SEC Form 4

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* RAWSON RICHARD G (Last) (First) (Middle) 19001 CRESCENT SPRINGS DRIVE (Street) KINGWOOD TX 77339 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol INSPERITY, INC. [ NSP ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/18/2018
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock	05/18/2018		D(1)		5,280	D	$0	152,553	D
Common Stock	05/18/2018		D(1)		7,488	D	$0	145,065	D
Common Stock	05/23/2018		A		1,194	A	$0(2)	146,259	D
Common Stock	05/23/2018		S		10,000	D	$89.51(3)	293,850	I	By Self, as General Partner of POM Services, LLC, which is the General Partner of RDKB Rawson, LP
Common Stock								272,116	I	By Self, as General Partner of POM Services, LLC, which is the General Partner of R&D Rawson, LP
Common Stock								700	I	Held By Dawn M. Rawson, Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Phantom Stock Performance Units (Stock Settled)	(4)	05/18/2018		D			4,082(5)	(6)	(6)	Common Stock	4,082	$0	13,500	D
Phantom Stock Performance Units (Stock Settled)	(4)	05/18/2018		D			7,100(7)	(6)	(6)	Common Stock	7,100	$0	6,400	D
Phantom Stock Performance Units (Stock Settled)	(4)	05/18/2018		D			6,400(8)	(6)	(6)	Common Stock	6,400	$0	0	D

Explanation of Responses:

1. Forfeiture of time vested restricted stock upon retirement as President.

2. Annual stock award pursuant to the Insperity, Inc. Directors Compensation Plan.

3. Weighted average price. Actual prices ranged from $89.40 to $89.65. Full information regarding the number of shares sold at each separate price will be provided upon request to the SEC's staff, Insperity, Inc. or its stockholders.

4. Each phantom stock performance unit represents a contingent right to receive one share of Insperity, Inc. common stock ("Common Stock") pursuant to the terms of the Insperity, Inc. Long-Term Incentive Program (the "LTIP") under the Insperity, Inc. 2012 Incentive Plan based on a three-year performance period award cycle.

5. These three-year performance awards were granted in 2016. The 2016 performance requirement for these awards were certified by the Compensation Committee on February 15, 2017. These performance awards also have a time-based service requirement that was not satisfied upon retirement as President, therefore the awards were forfeited.

6. The phantom stock performance units vest at the end of the three-year award cycle period following certification in accordance with the LTIP of the achievement of all performance goals for the performance periods applicable to such award.

7. These three-year performance awards were granted in 2016. The 2017 performance requirement for these awards were certified by the Compensation Committee on February 21, 2018. These performance awards also have a time-based service requirement that was not satisfied upon retirement as President, therefore the awards were forfeited.

8. These three-year performance awards were granted in 2017. The 2017 performance requirement for these awards were certified by the Compensation Committee on February 21, 2018. These performance awards also have a time-based service requirement that was not satisfied upon retirement as President, therefore the awards were forfeited.

	/s/ Daniel D. Herink, by Power of Attorney	05/25/2018
	** Signature of Reporting Person	Date
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