0000899243-22-033968.txt : 20221021
0000899243-22-033968.hdr.sgml : 20221021
20221021164629
ACCESSION NUMBER: 0000899243-22-033968
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221019
FILED AS OF DATE: 20221021
DATE AS OF CHANGE: 20221021
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jacobs Kerry J
CENTRAL INDEX KEY: 0001782020
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-09371
FILM NUMBER: 221324189
MAIL ADDRESS:
STREET 1: C/O ALLEGHANY CORPORATION
STREET 2: 1411 BROADWAY, 34TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10018
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ALLEGHANY CORP /DE
CENTRAL INDEX KEY: 0000775368
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 271354706
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1411 BROADWAY
STREET 2: 34TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10018
BUSINESS PHONE: 212-508-8130
MAIL ADDRESS:
STREET 1: 1411 BROADWAY
STREET 2: 34TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10018
FORMER COMPANY:
FORMER CONFORMED NAME: ALLEGHANY FINANCIAL CORP
DATE OF NAME CHANGE: 19870115
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-10-19
1
0000775368
ALLEGHANY CORP /DE
Y
0001782020
Jacobs Kerry J
ALLEGHANY CORPORATION
1411 BROADWAY, 34TH FLOOR
NEW YORK
NY
10018
0
1
0
0
EVP, Chief Financial Officer
Common Stock
2022-10-19
4
D
0
1459
D
0
D
Restricted Stock Units
2022-10-19
4
D
0
4063.68
D
Common Stock
4063.68
0
D
Phantom Stock
2022-10-19
4
D
0
1100.0831
D
Common Stock
1100.0831
0
D
Disposition pursuant to the merger (the "Merger") of O&M Acquisition Corp. with and into Alleghany Corporation ("Alleghany"), pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 20, 2022, by and among Alleghany, Berkshire Hathaway Inc. and O&M Acquisition Corp.
At the effective time of the Merger, each share of Alleghany common stock was converted into the right to receive $848.02 in cash, without interest (the "Merger Consideration").
1-for-1.
Disposition pursuant to the Merger; at the effective time of the Merger, each restricted stock unit that was not subject to any performance-based vesting requirements ("RSU") was cancelled and converted into the right to receive an amount equal to the Merger Consideration, less any required withholding taxes, within 15 business days of the existing vesting date applicable to such RSU if the holder continues employment through the vesting date, subject to the terms set forth in the Merger Agreement.
Represents number of shares of Alleghany common stock underlying Ms. Jacobs' RSUs.
Each phantom stock unit is the economic equivalent of one share of Alleghany common stock. Disposition pursuant to the Merger; at the effective time of the Merger, the phantom stock units were deemed reinvested into the notional prime rate election alternative under Alleghany's deferred compensation plan, with the amount reinvested being equal to the number of phantom stock units held immediately prior to the effective time of the Merger multiplied by the Merger Consideration.
/s/ Christopher K. Dalrymple, Attorney-in-Fact
2022-10-21