| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NNI | Class A Common Stock | Gift | $0 | -35K | -2.41% | $0.00 | 1.42M | Aug 29, 2024 | Direct | F1 |
| holding | NNI | Class A Common Stock | 46 | Aug 29, 2024 | By trust | F2 | |||||
| holding | NNI | Class A Common Stock | 45 | Aug 29, 2024 | By trust | F3 | |||||
| holding | NNI | Class A Common Stock | 45 | Aug 29, 2024 | By trust | F4 | |||||
| holding | NNI | Class B Common Stock | 173K | Aug 29, 2024 | By trust | F2 | |||||
| holding | NNI | Class B Common Stock | 173K | Aug 29, 2024 | By trust | F3 | |||||
| holding | NNI | Class B Common Stock | 173K | Aug 29, 2024 | By trust | F4 | |||||
| holding | NNI | Class B Common Stock | 549K | Aug 29, 2024 | Direct | F5 | |||||
| holding | NNI | Class B Common Stock | 421K | Aug 29, 2024 | By spouse | F6 | |||||
| holding | NNI | Class B Common Stock | 1.6M | Aug 29, 2024 | By Dunlap Holdings, LLC | F7 | |||||
| holding | NNI | Class B Common Stock | 1.59M | Aug 29, 2024 | By corporation | F8 | |||||
| holding | NNI | Class B Common Stock | 16.7K | Aug 29, 2024 | By GRAT | F9 | |||||
| holding | NNI | Class B Common Stock | 18.1K | Aug 29, 2024 | By GRAT | F10 | |||||
| holding | NNI | Class B Common Stock | 22.5K | Aug 29, 2024 | By GRAT | F11 | |||||
| holding | NNI | Class B Common Stock | 25.4K | Aug 29, 2024 | By GRAT | F12 | |||||
| holding | NNI | Class B Common Stock | 24.4K | Aug 29, 2024 | By GRAT | F13 | |||||
| holding | NNI | Class B Common Stock | 27.4K | Aug 29, 2024 | By GRAT | F14 | |||||
| holding | NNI | Class B Common Stock | 24.1K | Aug 29, 2024 | By GRAT | F15 | |||||
| holding | NNI | Class B Common Stock | 26.2K | Aug 29, 2024 | By GRAT | F16 | |||||
| holding | NNI | Class B Common Stock | 32.6K | Aug 29, 2024 | By GRAT | F17 | |||||
| holding | NNI | Class B Common Stock | 37K | Aug 29, 2024 | By GRAT | F18 | |||||
| holding | NNI | Class B Common Stock | 35.5K | Aug 29, 2024 | By GRAT | F19 | |||||
| holding | NNI | Class B Common Stock | 39.9K | Aug 29, 2024 | By GRAT | F20 | |||||
| holding | NNI | Class B Common Stock | 356K | Aug 29, 2024 | By GRAT | F21 | |||||
| holding | NNI | Class B Common Stock | 468K | Aug 29, 2024 | By GRAT | F22 | |||||
| holding | NNI | Class B Common Stock | 293K | Aug 29, 2024 | By GRAT | F23 | |||||
| holding | NNI | Class B Common Stock | 368K | Aug 29, 2024 | By GRAT | F24 | |||||
| holding | NNI | Class B Common Stock | 445K | Aug 29, 2024 | By GRAT | F25 | |||||
| holding | NNI | Class B Common Stock | 359K | Aug 29, 2024 | By GRAT | F26 | |||||
| holding | NNI | Class B Common Stock | 353K | Aug 29, 2024 | By trust | F27 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | This gift to a charitable organization as described in Section 501(c)(3) of the Internal Revenue Code was effected pursuant to a Rule 10b5-1 plan that was entered into by the reporting person on May 29, 2024. |
| F2 | Shares held by a Michael S. Dunlap 2023 Post Annuity Irrevocable Trust, of which an adult son of the reporting person is the beneficiary. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F3 | Shares held by a separate Michael S. Dunlap 2023 Post Annuity Irrevocable Trust, of which an adult son of the reporting person is the beneficiary. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F4 | Shares held by a separate Michael S. Dunlap 2023 Post Annuity Irrevocable Trust, of which an adult son of the reporting person is the beneficiary. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F5 | Includes shares distributed to the reporting person by grantor retained annuity trusts as discussed in footnotes (9) through (14), (25) and (26) below. |
| F6 | Includes shares distributed to the reporting person's spouse by grantor retained annuity trusts as discussed in footnotes (15) through (24). |
| F7 | Shares held by Dunlap Holdings, LLC, a family limited liability company which is controlled by the reporting person and his family. The reporting person continues to report beneficial ownership of all the shares held by Dunlap Holdings, LLC, but disclaims beneficial ownership of the shares held by Dunlap Holdings, LLC except to the extent of his pecuniary interest therein. |
| F8 | Shares held by Union Financial Services, Inc. ("UFS"), of which the reporting person is president and owns 50.0% of the outstanding capital stock. The reporting person continues to report beneficial ownership of all the shares held by UFS, but disclaims beneficial ownership of the shares held by UFS except to the extent of his pecuniary interest therein. |
| F9 | Shares held by a Michael S. Dunlap Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person of 2,226 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F10 | Shares held by a separate Michael S. Dunlap Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person of 2,604 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F11 | Shares held by a separate Michael S. Dunlap Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person of 1,011 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F12 | Shares held by a separate Michael S. Dunlap Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person of 589 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F13 | Shares held by a separate Michael S. Dunlap Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person of 606 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F14 | Shares held by a separate Michael S. Dunlap Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person of 60 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F15 | Shares held by a Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person's spouse of 3,286 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F16 | Shares held by a separate Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person's spouse of 3,816 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F17 | Shares held by a separate Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person's spouse of 1,487 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F18 | Shares held by a separate Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person's spouse of 853 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F19 | Shares held by a separate Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person's spouse of 878 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F20 | Shares held by a separate Grantor Retained Annuity Trust dated May 12, 2020, which reflect an annuity distribution from the trust to the reporting person's spouse of 84 shares on May 13, 2024. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F21 | Shares held by a Grantor Retained Annuity Trust dated October 13, 2015, which reflect an annuity distribution from the trust to the reporting person's spouse of 27,134 shares on October 16, 2023. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F22 | Shares held by a separate Grantor Retained Annuity Trust dated October 13, 2015, which reflect an annuity distribution from the trust to the reporting person's spouse of 7,157 shares on October 16, 2023. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F23 | Shares held by a separate Grantor Retained Annuity Trust dated October 13, 2015, which reflect an annuity distribution from the trust to the reporting person's spouse of 18,661 shares on October 16, 2023. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F24 | Shares held by a separate Grantor Retained Annuity Trust dated October 13, 2015, which reflect an annuity distribution from the trust to the reporting person's spouse of 11,348 shares on October 16, 2023. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F25 | Shares held by a Michael S. Dunlap Grantor Retained Annuity Trust dated December 19, 2011, which reflect an annuity distribution from the trust to the reporting person of 11,879 shares on December 19, 2023. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F26 | Shares held by a separate Michael S. Dunlap Grantor Retained Annuity Trust dated December 19, 2011, which reflect an annuity distribution from the trust to the reporting person of 6,413 shares on December 19, 2023. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
| F27 | Shares held by a Michael S. Dunlap 2011 Post Annuity Irrevocable Trust, of which an adult son of the reporting person is the beneficiary. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein. |
One of two Form 4s filed on September 3, 2024 for the reporting of the August 29, 2024 gift of shares included in this first Form 4. The second Form 4 includes additional holdings that could not be included in this first Form 4 due to a limitation on the number of line items that can be included per table in a single Form 4.