0001181580-18-000006.txt : 20180517
0001181580-18-000006.hdr.sgml : 20180517
20180517095411
ACCESSION NUMBER: 0001181580-18-000006
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180516
FILED AS OF DATE: 20180517
DATE AS OF CHANGE: 20180517
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: 18841931
MAIL ADDRESS:
STREET 1: 777 MAIN STREET
STREET 2: SUITE 1000
CITY: FORT WORTH
STATE: TX
ZIP: 76102
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
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2018-05-16
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
2018-05-16
4
M
0
21500
6.61
A
25498
D
COMMON STOCK
2018-05-16
4
S
0
18498
9.94
D
7000
D
STOCK OPTIONS (RIGHT TO BUY)
6.61
2018-05-16
4
M
0
21500
D
2019-04-01
COMMON STOCK
21500
0
D
RESTRICTED STOCK UNITS
2020-03-31
2020-03-31
COMMON STOCK
8596
D
RESTRICTED STOCK UNITS
2019-03-31
2019-03-31
COMMON STOCK
7255
D
STOCK OPTIONS (RIGHT TO BUY)
11.46
2018-05-22
COMMON STOCK
25000
25000
D
Represents the weighted average price of transactions effected at prices ranging from $9.90 per share to $9.96 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.
Represents employee stock options exercisable in seven equal annual installments commencing April 1, 2010.
Each restricted stock unit represents the right to receive shares of common stock upon satisfaction of vesting requirements and performance criteria. The performance criteria for one-half of the restricted stock units is based on the compound average annual growth rate ("CAAGR") in book value per share from January 1, 2017 to December 31, 2019, and earns a percentage of a share of common stock per restricted stock unit, as follows: (i) CAAGR less than 7% earns 0%; (ii) 7% CAAGR earns 50%; (iii) 8% CAAGR earns 67%; (iv) 9% CAAGR earns 83%; (v) 10% CAAGR earns 100%; (vi) 11% CAAGR earns 117% shares; (vii) 12% CAAGR earns 133%; and (viii) 13% or greater CAAGR earns 150%.
Each restricted stock unit represents the right to receive shares of common stock upon satisfaction of vesting requirements and performance criteria. The performance criteria for one-half of the restricted stock units is based on the consolidated net combined ratio ("CR%") for the period from from January 1, 2017 to December 31, 2019, and earns a percentage of a share of common stock per restricted stock unit, as follows: (a) CR% greater than 96% earns 0%; (b) 95% CR% earns 50%; (c) 94% CR% earns 60%; (d) 93% CR% earns 80%; (e) 92% CR% earns 100%; (f) 90% CR% earns 110%; (g) 89% CR% earns 120%; (h) 88% CR% earns 135%; and (i) less than 87% CR% earns 150%.
Each restricted stock unit represents the right to receive shares of common stock upon satisfaction of vesting requirements and performance criteria. The performance criteria for one-half of the restricted stock units is based on the compound average annual growth rate ("CAAGR") in book value per share from January 1, 2016 to December 31, 2018, and earns a percentage of a share of common stock per restricted stock unit, as follows: (i) CAAGR less than 7% earns 0%; (ii) 7% CAAGR earns 50%; (iii) 8% CAAGR earns 67%; (iv) 9% CAAGR earns 83%; (v) 10% CAAGR earns 100%; (vi) 11% CAAGR earns 117% shares; (vii) 12% CAAGR earns 133%; and (viii) 13% or greater CAAGR earns 150%.
Each restricted stock unit represents the right to receive shares of common stock upon satisfaction of vesting requirements and performance criteria. The performance criteria for one-half of the restricted stock units is based on the consolidated net combined ratio ("CR%") for the period from from January 1, 2016 to December 31, 2018, and earns a percentage of a share of common stock per restricted stock unit, as follows: (a) CR% greater than 96% earns 0%; (b) 95% CR% earns 50%; (c) 94% CR% earns 60%; (d) 93% CR% earns 80%; (e) 92% CR% earns 100%; (f) 90% CR% earns 110%; (g) 89% CR% earns 120%; (h) 88% CR% earns 135%; and (i) less than 87% CR% earns 150%.
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.
STEVEN D. DAVIDSON AS ATTORNEY-IN-FACT FOR JEFFREY R. PASSMORE
2018-05-17