Gina B. Miller - 09 Jul 2024 Form 4 Insider Report for National Western Life Group, Inc.

Role
NWLIC SVP - CLO & Secretary
Signature
Gina B. Miller
Issuer symbol
N/A
Transactions as of
09 Jul 2024
Net transactions value
-$688,446
Form type
4
Filing time
11 Jul 2024, 13:32:48 UTC
Previous filing
15 Dec 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NWLI Class A Common Stock Options Exercise $76,017 +348 $218.44 348 09 Jul 2024 Direct
transaction NWLI Class A Common Stock Disposed to Issuer $174,000 -348 -100% $500.00 0 09 Jul 2024 Direct
transaction NWLI Class A Common Stock Options Exercise $375,037 +1,700 $220.61 1,700 09 Jul 2024 Direct
transaction NWLI Class A Common Stock Disposed to Issuer $850,000 -1,700 -100% $500.00 0 09 Jul 2024 Direct
transaction NWLI Class A Common Stock Options Exercise $0 +78 $0.000000 78 09 Jul 2024 Direct
transaction NWLI Class A Common Stock Options Exercise $39,000 -78 -100% $500.00 0 09 Jul 2024 Direct F1
transaction NWLI Class A Common Stock Options Exercise $0 +153 $0.000000 153 09 Jul 2024 Direct
transaction NWLI Class A Common Stock Options Exercise $76,500 -153 -100% $500.00 0 09 Jul 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 -348 -100% $0.000000* 0 09 Jul 2024 Class A Common Stock 348 $218.44 Direct F2, F3
transaction NWLI Stock Appreciation Rights Options Exercise $0 -1,700 -100% $0.000000* 0 09 Jul 2024 Class A Common Stock 1,700 $220.61 Direct F2, F3
transaction NWLI Restricted Stock Units Options Exercise $0 -78 -100% $0.000000* 0 09 Jul 2024 Class A Common Stock 78 Direct F4, F5
transaction NWLI Restricted Stock Units Options Exercise $0 -153 -100% $0.000000* 0 09 Jul 2024 Class A Common Stock 153 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.