DEEKS TERENCE N 4
4 · NAVIGATORS GROUP INC · Filed May 23, 2019
Insider Transaction Report
Form 4
DEEKS TERENCE N
10% Owner
Transactions
- Disposition to Issuer
Common Stock
2019-05-23$70.00/sh−2,434,681$170,427,670→ 0 total
Footnotes (3)
- [F1]On May 23, 2019, The Hartford Financial Services Group, Inc. ("The Hartford") acquired the Issuer pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 22, 2018, by and among the Issuer, The Hartford and Renato Acquisition Co., a wholly owned subsidiary of The Hartford (the "Merger").
- [F2]Includes 1,182,537 shares held by the Terence N. Deeks 2017 Qualified Three Year Annuity Trust and the Terence N. Deeks 2018 Qualified Three Year Annuity Trust (collectively, the "Trusts"), of which the Reporting Person is the settler, 56,400 shares jointly held with the Reporting Person's wife, 939,640 shares held by him directly and 256,104 shares held by the Deeks Family Foundation (the "Foundation"). The Reporting Person disclaims beneficial ownership of the shares held by the Trusts and the Foundation except to the extent of any pecuniary interest he may be deemed to hold therein.
- [F3]Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of common stock of the Issuer, par value $0.10 per share ("Issuer Common Stock") issued and outstanding immediately prior to the Effective Time was converted into the right to receive $70.00 in cash, without interest.