FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SECURITY NATIONAL FINANCIAL CORP [ SNFCA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/13/2016 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 12/27/2016 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Class C Common Stock | 10/13/2016 | M | 127,629 | A | $1.12 | 852,425(1) | D | |||
Class C Common Stock | 10/13/2016 | F | 22,654 | D | $6.31 | 829,771(1) | D | |||
Class A Common Stock | 10/13/2016 | S | 29,393(2) | D | $6.31 | 6,616(3) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $1.12(4) | 12/02/2011 | M | 127,629(4) | 03/02/2012 | 12/02/2016 | Class C Common Stock | 127,629(4) | $1.12(4) | 0(4) | D | ||||
Employee Stock Option (right to buy) | $1.38(5) | 04/13/2012 | A | 121,551(5) | 07/13/2012 | 04/13/2017 | Class C Common Stock | 121,551(5) | $1.38(5) | 121,551(5) | D | ||||
Employee Stock Option (right to buy) | $4.55(6) | 12/06/2013 | A | 57,881(6) | 03/06/2014 | 12/06/2018 | Class C Common Stock | 57,881(6) | $4.55(6) | 57,881(6) | D | ||||
Employee Stock Option (right to buy) | $4.26(7) | 07/02/2014 | A | 55,125(7) | 10/02/2014 | 07/02/2019 | Class C Common Stock | 55,125(7) | $4.26(7) | 55,125(7) | D | ||||
Employee Stock Option (right to buy) | $4.98(8) | 12/05/2014 | A | 110,250(8) | 03/05/2015 | 12/05/2019 | Class C Common Stock | 110,250(8) | $4.98(8) | 110,250(8) | D | ||||
Employee Stock Option (right to buy) | $7.02(9) | 12/04/2015 | A | 105,000(9) | 03/04/2016 | 12/04/2020 | Class C Common Stock | 105,000(9) | $7.02(9) | 105,000(9) | D | ||||
Employee Stock Option (right to buy) | $7.73(10) | 12/02/2016 | A | 80,000(10) | 03/02/2017(10) | 12/02/2021 | Class C Common Stock | 80,000(10) | $7.73(10) | 80,000(10) | D |
Explanation of Responses: |
1. Owned jointly by the reporting person and his wife. Does not include a total of 77,981 shares of Class C Common Stock owned indirectly by the reporting person in the Employee Stock Ownership Plan (ESOP), the 401(k) Retirement Savings Plan, and Associated Investors. |
2. Private sale of 29,393 shares of Class A Common Stock to Security National Financial Corporation with proceeds from such sale to be used to pay the taxes owed by the reporting person as a result of the exercise of his stock options on October 13, 2016. |
3. Owned jointly by the reporting person and his wife. Does not include a total of 288,413 shares of Class A Common Stock owned indirectly by the reporting person in the Employee Stock Ownership Plan (ESOP), the 401(k) Retirement Savings Plan, and the Deferred Compensation Plan. |
4. This option was granted on December 2, 2011 as an option for either 100,000 shares of Class A Common Stock at an exercise price of $1.43 per share or 100,000 shares of Class C Common Stock at an exercise price of $1.43 per share, or any combination thereof. This option reflects the reporting person's election to have an option for 100,000 shares of Class C Common Stock at an exercise price of $1.43 per share, but adjusted pursuant to the anti-dilution provisions of the 2003 Stock Option Plan to reflect 5% stock dividends paid on February 3, 2012, February 1, 2013, February 7, 2014, February 6, 2015 and February 5, 2016. |
5. This option was granted on April 13, 2012 as an option for either 100,000 shares of Class A Common Stock at an exercise price of $1.34 per share or 100,000 shares of Class C Common Stock at an exercise price of $1.34 per share, or any combination thereof. This option reflects the reporting person's election to have an option for 100,000 shares of Class C Common Stock at an exercise price of $1.34 per share, but adjusted pursuant to the anti-dilution provisions of the 2003 Stock Option Plan to reflect 5% stock dividends paid on February 1, 2013, February 7, 2014, February 6, 2015 and February 5, 2016. |
6. This option was granted on December 6, 2013 as an option for either 50,000 shares of Class A Common Stock at an exercise price of $5.34 per share or 50,000 shares of Class C Common Stock at an exercise price of $5.34 per share, or any combination thereof. This option reflects the reporting person's election to have an option for 50,000 shares of Class C Common Stock at an exercise price of $5.34 per share, but adjusted pursuant to the anti-dilution provisions of the 2003 Stock Option Plan to reflect 5% stock dividends paid on February 7, 2014, February 6, 2015 and February 5, 2016. |
7. This option was granted on July 2, 2014 as an option for either 50,000 shares of Class A Common Stock at an exercise price of $4.72 per share or 50,000 shares of Class C Common Stock at an exercise price of $4.72 per share, or any combination thereof. This option reflects the reporting person's election to have an option for 50,000 shares of Class C Common Stock at an exercise price of $4.72 per share, but adjusted pursuant to the anti-dilution provisions of the 2013 Stock Option Plan to reflect 5% stock dividends paid on February 6, 2015 and February 5, 2016. |
8. This option was granted on December 5, 2014 as an option for either 100,000 shares of Class A Common Stock at an exercise price of $5.52 per share or 100,000 shares of Class C Common Stock at an exercise price of $5.52 per share, or any combination thereof. This option reflects the reporting person's election to have an option for 100,000 shares of Class C Common Stock at an exercise price of $5.52 per share, but adjusted pursuant to the anti-dilution provisions of the 2013 Stock Option Plan to reflect 5% stock dividends paid on February 6, 2015 and February 5, 2016. |
9. This option was granted on December 4, 2015 as an option for either 100,000 shares of Class A Common Stock at an exercise price of $7.39 per share or 100,000 shares of Class C Common Stock at an exercise price of $7.39 per share, or any combination thereof. This option reflects the reporting person's election to have an option for 100,000 shares of Class C Common Stock at an exercise price of $7.39 per share, but adjusted pursuant to the anti-dilution provisions of the 2013 Stock Option Plan to reflect a 5% stock dividend paid on February 5, 2016. The option vests in four quarterly installments of Class C Common Stock, beginning on March 4, 2016, until such shares are fully vested. |
10. This option was granted on December 2, 2016 as an option for either 80,000 shares of Class A Common Stock at an exercise price of $7.73 per share or 80,000 shares of Class C Common Stock at an exercise price of $7.73 per share, or any combination thereof. This option reflects the reporting person's election to have an option for 80,000 shares of Class C Common Stock at an exercise price of $7.73 per share. The option vests in four quarterly installments of Class C Common Stock, beginning on March 2, 2017, until such shares are fully vested. |
/s/Scott M. Quist | 04/05/2017 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |