Amended Statement of Changes in Beneficial Ownership (4/a)
May 23 2018 - 3:36PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
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Kirby Jefferson
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2. Issuer Name
and
Ticker or Trading Symbol
ALLEGHANY CORP /DE
[
Y
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O ALLEGHANY CORPORATION, 1411 BROADWAY, 34TH FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/15/2018
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(Street)
NEW YORK, NY 10018
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
5/1/2018
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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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Common Stock
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3/15/2018
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A
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12
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A
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(1)
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59007
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D
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Common Stock
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4/30/2018
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A
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234
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A
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(2)
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59241
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D
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Common Stock
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396112
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I
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Held by trusts of which reporting person is co-trustee and beneficiary
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Common Stock
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27586
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I
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Held by trust of which reporting person is sole trustee and beneficiary
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Common Stock
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19
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I
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Held by reporting person's spouse
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Common Stock
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364
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I
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Held by reporting person's children sharing the same household
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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Under the Alleghany Corporation 2005 Directors' Stock Plan, 2010 Directors' Stock Plan and 2015 Directors' Stock Plan, when the registrant pays a cash dividend on its common stock, each director holding restricted stock units ("RSUs") awarded under such plan(s) is credited with a corresponding dividend on his or her RSUs in the form of additional RSUs. These shares represent RSUs received as dividends in connection with a special cash dividend of $10.00 per share of common stock paid on March 15, 2018. These additional RSUs will vest on the same schedule as the unvested RSUs to which they relate.
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(2)
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Grant of 234 shares of restricted stock for no cash consideration under the Alleghany Corporation 2015 Directors' Stock Plan, reflecting such number of restricted stock shares equal to $140,000 (as determined by the Board in accordance with the plan) divided by the average of the closing sales prices of the common stock on the 30 consecutive trading days preceding the grant date as reported by the NYSE.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Kirby Jefferson
C/O ALLEGHANY CORPORATION
1411 BROADWAY, 34TH FLOOR
NEW YORK, NY 10018
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X
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Signatures
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/s/ Stela Burghart, Attorney-in-Fact
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5/23/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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