Tope Chad J 4
4 · National Western Life Group, Inc. · Filed Jul 11, 2024
Insider Transaction Report
Form 4
Tope Chad J
Other
Transactions
- Disposition to Issuer
Class A Common Stock
2024-07-09$500.00/sh−492$246,000→ 0 total - Exercise/Conversion
Class A Common Stock
2024-07-09$192.10/sh+492$94,513→ 492 total - Exercise/Conversion
Class A Common Stock
2024-07-09$220.61/sh+3,291$726,028→ 3,291 total - Disposition to Issuer
Class A Common Stock
2024-07-09$500.00/sh−3,291$1,645,500→ 0 total - Exercise/Conversion
Class A Common Stock
2024-07-09+197→ 197 total - Exercise/Conversion
Restricted Stock Units
2024-07-09−197→ 0 totalFrom: 2025-12-14Exp: 2025-12-14→ Class A Common Stock (197 underlying) - Disposition to Issuer
Class A Common Stock
2024-07-09$500.00/sh−1,773$886,500→ 0 total - Exercise/Conversion
Class A Common Stock
2024-07-09$500.00/sh−197$98,500→ 0 total - Exercise/Conversion
Stock Appreciation Rights
2024-07-09−1,773→ 0 totalExercise: $218.44From: 2022-12-14Exp: 2031-12-14→ Class A Common Stock (1,773 underlying) - Exercise/Conversion
Stock Appreciation Rights
2024-07-09−3,291→ 0 totalExercise: $220.61From: 2023-12-14Exp: 2032-12-14→ Class A Common Stock (3,291 underlying) - Exercise/Conversion
Class A Common Stock
2024-07-09$218.44/sh+1,773$387,294→ 1,773 total - Exercise/Conversion
Class A Common Stock
2024-07-09+199→ 199 total - Exercise/Conversion
Class A Common Stock
2024-07-09$500.00/sh−199$99,500→ 0 total - Exercise/Conversion
Stock Appreciation Rights
2024-07-09−492→ 0 totalExercise: $192.10From: 2021-12-09Exp: 2030-12-09→ Class A Common Stock (492 underlying) - Exercise/Conversion
Restricted Stock Units
2024-07-09−199→ 0 totalFrom: 2024-12-14Exp: 2024-12-14→ Class A Common Stock (199 underlying)
Footnotes (5)
- [F1]On July 9, 2024, at the effective time of the merger between the Issuer and a wholly owned subsidiary of Prosperity Group Holdings LP (the "Merger"), each share of Class A Common Stock, par value $0.01 per share, of the Issuer ("Class A Common Stock") was converted into the right to receive $500.00 in cash, without interest (the "Merger Consideration").
- [F2]Under the Merger Agreement, at the effective time of the Merger, each SAR became fully vested and was cancelled and converted into the right to receive the excess, if any, of the Merger Consideration over the exercise price of the SAR, without interest, multiplied by the number of shares of Class A Common Stock subject to such award.
- [F3]The exercise price reflects the weighted average exercise price for the Reporting Person's outstanding SARs.
- [F4]Each restricted stock unit represents a contingent right to receive, with no additional consideration payable, the cash value of one share of Class A Common Stock.
- [F5]At the effective time of the Merger, the vesting of each outstanding restricted stock unit ("RSU") was accelerated (if not already vested), with any performance condition deemed achieved at the target, and each RSU was cancelled and converted into the right to receive the Merger Consideration, multiplied by the number of shares of common stock subject to that RSU.