0001365555-18-000169.txt : 20181130
0001365555-18-000169.hdr.sgml : 20181130
20181130092939
ACCESSION NUMBER: 0001365555-18-000169
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181129
FILED AS OF DATE: 20181130
DATE AS OF CHANGE: 20181130
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Ungar Stephen
CENTRAL INDEX KEY: 0001492035
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33143
FILM NUMBER: 181209994
MAIL ADDRESS:
STREET 1: C/O AMTRUST FINANCIAL SERVICES, INC.
STREET 2: 59 MAIDEN LANE, 6TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Amtrust Financial Services, Inc.
CENTRAL INDEX KEY: 0001365555
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 043106389
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 59 MAIDEN LANE
STREET 2: 43RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038
BUSINESS PHONE: (212) 220-7120
MAIL ADDRESS:
STREET 1: 59 MAIDEN LANE
STREET 2: 43RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10038
4
1
wf-form4_154358816314558.xml
FORM 4
X0306
4
2018-11-29
0
0001365555
Amtrust Financial Services, Inc.
AFSI
0001492035
Ungar Stephen
C/O AMTRUST FINANCIAL SERVICES, INC.
59 MAIDEN LANE, 43RD FLOOR
NEW YORK
NY
10038
0
1
0
0
SVP, GC and Secretary
Common Stock
2018-11-29
4
D
0
178877
D
0
D
Restricted Stock Units
2018-11-29
4
D
0
2714
D
Common Stock
2714.0
0
D
Restricted Stock Units
2018-11-29
4
D
0
11150
D
Common Stock
11150.0
0
D
Restricted Stock Units
2018-11-29
4
D
0
16065
D
Common Stock
16065.0
0
D
Disposed of pursuant to the Agreement and Plan of Merger, dated as of March 1, 2018 and as amended June 6, 2018, by and among AmTrust Financial Services, Inc., Evergreen Parent, L.P. ("Parent") and Evergreen Merger Sub, Inc. (the "Merger Agreement") in exchange for $14.75 per share in cash, without interest, less any applicable withholding taxes (the "Merger Consideration").
When granted, each restricted stock unit represented a contingent right to receive one share of AmTrust Financial Services, Inc.'s common stock.
Pursuant to the Rollover Agreement dated as of November 29, 2018, among the reporting person and Parent, effective as of the effective time of the merger contemplated by the Merger Agreement, pursuant to which AmTrust Financial Services, Inc. is the Surviving Corporation, these RSUs were converted into the right to receive a number of shares of non-voting common stock of the Surviving Corporation equal to the number of shares of AmTrust Financial Services, Inc. common stock underlying the RSU, upon the vesting dates and subject to the vesting conditions originally applicable to the RSUs. Upon vesting and conversion to non-voting common stock of the Surviving Corporation, the non-voting common stock is immediately convertible into Class A limited partnership interests in Parent.
On May 23, 2015, Mr. Ungar received restricted stock units subject to a four-year vesting schedule, vesting 25% on the first, second, third and fourth anniversaries of the grant date.
On April 5, 2017, Mr. Ungar received restricted stock units subject to a four-year vesting schedule, vesting 25% annually on each March 5th of the first, second, third and fourth years following the grant date.
On March 27, 2018, Mr. Ungar received restricted stock units subject to a four-year vesting schedule, vesting 25% annually on each March 5th of the first, second, third and fourth years following the grant date.
/s/ Stephen Ungar
2018-11-29