First Savings Financial Group, Inc.·4

Feb 9, 3:37 PM ET

Haley Marie 4

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First Savings (FSFG) EVP Haley Marie Sells Shares in Merger

What Happened
Haley Marie, EVP and Retail Chief Officer of a First Savings subsidiary, reported dispositions totaling 29,999 shares on February 1, 2026. The filing shows six disposition entries: three were common-share conversions (14,046; 4,433; 96 = 18,575 shares) and three were derivative-option-related dispositions (7,500; 2,964; 960 = 11,424 shares). The Form 4 lists the transactions as "Disposition to the issuer (D)" with prices shown as N/A because the transactions were merger-related (conversion/cash settlement), not open-market trades. The filing references a per-share cash-equivalent of $32.5876 in the merger documents.

Key Details

  • Transaction date: 2026-02-01 (reported on Form 4 filed 2026-02-09).
  • Shares disposed: total 29,999 (18,575 common shares; 11,424 derivative shares/options).
  • Reported price: N/A on the Form 4 (dispositions were issuer conversion/cash settlements).
  • Footnote F1: Each issued FSFG share was converted into the right to receive 0.85 shares of First Merchants common stock (cash in lieu for fractions).
  • Footnote F2: Certain options were canceled in the merger and cashed out based on the formula in the merger agreement using a $32.5876 per‑share cash equivalent (less exercise price and tax withholdings).
  • Shares owned after the transactions: not specified in the provided filing.
  • Timeliness: Transaction date 2/1/2026; Form 4 filed 2/9/2026 — appears to have been filed after the typical two-business-day Form 4 deadline.

Context

  • These were merger-related dispositions (share conversion and option cash-out), not routine open-market sales; such transactions reflect corporate deal mechanics rather than an insider expressing a buy/sell sentiment.
  • For the canceled options, the filing indicates a cash settlement calculation rather than a cashless exercise followed by sale of shares.
  • Retail investors should view this as a corporate-transaction-driven disposition tied to the First Merchants merger, not necessarily an insider judgment about the company’s ongoing prospects.