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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (2) | 12/12/2018 | A | 198 | 12/12/2019 | 12/12/2019 | Class A Common Stock | 198 | $ 0 | 198 | D | ||||
Restricted Stock Units | (2) | 12/12/2018 | A | 1,700 | 12/13/2021(3) | 12/13/2021(2) | Class A Common Stock | 1,700 | $ 0 | 1,700 | D | ||||
Stock Appreciation Rights | $ 303.77 | 12/12/2018 | A | 6,798 | 12/12/2019(4) | 12/12/2028 | Class A Common Stock | 6,798 | $ 0 | 6,798 | D | ||||
Restricted Stock Units | (5) | 12/13/2018 | M | 163 | 12/13/2018 | 12/13/2018 | Class A Common Stock | 163 | (5) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Moody Ross R 10801 N. MOPAC EXPY BLDG 3 AUSTIN, TX 78759 |
X | President & CEO |
Ross R. Moody | 12/14/2018 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The Restricted Stock Units vested in full on December 13, 2018, and without any action or discretion by the Reporting Person he received a cash payment equal to the value of the shares on the vesting date. |
(2) | Each restricted stock unit represents a contingent right to receive the cash value of one share of NWLI Class A common stock on the Date Exercisable. |
(3) | The restricted stock units have a three year cliff vesting schedule that begins on the grant date. The restricted stock units will vest 100% on the third anniversary from the grant date. |
(4) | The SARs are exercisable as they vest. The SARs vest in three equal annual installments beginning on the Date Exercisable. |
(5) | Each restricted stock unit represents a contingent right to receive, with no additional consideration payable, the cash value of one share of NWLI Class A common stock on the Date Exercisable. |