Statement of Changes in Beneficial Ownership (4)
May 26 2021 - 7:32PM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Koster Daniel M |
2. Issuer Name and Ticker or Trading Symbol
FBL FINANCIAL GROUP INC
[
FFG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP - Marketing and Agency Svcs |
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(Last)
(First)
(Middle)
5400 UNIVERSITY AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/25/2021 |
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(Street)
WEST DES MOINES, IA 50266
(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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| Class A Common Stock | 5/25/2021 | | D(1) | | 1700.233 | D | $61 | 0 | I | by Trust |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Restricted Stock Units (Cash Settled) | (2) | 5/25/2021 | | D | | | 696 | (2) | 2/1/2026 | Class A Common Stock | 696.0 | (2) | 0 | D | |
| Restricted Stock Units (Cash Settled) | (2) | 5/25/2021 | | D | | | 254 | (2) | 2/1/2025 | Class A Common Stock | 254.0 | (2) | 0 | D | |
| Restricted Stock Units (Cash Settled) | (2) | 5/25/2021 | | D | | | 141 | (2) | 2/1/2024 | Class A Common Stock | 141.0 | (2) | 0 | D | |
| Restricted Stock Units (Cash Settled) | (2) | 5/25/2021 | | D | | | 90 | (2) | 2/1/2023 | Class A Common Stock | 90.0 | (2) | 0 | D | |
| Restricted Stock Units (Cash Settled) | (2) | 5/25/2021 | | D | | | 45 | (2) | 2/1/2022 | Class A Common Stock | 45.0 | (2) | 0 | D | |
| Explanation of Responses: |
| (1) | In conjunction with the merger of FBL Financial Group, Inc. and 5400 Merger Sub, Inc. (the "Merger"), pursuant to an agreement and plan of merger dated January 11, 2021 and amended on May 2, 2021, the shares of FBL Financial Group, Inc. common stock were cancelled and automatically converted into the right to receive $61.00 per share, without interest. |
| (2) | Each unit of cash settled RSUs represented the economic equivalent of one share of FBL Financial Group, Inc. Class A common stock. The cash settled RSUs were subject to vesting schedules of 20% of the units on each of the first five anniversaries of the grant date, ending on the expiration date. In conjunction with the Merger, these RSUs were cancelled and exchanged for the right to receive an amount in cash equal to $61.00 per unit, plus the aggregate sum of any cash dividend equivalents in respect of such units, with payment to be made in accordance with the vesting schedules applicable to the RSUs prior to the Merger, subject to the continued employment of the reporting person. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Koster Daniel M
5400 UNIVERSITY AVENUE
WEST DES MOINES, IA 50266 |
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| VP - Marketing and Agency Svcs |
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Signatures
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| By: Mark Wickham per filed confirming stmt For: Daniel Koster | | 5/26/2021 |
| **Signature of Reporting Person | Date |
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