4//SEC Filing
Fleurant John 4
Accession 0001209191-20-033868
CIK 0001668428other
Filed
Jun 2, 8:00 PM ET
Accepted
Jun 3, 1:31 PM ET
Size
13.1 KB
Accession
0001209191-20-033868
Insider Transaction Report
Form 4
Fleurant John
Chief Financial Officer
Transactions
- Disposition to Issuer
Employee Stock Option (right to buy)
2020-06-01−200,000→ 0 totalExercise: $9.18Exp: 2025-03-15→ Ordinary Shares (200,000 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2020-06-01−1,500,000→ 0 totalExercise: $10.00Exp: 2025-03-15→ Ordinary Shares (1,500,000 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2020-06-01−300,000→ 0 totalExercise: $10.00Exp: 2025-03-15→ Ordinary Shares (300,000 underlying)
Footnotes (4)
- [F1]Stock option granted pursuant to the Issuer's 2017 Omnibus Incentive Plan, with the following vesting terms: (i) one third of the award vests in five equal annual installments beginning on March 15, 2021, (ii) one third of the award becomes exercisable, if at all, in five equal installments upon the later of (a) the average daily closing price of the Issuer's ordinary shares during any 20 consecutive trading days meeting or exceeding five specified hurdles of $14.75, $17.00, $20.00, $22.00 and $24.00, respectively, and (b) the end of five one year periods ending March 15, 2021, 2022, 2023, 2024 and 2025, respectively, and (iii) one third of the award becomes exercisable, if at all, in three equal annual installments if the Issuer's return on equity meets or exceeds specified annual hurdles of 16.00% for the one year period ending December 31, 2022, 16.25% for the one year period ending December 31, 2023 and 16.50% for the one year period ending December 31, 2024.
- [F2]Issuer and Fidelity National Financial, Inc. ("FNF") entered into an Agreement and Plan of Merger dated effective February 7, 2020 (the "Merger Agreement"), pursuant to which FNF acquired Issuer on June 1, 2020 (the "Merger"). This option was converted in the Merger into an option to purchase shares of FNF Common Stock, all in accordance with the Merger Agreement.
- [F3]Stock option granted pursuant to the 2017 Omnibus Incentive Plan, with the following vesting terms: (i) one third of the award vests in five equal annual installments beginning on March 15, 2021, (ii) one third of the award becomes exercisable, if at all, in five equal installments upon the later of (a) the average daily closing price of the Issuer's ordinary shares during any 20 consecutive trading days meeting or exceeding five specified hurdles of $14.75, $17.00, $20.00, $22.00 and $24.00, respectively, and (b) the end of five one year periods ending March 15, 2021, 2022, 2023, 2024 and 2025, respectively, and (iii) one third of the award becomes exercisable, if at all, in three equal annual installments if the Issuer's return on equity meets or exceeds specified annual hurdles of 16.00% for the one year period ending December 31, 2022, 16.25% for the one year period ending December 31, 2023 and 16.50% for the one year period ending December 31, 2024.
- [F4]Stock option granted pursuant to the 2017 Omnibus Incentive Plan, with the following vesting terms: (i) one half of the award becomes exercisable, if at all, in five equal annual installments if the average daily closing price of the Issuer's ordinary shares for 20 consecutive trading days meets or exceeds specified annual price hurdles of $17.00 for the one year period ending March 15, 2021, $21.00 for the one year period ending March 15, 2022, $25.00 for the one year period ending March 15, 2023, $27.00 for the one year period ending March 15, 2024 and $29.00 for the one year period ending March 15, 2025, respectively, and (ii) one half of the award becomes exercisable, if at all, in three equal annual installments if the Issuer's return on equity meets or exceeds specified annual hurdles of 18.50% for the one year period ending December 31, 2022, 18.75% for the one year period ending December 31, 2023 and 19.00% for the one year period ending December 31, 2024.
Documents
Issuer
FGL Holdings
CIK 0001668428
Entity typeother
Related Parties
1- filerCIK 0001793382
Filing Metadata
- Form type
- 4
- Filed
- Jun 2, 8:00 PM ET
- Accepted
- Jun 3, 1:31 PM ET
- Size
- 13.1 KB