Scott Alan Jones - 01 Mar 2022 Form 4 Insider Report for State Auto Financial CORP

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
03 Mar 2022, 08:29:28 UTC
Prior SEC filing
17 Aug 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/Scott Alan Jones by Melissa A. Centers, attorney in fact pursuant to POA filed with the Commission 3/7/16.

Key filing fact

Scott Alan Jones filed Form 4 for State Auto Financial CORP on 03 Mar 2022.

Key facts

  • This page summarizes Scott Alan Jones's Form 4 filing for State Auto Financial CORP.
  • 2 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 03 Mar 2022, 08:29.

Change

  • Previous filing in this sequence was filed on 17 Aug 2021.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

STFC transaction

Common Shares without Par Value

Disposed to Issuer

Transaction value
Shares
-21,007
Change %
-100%
Price
Shares after
0
Date
01 Mar 2022
Ownership
Direct
Footnotes
F1, F2, F3
STFC transaction

Common Shares without Par Value

Disposed to Issuer

Transaction value
Shares
-561
Change %
-100%
Price
Shares after
0
Date
01 Mar 2022
Ownership
By 401 (k) Plan
Footnotes
F1, F2, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger and Combination (the "Merger Agreement"), dated as of July 12, 2021, by and among State Auto Financial Corporation, an Ohio corporation ("STFC"), State Automobile Mutual Insurance Company, an Ohio mutual insurance company ("SAM"), Liberty Mutual Holding Company, Inc., a Massachusetts mutual holding company ("LMHC"), Pymatuning, Inc., an Ohio corporation and wholly-owned indirect subsidiary of LMHC ("Merger Sub I"), and Andover, Inc., an Ohio corporation and wholly-owned direct subsidiary of LMHC, a copy of which was filed as Exhibit 2.1 to STFC's Form 8-K filed with the Securities and Exchange Commission on July 12, 2021.

Footnote F2

Pursuant to the Merger Agreement, on March 1, 2022, LMHC effected the acquisition of STFC through the merger of Merger Sub I with and into STFC (the "Merger") with STFC surviving the Merger as the surviving corporation and as an indirect wholly-owned subsidiary of LMHC. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of common stock of STFC (each, a "Share") (other than the SAM Owned Shares, the Cancelled Shares and the Dissenting Shares, as such terms are defined in the Merger Agreement) was cancelled and converted into the right to receive $52.00 in cash (the "Merger Consideration") without interest and subject to applicable withholding taxes.

Footnote F3

Includes the following acquisitions: 23.246 Shares acquired in September 2021 and 23.061 Shares acquired in December 2021 as dividend reinvestment. Also includes 9,069 performance units pursuant to the STFC 2017 Long-Term Incentive Plan.

Footnote F4

Shares held in Reporting Person's 401(k) Plan.

We use cookies and similar technologies to provide certain features, enhance the user experience and, if you allow them, measure engagement and deliver advertising. Analytics and marketing storage stay off until you grant consent. By clicking on "Agree and continue", you declare your consent to the use of the selected optional cookies. Manage preferences to update or revoke optional consent for future visits. For more information, see our Privacy Policy .