Home/Filings/4/0001209191-20-033873
4//SEC Filing

Wasgatt Bonnie 4

Accession 0001209191-20-033873

CIK 0001668428other

Filed

Jun 2, 8:00 PM ET

Accepted

Jun 3, 1:38 PM ET

Size

21.0 KB

Accession

0001209191-20-033873

Insider Transaction Report

Form 4
Period: 2020-06-01
Wasgatt Bonnie
Chief Op Off of Subsidiary
Transactions
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2020-06-01106,2510 total
    Exercise: $10.00Exp: 2026-05-20Ordinary Shares (106,251 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2020-06-01141,6670 total
    Exercise: $10.00Exp: 2026-05-20Ordinary Shares (141,667 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2020-06-0113,6450 total
    Exercise: $7.16Exp: 2026-08-06Ordinary Shares (13,645 underlying)
  • Disposition to Issuer

    Ordinary Shares

    2020-06-014,1270 total
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2020-06-0137,5000 total
    Exercise: $10.00Exp: 2026-05-20Ordinary Shares (37,500 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2020-06-0118,1920 total
    Exercise: $7.16Exp: 2026-08-06Ordinary Shares (18,192 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2020-06-0118,1920 total
    Exercise: $7.16Exp: 2026-08-06Ordinary Shares (18,192 underlying)
Footnotes (8)
  • [F1]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"). Each Ordinary Share (including restricted shares that converted into Ordinary Shares in connection with the Merger) was disposed of in exchange for the right to receive $12.50 in cash or 0.2558 shares of FNF Common Stock on the effective date of the Merger, all in accordance with the Merger Agreement.
  • [F2]Stock option to buy 141,667 shares was granted pursuant to the 2017 Omnibus Incentive Plan and vests in four equal annual installments beginning on March 15, 2020.
  • [F3]The unexercised portion of this option was converted in the Merger into an option to purchase shares of FNF Common Stock, all in accordance with the Merger Agreement.
  • [F4]Stock option to buy 141,667 shares was granted pursuant to the 2017 Omnibus Incentive Plan and becomes exercisable, if at all, in four 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 price hurdles of $12.75, $14.75, $17 and $20, respectively, and (b) the end of four one year periods ending March 15, 2020, 2021, 2022 and 2023, respectively.
  • [F5]Stock option to buy 37,500 shares was granted pursuant to the 2017 Omnibus Incentive Plan and becomes exercisable, if at all, in four 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 $14.50 for the one year period ending March 15, 2020, $17 for the one year period ending March 15, 2021, $21 for the one year period ending March 15, 2022 and $25 for the one year period ending March 15, 2023, respectively.
  • [F6]Stock option to buy 18,193 shares was granted pursuant to the 2017 Omnibus Incentive Plan and vests in four equal annual installments beginning on March 15, 2020.
  • [F7]Stock option to buy 18,192 shares was granted pursuant to the 2017 Omnibus Incentive Plan and becomes exercisable, if at all, in four 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 four specified price hurdles of $12.75, $14.75, $17 and $20, respectively, or (b) the end of four one year periods ending March 15, 2020, 2021, 2022 and 2023, respectively.
  • [F8]Stock option to buy 18,192 shares was granted pursuant to the 2017 Omnibus Incentive Plan and becomes exercisable, if at all, in three equal annual installments if the Issuer's return on equity meets or exceeds specified annual hurdles of 15.50% for the one year period ending December 31, 2020, 15.75% for the one year period ending December 31, 2021, and 16.00% for the one year period ending December 31, 2022.

Issuer

FGL Holdings

CIK 0001668428

Entity typeother

Related Parties

1
  • filerCIK 0001777091

Filing Metadata

Form type
4
Filed
Jun 2, 8:00 PM ET
Accepted
Jun 3, 1:38 PM ET
Size
21.0 KB