benefit of their daughter, Robin R. Howell, of which his spouse is trustee; 4,088,792 shares owned by a trust for the benefit of their daughter, Jill Robinson, of which his spouse is trustee; and 378,450 shares owned by a trust for the benefit of their grandchildren, of which his spouse is trustee. Mr. Robinson disclaims beneficial ownership of the shares owned directly or indirectly by his spouse.
- [F4]The Series D Preferred Stock is convertible into common stock at a per share price of $3.99, subject to certain anti-dilution provisions, provided that in no case may the conversion price be less than $2.59 per share without the prior approval of the Company's shareholders. Such shares are owned by Delta Life Insurance Company, an entity in which Mr. Robinson maintains a controlling interest.
- [F5]The Series D Preferred Stock was convertible into common stock upon issuance and has no expiration date.