Lawson John P Jr 4

What Happened

• John P. Lawson Jr, a director of First Savings Financial Group, disposed of a total of 66,610 FSFG shares on February 1, 2026. The disposals consist of 36,601 shares, 23,259 shares, and six derivative-related dispositions totaling 6,750 shares (three of 1,500 and three of 750). No per-share sale price is reported in the Form 4 because these dispositions were part of the issuer merger process (conversion/cash settlement).

Key Details

• Transaction date: 2026-02-01 (reported on Form 4 filed 2026-02-09).
• Transaction type: Disposition to issuer (code D); total shares disposed = 66,610.
• Price reported: N/A for the stock conversions; certain options were cash-settled per merger terms (see footnote).
• Shares owned after transaction: Not stated in this Form 4.
• Footnotes:
  • F1: Under the merger agreement, each FSFG common share was converted into the right to receive 0.85 shares of First Merchants common stock (cash in lieu for fractional shares).
  • F2: Options were canceled in the merger and exchanged for cash equal to (number of option shares) × (cash-equivalent consideration $32.5876 minus the option exercise price), less tax withholdings.
• Filing timeliness: Form 4 was filed 8 days after the transaction (filed 2026-02-09), later than the typical 2-business-day reporting requirement.

Context

• These disposals appear merger-related (share conversion to First Merchants stock and option cash settlements) rather than routine open-market sales; merger-driven dispositions often reflect deal mechanics rather than a director's market view.
• For the option-related dispositions, the options were cash-settled in the merger using the stated cash-equivalent figure; the actual cash received depends on each option's exercise price and tax withholdings and is not shown on the Form 4.