SEC Form 4 · accession 0001578735-19-000013
National General Holdings Corp. · NGHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Barry Karfunkel
Officer — CEO · Director
Period of report
Feb 26, 2019
Accepted (ET)
Feb 28, 2019 · 5:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001578735
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $.01 par valueF1 | Feb 26, 2019 | M | 30,554 | $0.00 | A | 165,947 | D | |
| Common Stock, $.01 par valueF2 | Feb 26, 2019 | F | 10,380 | $0.00 | D | 155,567 | D | |
| Common Stock, $.01 par valueF3 | Feb 26, 2019 | M | 2,335 | $0.00 | A | 157,902 | D | |
| Common Stock, $.01 par valueF4 | Feb 26, 2019 | F | 773 | $0.00 | D | 157,129 | D | |
| Common Stock, $.01 par valueF5 | Feb 28, 2019 | M | 21,865 | $0.00 | A | 178,994 | D | |
| Common Stock, $.01 par valueF6 | Feb 28, 2019 | F | 9,781 | $0.00 | D | 169,213 | 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 UnitsF7,F8 | — | Feb 26, 2019 | M | 30,554 | D | — | — | Common Stock, $.01 par value | 30,554 | 61,108 | D |
| Restricted Stock UnitsF7,F9 | — | Feb 26, 2019 | M | 2,335 | D | — | — | Common Stock, $.01 par value | 2,335 | 0 | D |
| Restricted Stock UnitsF7,F10 | — | Feb 28, 2019 | M | 21,865 | D | — | — | Common Stock, $.01 par value | 21,865 | 21,867 | D |
| Restricted Stock UnitsF7,F11 | — | Feb 26, 2019 | A | 120,625 | A | — | — | Common Stock, $.01 par value | 120,625 | 120,625 | D |
Explanation of responses
- F1Acquisition of common stock resulting from vesting of one-third of the restricted stock units granted to Mr. Karfunkel on February 26, 2018.
- F10On February 28, 2017, Mr. Karfunkel received restricted stock units representing 65,597 shares subject to a three-year vesting schedule, vesting 33 1/3% on the first, second and third 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.
- F11On February 26, 2019, Mr. Karfunkel received restricted stock units representing 120,625 shares subject to a three-year vesting schedule, vesting 33 1/3% on the first, second and third 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.
- F2Disposition of common stock resulting from the withholding of securities for the payment of tax liability relating to the vesting of one-third of the restricted stock units granted to Mr. Karfunkel on February 26, 2018.
- F3Acquisition of common stock resulting from vesting of one-third of the restricted stock units granted to Mr. Karfunkel on February 26, 2016.
- F4Disposition of common stock resulting from the withholding of securities for the payment of tax liability relating to the vesting of one-third of the restricted stock units granted to Mr. Karfunkel on February 26, 2016.
- F5Acquisition of common stock resulting from vesting of one-third of the restricted stock units granted to Mr. Karfunkel on February 28, 2017.
- F6Disposition of common stock resulting from the withholding of securities for the payment of tax liability relating to the vesting of one-third of the restricted stock units granted to Mr. Karfunkel on February 28, 2017.
- F7Each restricted stock unit represents a contingent right to receive one share of National General Holdings Corp.'s common stock.
- F8On February 26, 2018, Mr. Karfunkel received restricted stock units representing 91,622 shares subject to a three-year vesting schedule, vesting 33 1/3% on the first, second and third 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.
- F9On February 26, 2016, Mr. Karfunkel received restricted stock units representing 7,002 shares subject to a three-year vesting schedule, vesting 33 1/3% on the first, second and third 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.