SEC Form 4 · accession 0001209191-17-038352
AMERICAN FINANCIAL GROUP INC · AFG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carl H Lindner III
Officer — Co-CEO & Co-President · Director
Period of report
Jun 5, 2017
Accepted (ET)
Jun 7, 2017 · 5:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001042046
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Apr 7, 2017 | G | 32 | $0.00 | D | 3,699,740 | I | #1 |
| Common StockF2 | Jun 5, 2017 | M | 42,646 | $24.83 | A | 3,742,386 | I | #1 |
| Common StockF3,F2 | Jun 5, 2017 | S | 42,646 | $99.3933 | D | 3,699,740 | I | #1 |
| Common StockF2 | Jun 6, 2017 | M | 7,354 | $24.83 | A | 3,707,094 | I | #1 |
| Common StockF4,F2 | Jun 6, 2017 | S | 7,354 | $98.618 | D | 3,699,740 | I | #1 |
| Common StockF5,F2 | Jun 6, 2017 | S | 909 | $98.5324 | D | 3,698,830 | I | #1 |
| Common StockF6,F2 | Jun 7, 2017 | S | 44,496 | $98.0161 | D | 3,654,334 | I | #1 |
| Common StockF7 | holding | — | — | — | 37,835 | I | #2 | |
| Common StockF8 | holding | — | — | — | 1,248,500 | I | #12 | |
| Common StockF1,F9 | holding | — | — | — | 1,428,174 | I | #26 | |
| Common StockF10 | holding | — | — | — | 2,311,386 | I | #29 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option ExerciseF11 | $24.83 | Jun 5, 2017 | M | 42,646 | D | — | Feb 11, 2020 | Common Stock | 42,646 | 7,354 | D |
| Stock Option ExerciseF11 | $24.83 | Jun 6, 2017 | M | 7,354 | D | — | Feb 11, 2020 | Common Stock | 7,354 | 0 | D |
Explanation of responses
- F1On 3/31/2017, Indirect #26 transferred 6,586 shares of common stock to Indirect #1.
- F10Indirect #29: Shares voting and dispositive power and holds a remainder interest in shares held directly or indirectly by a charitable lead annuity trust. The reporting person disclaims beneficial interest of the shares held by the trust except to the extent of his pecuniary interest in such shares.
- F11These Employee Stock Options become exercisable in five equal installments beginning on the first anniversary of the grant date.
- F2Indirect #1: CHL III, TTEE (or his Successors) of the Carl H. Lindner III Family Trust DTD 8/29/02 as Amended.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $99.00 to $99.72, inclusive. The reporting person undertakes to provide to American Financial Group, Inc., ("AFG"), any security holder of AFG, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) and footnoes (4) (5) and (6).
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.59 to $98.67 inclusive.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.53 to $98.55 inclusive.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.00 to $98.35 inclusive
- F7Indirect #2: Martha S. Lindner, (or her Successor) of the Martha S. Lindner Family Trust DTD 8/30/02 as amended.
- F8Indirect #12: Seraphim Partners LLC fka CHL Investments, LLC
- F9Indirect #26: CHL III 2010-1 Qualified Annuity Trust DTD 4/9/10.