Statement of Changes in Beneficial Ownership (4)
April 01 2015 - 4:26PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
Ledbetter Terry Lee
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2. Issuer Name
and
Ticker or Trading Symbol
State National Companies, Inc.
[
SNC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President, and CEO
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(Last)
(First)
(Middle)
C/O STATE NATIONAL COMPANIES, INC., 1900 L. DON DODSON DRIVE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/30/2015
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(Street)
BEDFORD, TX 76021
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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3/30/2015
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A
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200000
(1)
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A
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$0
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200100
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D
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Common Stock
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5160732
(2)
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I
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By Trust
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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Represents shares of restricted stock granted on March 30, 2015 that are subject to performance-based vesting over three performance periods: the 12-month period consisting of calendar year 2015; the 24-month period consisting of calendar years 2015-2016; and the 36-month period consisting of calendar years 2015-2017. The number of shares set forth above is the maximum number of shares that can vest. The number of shares that will actually vest for each performance period will be based upon performance against certain financial goals for the Company, and will range from 0% to 100% of the maximum number of shares.
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(
2)
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Represents shares of common stock held by The Terry Lee Ledbetter and Reta Laurie Ledbetter 2000 Revocable Trust, of which Terry Lee Ledbetter and Reta Laurie Ledbetter serve as co-trustees and, accordingly, share voting and dispositive power over the shares of the issuer held by the trust.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Ledbetter Terry Lee
C/O STATE NATIONAL COMPANIES, INC.
1900 L. DON DODSON DRIVE
BEDFORD, TX 76021
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X
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X
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President, and CEO
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Signatures
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/s/ Terry Lee Ledbetter, individually and in his capacity as co-trustee of The Terry Lee Ledbetter and Reta Laurie Ledbetter 2000 Revocable Trust, dated April 10, 2000, as amended.
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4/1/2015
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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