Ledbetter Lonnie Kossuth III 4
4 · State National Companies, Inc. · Filed Nov 17, 2017
Insider Transaction Report
Form 4
Ledbetter Lonnie Kossuth III
EVP of Service
Transactions
- Disposition to Issuer
Common Stock
2017-11-17−7,188→ 0 total - Disposition to Issuer
Common Stock
2017-11-17$21.00/sh−1,486,656$31,219,776→ 0 total(indirect: By Trust) - Disposition to Issuer
Options
2017-11-17$11.00/sh−284,900$3,133,900→ 0 totalExercise: $10.00Exp: 2024-06-25→ Common Stock (284,900 underlying) - Disposition to Issuer
Common Stock
2017-11-17$21.00/sh−16,047$336,987→ 7,188 total
Footnotes (4)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger ("merger agreement"), dated as of July 26, 2017, by and among Issuer, Markel Corporation and Markelverick Corporation for a cash payment of the per share price noted.
- [F2]Represents 1,486,656 shares of common stock beneficially owned by Lonnie K. Ledbetter III, consisting of the following: (i) 838,536 shares held by the following trusts for which Lonnie K. Ledbetter III serves as sole trustee and over which shares he has sole voting power and shared dispositive power with an independent trustee: (A) 175,884 shares held by the Lonnie K. Ledbetter 2006 Grantor Trust No. 2; (B) 441,768 shares held by the Kendall Kaye Ledbetter 2010 Grantor Trust No. 2; and (C) 220,884 shares held by the Lonnie K. Ledbetter 2010 Grantor Trust No. 2; and (ii) 648,120 shares held by the Bradford Luke Ledbetter 1999 Grantor Trust No. 2 for which he serves as co-trustee with Bradford Luke Ledbetter, with whom he shares voting and dispositive power over such shares.
- [F3]In connection with the closing under the merger agreement, each option was cancelled in the merger in exchange for a cash payment of $3,133,900, representing the difference between $21.00 and the exercise price.
- [F4]The stock options vested in three equal annual installments beginning 06/25/2015.