SEC Form 4 · accession 0001365555-16-000242
Amtrust Financial Services, Inc. · AFSI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ronald E Pipoly Jr.
Officer — EVP, Chief Financial Officer
Period of report
Mar 4, 2016
Accepted (ET)
Mar 7, 2016 · 4:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001365555
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 4, 2016 | S | 4,000 | $25.605 | D | 578,962 | D | |
| Common StockF3,F4 | Mar 5, 2016 | M | 8,972 | $0.00 | A | 587,934 | D | |
| Common StockF5 | Mar 5, 2016 | F | 4,475 | $25.73 | D | 583,459 | D | |
| Common StockF6,F7 | Mar 5, 2016 | M | 9,172 | $0.00 | A | 592,631 | D | |
| Common StockF8 | Mar 5, 2016 | F | 4,575 | $25.73 | D | 588,056 | D | |
| Common StockF9,F10 | Mar 5, 2016 | M | 6,498 | $0.00 | A | 594,554 | D | |
| Common StockF11 | Mar 5, 2016 | F | 3,241 | $25.73 | D | 591,313 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F12,F13 | — | Mar 5, 2016 | M | 8,972 | D | — | — | Common Stock | 8,972 | 8,972 | D |
| Restricted Stock UnitsF6,F12,F14 | — | Mar 5, 2016 | M | 9,172 | D | — | — | Common Stock | 9,172 | 18,344 | D |
| Restricted Stock UnitsF9,F12,F15 | — | Mar 5, 2016 | M | 6,498 | D | — | — | Common Stock | 6,498 | 19,492 | D |
| Restricted Stock UnitsF12,F16 | — | Mar 5, 2016 | A | 38,866 | A | — | — | Common Stock | 38,866 | 38,866 | D |
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 11, 2015.
- F10Acquisition of common stock resulting from the vesting of one-fourth of the restricted stock units granted to Mr. Pipoly on March 5, 2015.
- F11Disposition of common stock resulting from the withholding of securities for the payment of tax liability relating to the vesting of one-fourth of the restricted stock units granted to Mr. Pipoly on March 5, 2015.
- F12Each restricted stock unit represents a contingent right to receive one share of AmTrust Financial Services, Inc.'s common stock.
- F13On March 5, 2013, Mr. Pipoly received restricted stock units subject to a four-year vesting schedule, vesting one-fourth on each of the first, second, third and fourth anniversaries of the grant date. As restricted stock units vest, the vested units are automatically converted to vested common stock on a one-for-one basis on the vesting date.
- F14On March 5, 2014, Mr. Pipoly received restricted stock units subject to a four-year vesting schedule, vesting one-fourth on each of the first, second, third and fourth anniversaries of the grant date. As restricted stock units vest, the vested units are automatically converted to vested common stock on a one-for-one basis on the vesting date.
- F15On March 5, 2015, Mr. Pipoly received restricted stock units subject to a four-year vesting schedule, vesting one-fourth on each of the first, second, third and fourth anniversaries of the grant date. As restricted stock units vest, the vested units are automatically converted to vested common stock on a one-for-one basis on the vesting date.
- F16On March 5, 2016, Mr. Pipoly received restricted stock units subject to a four-year vesting schedule, vesting one-fourth on each of the first, second, third and fourth anniversaries of the grant date. As restricted stock units vest, the vested units are automatically converted to vested common stock on a one-for-one basis on the vesting date.
- F2The price included in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.51 to $25.86 per share, inclusive. The reporting person undertakes to provide to AmTrust Financial Services, Inc. or any of its security holders, 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 footnote 2.
- F3As a result of AmTrust Financial Services, Inc.'s two-for-one stock split, 8,972 restricted stock units granted to the reporting person on March 5, 2013 that had not yet vested on February 2, 2016 became 17,944 restricted stock units.
- F4Acquisition of common stock resulting from the vesting of one-fourth of the restricted stock units granted to Mr. Pipoly on March 5, 2013.
- F5Disposition of common stock resulting from the withholding of securities for the payment of tax liability relating to the vesting of one-fourth of the restricted stock units granted to Mr. Pipoly on March 5, 2013.
- F6As a result of AmTrust Financial Services, Inc.'s two-for-one stock split, 13,758 restricted stock units granted to the reporting person on March 5, 2014 that had not yet vested on February 2, 2016 became 27,516 restricted stock units.
- F7Acquisition of common stock resulting from the vesting of one-fourth of the restricted stock units granted to Mr. Pipoly on March 5, 2014.
- F8Disposition of common stock resulting from the withholding of securities for the payment of tax liability relating to the vesting of one-fourth of the restricted stock units granted to Mr. Pipoly on March 5, 2014.
- F9As a result of AmTrust Financial Services, Inc.'s two-for-one stock split, 12,995 restricted stock units granted to the reporting person on March 5, 2015 that had not yet vested on February 2, 2016 became 25,990 restricted stock units.