Allison L. Lounsbury - Jul 9, 2024 Form 4 Insider Report for National Western Life Group, Inc. (NWLI)

Role: NWLIC - VP Controller
Signature: Allison L. Lounsbury
Stock symbol: NWLI
Transactions as of: Jul 9, 2024
Transactions value $: -$238,520
Form type: 4
Date filed: 7/11/2024, 01:35 PM
Previous filing: Dec 16, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NWLI	Class A Common Stock	Options Exercise	$35.8K	+164		$218.44	164	Jul 9, 2024	Direct
transaction	NWLI	Class A Common Stock	Disposed to Issuer	-$82K	-164	-100%	$500.00	0	Jul 9, 2024	Direct
transaction	NWLI	Class A Common Stock	Options Exercise	$92.7K	+420		$220.61	420	Jul 9, 2024	Direct
transaction	NWLI	Class A Common Stock	Disposed to Issuer	-$210K	-420	-100%	$500.00	0	Jul 9, 2024	Direct
transaction	NWLI	Class A Common Stock	Options Exercise	$0	+74		$0.00	74	Jul 9, 2024	Direct
transaction	NWLI	Class A Common Stock	Options Exercise	-$37K	-74	-100%	$500.00	0	Jul 9, 2024	Direct	F1
transaction	NWLI	Class A Common Stock	Options Exercise	$0	+76		$0.00	76	Jul 9, 2024	Direct
transaction	NWLI	Class A Common Stock	Options Exercise	-$38K	-76	-100%	$500.00	0	Jul 9, 2024	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	NWLI	Stock Appreciation Rights	Options Exercise	$0	-164	-100%	$0.00^*	0	Jul 9, 2024	Class A Common Stock	164	$218.44	Direct	F2, F3
transaction	NWLI	Stock Appreciation Rights	Options Exercise	$0	-420	-100%	$0.00^*	0	Jul 9, 2024	Class A Common Stock	420	$220.61	Direct	F2, F3
transaction	NWLI	Restricted Stock Units	Options Exercise	$0	-74	-100%	$0.00^*	0	Jul 9, 2024	Class A Common Stock	74		Direct	F4, F5
transaction	NWLI	Restricted Stock Units	Options Exercise	$0	-76	-100%	$0.00^*	0	Jul 9, 2024	Class A Common Stock	76		Direct	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On July 9, 2024, at the effective time of the merger between the Issuer and a wholly owned subsidiary of Prosperity Group Holdings LP (the "Merger"), each share of Class A Common Stock, par value $0.01 per share, of the Issuer ("Class A Common Stock") was converted into the right to receive $500.00 in cash, without interest (the "Merger Consideration").
F2	Under the Merger Agreement, at the effective time of the Merger, each SAR became fully vested and was cancelled and converted into the right to receive the excess, if any, of the Merger Consideration over the exercise price of the SAR, without interest, multiplied by the number of shares of Class A Common Stock subject to such award.
F3	The exercise price reflects the weighted average exercise price for the Reporting Person's outstanding SARs.
F4	Each restricted stock unit represents a contingent right to receive, with no additional consideration payable, the cash value of one share of Class A Common Stock.
F5	At the effective time of the Merger, the vesting of each outstanding restricted stock unit ("RSU") was accelerated (if not already vested), with any performance condition deemed achieved at the target, and each RSU was cancelled and converted into the right to receive the Merger Consideration, multiplied by the number of shares of common stock subject to that RSU.