SEC Form 4 · accession 0000899243-18-021311
PATHWARD FINANCIAL, INC. · CASH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael K Goik
Officer — See Remarks
Period of report
Aug 1, 2018
Accepted (ET)
Aug 2, 2018 · 9:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000907471
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 1, 2018 | A | 4,624 | — | A | 4,624 | I | By Crestmark ESOP |
| Common StockF2 | Aug 1, 2018 | A | 15,900 | — | A | 15,900 | D | |
| Common StockF3 | Aug 1, 2018 | A | 42,481 | $0.00 | A | 58,381 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares of common stock, $0.01 par value per share ("Meta Common Stock"), of Meta Financial Group, Inc. ("Meta") received in exchange for 1,745 shares of common stock, no par value per share ("Crestmark Common Stock"), of Crestmark Bancorp, Inc. ("Crestmark") held for the reporting person's account under the Crestmark Employee Stock Ownership Plan, which were acquired in exchange for shares of Crestmark Common Stock pursuant to the merger of Crestmark with and into Meta, with Meta continuing as the surviving entity (the "Merger"), pursuant to the Agreement and Plan of Merger, dated as of January 9, 2018, among, Meta, MetaBank, Crestmark and Crestmark Bank. As of the effective time of the Merger on August 1, 2018 (the "Effective Time"), each share of Crestmark Common Stock automatically converted into the right to receive 2.65 shares of Meta Common Stock along with cash in lieu of any fractional share (the "Merger Consideration").
- F2Represents shares of Meta Common Stock received by the reporting person in exchange for 6,000 shares of Crestmark Common Stock pursuant to the Merger. As of the Effective Time, each share of Crestmark Common Stock automatically converted into the right to receive the Merger Consideration.
- F3All of which 42,481 shares of Meta Common Stock are restricted stock granted to the reporting person that will vest in six nearly equal installments on each of August 1, 2019, August 1, 2020, August 1, 2021, August 1, 2022, August 1, 2023 and August 1, 2024.
Remarks
President of the Meta Commercial Finance Division