Michael W. Minnich - Dec 20, 2023 Form 4 Insider Report for MIDWEST HOLDING INC. (MDWT)

Signature
/s/ Michael W. Minnich
Stock symbol
MDWT
Transactions as of
Dec 20, 2023
Transactions value $
-$11,470,815
Form type
4
Date filed
12/21/2023, 04:17 PM
Previous filing
Nov 29, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MDWT Common Stock Disposed to Issuer -$315K -11.7K -100% $27.00 0 Dec 20, 2023 Direct F1, F2
transaction MDWT Common Stock Disposed to Issuer -$11.2M -413K -100% $27.00 0 Dec 20, 2023 Through Rendezvous Capital LLC F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Michael W. Minnich is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The shares of Company common stock (the "Company Common Stock") were disposed of pursuant to the Agreement and Plan of Merger, dated as of April 30, 2023 (the "Merger Agreement"), by and among Midwest Holding Inc., a Delaware corporation (the "Company"), Midas Parent, LP, a Delaware limited partnership ("Parent") and Midas Merger Acquisition Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, whereby at the effective time of the merger contemplated therein (the "Effective Time"), each share of Company Common Stock issued and outstanding immediately prior to the Effective Time, subject to certain exceptions as provided in the Merger Agreement, was converted into the right to receive $27.00 in cash, without interest (the "Merger Consideration"), subject to any required tax withholding as provided in the Merger Agreement.
F2 At the Effective Time, each Company stock option that was out-of-the-money was cancelled for no consideration in accordance with the terms of the Merger Agreement.
F3 Mr. Minnich controls Rendezvous Capital LLC, which is an entity owned by Mr. Minnich and his spouse.

Remarks:

President and Chief Investment Officer