0001181580-15-000012.txt : 20150417
0001181580-15-000012.hdr.sgml : 20150417
20150417111347
ACCESSION NUMBER: 0001181580-15-000012
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150415
FILED AS OF DATE: 20150417
DATE AS OF CHANGE: 20150417
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HALLMARK FINANCIAL SERVICES INC
CENTRAL INDEX KEY: 0000819913
STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE CARRIERS, NEC [6399]
IRS NUMBER: 870447375
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 777 MAIN STREET, SUITE 1000
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 8173481600
MAIL ADDRESS:
STREET 1: 777 MAIN STREET
STREET 2: STE 1000
CITY: FORT WORTH
STATE: TX
ZIP: 76102
FORMER COMPANY:
FORMER CONFORMED NAME: ACOI INC
DATE OF NAME CHANGE: 19920703
FORMER COMPANY:
FORMER CONFORMED NAME: AMERICAN CREDIT OPTICAL INC /DE/
DATE OF NAME CHANGE: 19910611
FORMER COMPANY:
FORMER CONFORMED NAME: PYRAMID GROWTH INC
DATE OF NAME CHANGE: 19890124
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Passmore Jeffrey R
CENTRAL INDEX KEY: 0001321683
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11252
FILM NUMBER: 15776912
MAIL ADDRESS:
STREET 1: 777 MAIN STREET
STREET 2: SUITE 1000
CITY: FORT WORTH
STATE: TX
ZIP: 76102
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2015-04-15
0000819913
HALLMARK FINANCIAL SERVICES INC
HALL
0001321683
Passmore Jeffrey R
777 MAIN STREET
SUITE 1000
FORT WORTH
TX
76102
0
1
0
0
CHIEF ACCOUNTING OFFICER
COMMON STOCK
2015-04-15
4
M
0
13500
6.61
A
15500
D
COMMON STOCK
2015-04-15
4
S
0
11502
11.72
D
3998
D
RESTRICTED STOCK UNITS
2017-03-31
2017-03-31
COMMON STOCK
6884
D
RESTRICTED STOCK UNITS
2016-03-31
2016-03-31
COMMON STOCK
7389
D
STOCK OPTIONS (RIGHT TO BUY)
6.61
2015-04-15
4
M
0
13500
0
D
2019-04-01
COMMON STOCK
13500
21500
D
STOCK OPTIONS (RIGHT TO BUY)
11.46
2018-05-22
COMMON STOCK
25000
25000
D
STOCK OPTIONS (RIGHT TO BUY)
12.52
2017-05-24
COMMON STOCK
50000
50000
D
STOCK OPTIONS (RIGHT TO BUY)
11.34
2016-05-25
COMMON STOCK
8333
8333
D
Represents the weighted average purchase price of transactions effected at prices ranging from $11.50 per share to $11.97 per share. Upon written request by the SEC, the Issuer or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
Each restricted stock unit represents the right to receive shares of common stock upon satisfaction of vesting requirements and performance criteria. The performance criteria are based on the compound average annual growth rate ("CAGR") in book value per share from January 1, 2014 to December 31, 2016, and earn a percentage of a share of common stock per restricted stock unit, as follows: (i) CAGR less than 8% earns 0%; (ii) 8% CAGR earns 50%; (iii) 9% CAGR earns 64%; (iv) 10% CAGR earns 79%; (v) 11% CAGR earns 93%; (vi) 12% CAGR earns 107% shares; (vii) 13% CAGR earns 122%; (viii) 14% CAGR earns 136%; and (ix) 15% or greater CAGR earns 150%.
Represents restricted stock units conditionally granted April 10, 2013 subject to shareholder approval, which was obtained May 30, 2013. Each restricted stock unit represents the right to receive shares of common stock upon satisfaction of vesting requirements and performance criteria. The performance criteria are based on the compound average annual growth rate ("CAGR") in book value per share from January 1, 2013 to December 31, 2015, and earn a percentage of a share of common stock per restricted stock unit, as follows: (i) CAGR less than 8% earns 0%; (ii) 8% CAGR earns 50%; (iii) 9% CAGR earns 64%; (iv) 10% CAGR earns 79%; (v) 11% CAGR earns 93%; (vi) 12% CAGR earns 107% shares; (vii) 13% CAGR earns 122%; (viii) 14% CAGR earns 136%; and (ix) 15% or greater CAGR earns 150%.
Represents employee stock options exercisable in seven equal annual installments commencing April 1, 2010.
Represents employee stock options exercisable as to 2,500, 5,000, 7,500 and 10,000 shares on May 22, 2009, 2010, 2011 and 2012, respectively.
Represents employee stock options exercisable as to 5,000, 10,000, 15,000 and 20,000 shares on May 24, 2008, 2009, 2010 and 2011, respectively.
Represents employee stock options exercisable as to 833, 1,667, 2,500 and 3,333 shares on May 25, 2007, 2008, 2009 and 2010, respectively.
STEVEN D. DAVIDSON AS ATTORNEY-IN-FACT FOR JEFFREY R. PASSMORE
2015-04-17