0001578735-21-000014.txt : 20210104
0001578735-21-000014.hdr.sgml : 20210104
20210104170827
ACCESSION NUMBER: 0001578735-21-000014
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210104
FILED AS OF DATE: 20210104
DATE AS OF CHANGE: 20210104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Karfunkel Robert
CENTRAL INDEX KEY: 0001591545
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36311
FILM NUMBER: 21502618
MAIL ADDRESS:
STREET 1: C/O NGHC
STREET 2: 59 MAIDEN LANE, 38TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: National General Holdings Corp.
CENTRAL INDEX KEY: 0001578735
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 271046208
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 59 MAIDEN LANE, 38TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038
BUSINESS PHONE: 212-380-9500
MAIL ADDRESS:
STREET 1: 59 MAIDEN LANE, 38TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038
4
1
wf-form4_160979809502850.xml
FORM 4
X0306
4
2021-01-04
0
0001578735
National General Holdings Corp.
NGHC
0001591545
Karfunkel Robert
C/O NGHC
59 MAIDEN LANE, 38TH FLOOR
NEW YORK
NY
10038
1
1
0
0
President
Common Stock, $.01 par value
2021-01-04
4
D
0
146759
0
D
0
D
Common Stock, $.01 par value
2021-01-04
4
D
0
320000
0
D
0
I
Held by RK Trust
Option to Purchase Common Stock
10.5
2021-01-04
4
D
0
743500
0
D
2014-06-06
2023-06-06
Common Stock, $.01 par value
743500.0
0
D
Restricted Stock Units
2021-01-04
4
D
0
17584
0
D
Common Stock, $.01 par value
17584.0
0
D
Restricted Stock Units
2021-01-04
4
D
0
66276
0
D
Common Stock, $.01 par value
66276.0
0
D
Restricted Stock Units
2021-01-04
4
D
0
111477
0
D
Common Stock, $.01 par value
111477.0
0
D
Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 7, 2020, by and among National General Holdings Corp., The Allstate Corporation, and Bluebird Acquisition Corp. (the "Merger Agreement") in exchange for $32.00 per share in cash (the "Merger Consideration") plus a special dividend of $2.50 per share (the "Special Dividend," and together with the Merger Consideration, the "Total Consideration").
Pursuant to the Merger Agreement, each outstanding option was canceled in exchange for a cash payment equal to the product of (a) the Total Consideration of $34.50 minus the exercise price per share of common stock underlying such option multiplied by (b) the number of shares of common stock underlying each such option, less any applicable withholding taxes.
When granted, each restricted stock unit represented a contingent right to receive one share of National General Holdings Corp.'s common stock.
Pursuant to the Merger Agreement, each outstanding restricted stock unit granted prior to July 7, 2020 was canceled in exchange for a cash payment equal to the Total Consideration of $34.50 multiplied by the number of shares of common stock underlying each such restricted stock unit, less any applicable withholding taxes.
On February 26, 2018, Mr. Karfunkel received restricted stock units subject to a three-year vesting schedule, vesting 33 1/3% on the first, second and third anniversaries of the grant date.
On February 26, 2019, Mr. Karfunkel received restricted stock units subject to a three-year vesting schedule, vesting 33 1/3% on the first, second and third anniversaries of the grant date.
On February 20, 2020, Mr. Karfunkel received restricted stock units subject to a three-year vesting schedule, vesting 33 1/3% on the first, second and third anniversaries of the grant date.
/s/ Robert Karfunkel
2021-01-04