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4//SEC Filing

NEWCASTLE PARTNERS L P 4

Accession 0001181580-19-000005

CIK 0000819913other

View on SEC.gov Company Profile

Filed

Mar 10, 8:00 PM ET

Accepted

Mar 11, 11:03 AM ET

Size

20.3 KB

Accession

0001181580-19-000005

Insider Transaction Report

Form 4

Period: 2019-03-07

HALLMARK FINANCIAL SERVICES INCHALL

SCHWARZ MARK E

DirectorExecutive Chairman10% Owner

Transactions

Tax Payment
Common Stock
2019-03-07$10.31/sh−128,225$1,322,000→ 2,580 total
Exercise/Conversion
Common Stock
2019-03-07$6.61/sh+200,000$1,322,000→ 202,580 total
Exercise/Conversion
Director Stock Option (right to buy)
2019-03-07−200,000→ 0 total
Exercise: $6.61Exp: 2019-04-01→ Common Stock (200,000 underlying)

Holdings

Common Stock
(indirect: Shares directly owned by NCM Services, Inc.)
949,702
Director Stock Option (right to buy)
Exercise: $6.99From: 2012-07-01Exp: 2021-12-31→ Common Stock (14,157 underlying)
14,157
Common Stock
(indirect: Shares directly owned by Newcastle Partners, L.P.)
3,730,432
Common Stock
(indirect: Shares directly owned by Newcastle Capital Management, L.P.)
172,776

NCM SERVICES, INC.

10% Owner

Transactions

Exercise/Conversion
Common Stock
2019-03-07$6.61/sh+200,000$1,322,000→ 202,580 total
Tax Payment
Common Stock
2019-03-07$10.31/sh−128,225$1,322,000→ 2,580 total
Exercise/Conversion
Director Stock Option (right to buy)
2019-03-07−200,000→ 0 total
Exercise: $6.61Exp: 2019-04-01→ Common Stock (200,000 underlying)

Holdings

Common Stock
(indirect: Shares directly owned by Newcastle Capital Management, L.P.)
172,776
Director Stock Option (right to buy)
Exercise: $6.99From: 2012-07-01Exp: 2021-12-31→ Common Stock (14,157 underlying)
14,157
Common Stock
(indirect: Shares directly owned by Newcastle Partners, L.P.)
3,730,432
Common Stock
(indirect: Shares directly owned by NCM Services, Inc.)
949,702

NEWCASTLE CAPITAL GROUP LLC

Other

Transactions

Tax Payment
Common Stock
2019-03-07$10.31/sh−128,225$1,322,000→ 2,580 total
Exercise/Conversion
Director Stock Option (right to buy)
2019-03-07−200,000→ 0 total
Exercise: $6.61Exp: 2019-04-01→ Common Stock (200,000 underlying)
Exercise/Conversion
Common Stock
2019-03-07$6.61/sh+200,000$1,322,000→ 202,580 total

Holdings

Common Stock
(indirect: Shares directly owned by Newcastle Capital Management, L.P.)
172,776
Director Stock Option (right to buy)
Exercise: $6.99From: 2012-07-01Exp: 2021-12-31→ Common Stock (14,157 underlying)
14,157
Common Stock
(indirect: Shares directly owned by Newcastle Partners, L.P.)
3,730,432
Common Stock
(indirect: Shares directly owned by NCM Services, Inc.)
949,702

NEWCASTLE CAPITAL MANAGEMENT LP

DirectorExecutive Chairman10% Owner

Transactions

Exercise/Conversion
Director Stock Option (right to buy)
2019-03-07−200,000→ 0 total
Exercise: $6.61Exp: 2019-04-01→ Common Stock (200,000 underlying)
Tax Payment
Common Stock
2019-03-07$10.31/sh−128,225$1,322,000→ 2,580 total
Exercise/Conversion
Common Stock
2019-03-07$6.61/sh+200,000$1,322,000→ 202,580 total

Holdings

Director Stock Option (right to buy)
Exercise: $6.99From: 2012-07-01Exp: 2021-12-31→ Common Stock (14,157 underlying)
14,157
Common Stock
(indirect: Shares directly owned by Newcastle Partners, L.P.)
3,730,432
Common Stock
(indirect: Shares directly owned by Newcastle Capital Management, L.P.)
172,776
Common Stock
(indirect: Shares directly owned by NCM Services, Inc.)
949,702

NEWCASTLE PARTNERS L P

10% Owner

Transactions

Exercise/Conversion
Common Stock
2019-03-07$6.61/sh+200,000$1,322,000→ 202,580 total
Tax Payment
Common Stock
2019-03-07$10.31/sh−128,225$1,322,000→ 2,580 total
Exercise/Conversion
Director Stock Option (right to buy)
2019-03-07−200,000→ 0 total
Exercise: $6.61Exp: 2019-04-01→ Common Stock (200,000 underlying)

Holdings

Common Stock
(indirect: Shares directly owned by Newcastle Capital Management, L.P.)
172,776
Common Stock
(indirect: Shares directly owned by NCM Services, Inc.)
949,702
Common Stock
(indirect: Shares directly owned by Newcastle Partners, L.P.)
3,730,432
Director Stock Option (right to buy)
Exercise: $6.99From: 2012-07-01Exp: 2021-12-31→ Common Stock (14,157 underlying)
14,157

Schwarz 2012 Family Trust

10% Owner

Transactions

Tax Payment
Common Stock
2019-03-07$10.31/sh−128,225$1,322,000→ 2,580 total
Exercise/Conversion
Common Stock
2019-03-07$6.61/sh+200,000$1,322,000→ 202,580 total
Exercise/Conversion
Director Stock Option (right to buy)
2019-03-07−200,000→ 0 total
Exercise: $6.61Exp: 2019-04-01→ Common Stock (200,000 underlying)

Holdings

Common Stock
(indirect: Shares directly owned by NCM Services, Inc.)
949,702
Director Stock Option (right to buy)
Exercise: $6.99From: 2012-07-01Exp: 2021-12-31→ Common Stock (14,157 underlying)
14,157
Common Stock
(indirect: Shares directly owned by Newcastle Capital Management, L.P.)
172,776
Common Stock
(indirect: Shares directly owned by Newcastle Partners, L.P.)
3,730,432

Footnotes (3)

[F1]Direct ownership by Mr. Schwarz.
[F2]Mr. Schwarz is the sole trustee of the Schwarz 2012 Family Trust (the "Trust") and a director and officer of NCM Services, Inc. ("NCMS"). The Trust is the sole shareholder of NCMS, which is the sole member of Newcastle Capital Group, L.L.C. ("NCG"), which is the general partner of Newcastle Capital Management, L.P. ("NCM"), which is the general partner of Newcastle Partners, L.P. ("NP"). Accordingly, Mr. Schwarz may be deemed the beneficial owner of all shares held by any of the Trust, NCMS, NCG, NCM or NP, and each of these entities may be deemed the beneficial owner of all shares held by the entities which they directly or indirectly own or control.
[F3]Represents director stock options which vest in seven equal annual installments commencing April 1, 2010.

Documents

1 file

4
edgar.xmlPrimary
PRIMARY DOCUMENT

Issuer

HALLMARK FINANCIAL SERVICES INC

CIK 0000819913

→

Entity typeother

IncorporatedTX

Related Parties

filerCIK 0000932334

Filing Metadata

Form type: 4
Filed: Mar 10, 8:00 PM ET
Accepted: Mar 11, 11:03 AM ET
Size: 20.3 KB

View on SEC.gov