Statement of Changes in Beneficial Ownership (4)
August 09 2021 - 7:01PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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Bookmyer John |
2. Issuer Name and Ticker or Trading Symbol
PREMIER FINANCIAL CORP
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PFC
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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)
601 CLINTON ST. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/25/2013 |
(Street)
DEFIANCE, OH 43512
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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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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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 (5) | (2) | 10/25/2013 | 10/25/2013 | A | | 269.654 | | (3)(4) | (3)(4) | Common Shares | 269.654 | $0 | 28174.131 | D | |
Phantom Stock (5) | (2) | 10/25/2013 | 10/25/2013 | A | | 37.980 | | (3)(4) | (3)(4) | Common Shares | 37.980 | $0 | 28212.111 | D | |
Phantom Stock (5) | (2) | 11/22/2013 | 11/22/2013 | A | | 306.354 | | (3)(4) | (3)(4) | Common Shares | 306.354 | $0 | 28518.465 | D | |
Phantom Stock (5) | (2) | 12/20/2013 | 12/20/2013 | A | | 306.008 | | (3)(4) | (3)(4) | Common Shares | 306.008 | $0 | 28824.473 | D | |
Phantom Stock (5) | (2) | 1/31/2014 | 1/31/2014 | A | | 213.842 | | (3)(4) | (3)(4) | Common Shares | 213.842 | $0 | 29038.315 | D | |
Phantom Stock (5) | (2) | 2/28/2014 | 2/28/2014 | A | | 271.052 | | (3)(4) | (3)(4) | Common Shares | 271.052 | $0 | 28748.747 (1) | D | |
Phantom Stock (5) | (2) | 3/28/2014 | 3/28/2014 | A | | 236.424 | | (3)(4) | (3)(4) | Common Shares | 236.424 | $0 | 29019.799 | D | |
Phantom Stock (5) | (2) | 4/25/2014 | 4/25/2014 | A | | 316.574 | | (3)(4) | (3)(4) | Common Shares | 316.574 | $0 | 29256.223 | D | |
Phantom Stock (5) | (2) | 5/23/2014 | 5/23/2014 | A | | 236.966 | | (3)(4) | (3)(4) | Common Shares | 236.966 | $0 | 29572.797 | D | |
Phantom Stock (5) | (2) | 6/20/2014 | 6/20/2014 | A | | 158.006 | | (3)(4) | (3)(4) | Common Shares | 158.006 | $0 | 29809.763 | D | |
Phantom Stock (5) | (2) | 7/18/2014 | 7/18/2014 | A | | 201.540 | | (3)(4) | (3)(4) | Common Shares | 201.540 | $0 | 29967.769 | D | |
Phantom Stock (5) | (2) | 8/29/2014 | 8/29/2014 | A | | 247.312 | | (3)(4) | (3)(4) | Common Shares | 247.312 | $0 | 30169.309 | D | |
Phantom Stock (5) | (2) | 9/26/2014 | 9/26/2014 | A | | 166.236 | | (3)(4) | (3)(4) | Common Shares | 166.236 | $0 | 30416.621 | D | |
Phantom Stock (5) | (2) | 10/24/2014 | 10/24/2014 | A | | 190.444 | | (3)(4) | (3)(4) | Common Shares | 190.444 | $0 | 30582.857 | D | |
Phantom Stock (5) | (2) | 10/31/2014 | 10/31/2014 | A | | 32.648 | | (3)(4) | (3)(4) | Common Shares | 32.648 | $0 | 30773.301 | D | |
Phantom Stock (5) | (2) | 11/21/2014 | 11/21/2014 | A | | 216.090 | | (3)(4) | (3)(4) | Common Shares | 216.090 | $0 | 30805.949 | D | |
Phantom Stock (5) | (2) | 12/19/2014 | 12/19/2014 | A | | 182.436 | | (3)(4) | (3)(4) | Common Shares | 182.436 | $0 | 31022.039 | D | |
Phantom Stock (5) | (2) | 1/30/2015 | 1/30/2015 | A | | 224.338 | | (3)(4) | (3)(4) | Common Shares | 224.338 | $0 | 31204.475 | D | |
Phantom Stock (5) | (2) | 2/27/2015 | 2/27/2015 | A | | 322.816 | | (3)(4) | (3)(4) | Common Shares | 322.816 | $0 | 31428.813 | D | |
Phantom Stock (5) | (2) | 3/27/2015 | 3/27/2015 | A | | 222.908 | | (3)(4) | (3)(4) | Common Shares | 222.908 | $0 | 31751.629 | D | |
Phantom Stock (5) | (2) | 4/24/2015 | 4/24/2015 | A | | 212.870 | | (3)(4) | (3)(4) | Common Shares | 212.870 | $0 | 31974.537 | D | |
Phantom Stock (5) | (2) | 5/22/2015 | 5/22/2015 | A | | 216.032 | | (3)(4) | (3)(4) | Common Shares | 216.032 | $0 | 32187.407 | D | |
Phantom Stock (5) | (2) | 6/19/2015 | 6/19/2015 | A | | 160.920 | | (3)(4) | (3)(4) | Common Shares | 160.920 | $0 | 32403.439 | D | |
Phantom Stock (5) | (2) | 7/31/2015 | 7/31/2015 | A | | 188.122 | | (3)(4) | (3)(4) | Common Shares | 188.122 | $0 | 32564.359 | D | |
Phantom Stock (5) | (2) | 8/28/2015 | 8/28/2015 | A | | 182.514 | | (3)(4) | (3)(4) | Common Shares | 182.514 | $0 | 32752.481 | D | |
Phantom Stock (5) | (2) | 9/25/2015 | 9/25/2015 | A | | 159.948 | | (3)(4) | (3)(4) | Common Shares | 159.948 | $0 | 32934.995 | D | |
Phantom Stock (5) | (2) | 10/23/2015 | 10/23/2015 | A | | 198.312 | | (3)(4) | (3)(4) | Common Shares | 198.312 | $0 | 33094.943 | D | |
Phantom Stock (5) | (2) | 11/20/2015 | 11/20/2015 | A | | 207.966 | | (3)(4) | (3)(4) | Common Shares | 207.966 | $0 | 33293.255 | D | |
Phantom Stock (5) | (2) | 12/18/2015 | 12/18/2015 | A | | 177.672 | | (3)(4) | (3)(4) | Common Shares | 177.672 | $0 | 33501.221 | D | |
Phantom Stock (5) | (2) | 1/29/2016 | 1/29/2016 | A | | 164.398 | | (3)(4) | (3)(4) | Common Shares | 164.398 | $0 | 33678.893 | D | |
Explanation of Responses: |
(1) | The ending balance differs from amounts previously reported because of an inadvertent administrative error. |
(2) | Each share of phantom stock ("Phantom Share") is the economic equivalent of one share of PFC common stock. |
(3) | The Phantom Shares become payable in common shares, at the election of the reporting person, as follows: (a) Phantom Shares awarded in 2006 and 2011 became payable on January 2, 2020; (b) Phantom Shares awarded in 2007 became payable on January 4, 2021; (c) 90% of the Phantom Shares awarded in 2012 became payable on January 4, 2021, and the remaining 10% will become payable one year after termination as a director; (d) Phantom Shares awarded in 2008 and 2013 become payable on January 1, 2022; (e) Phantom Shares awarded in 2009 and 2010 become payable on January 1, 2023; |
(4) | (f) Phantom Shares awarded in 2014 and 2015 become payable on January 1, 2024; (g) Phantom Shares awarded in 2016, 2017, 2018, and 2019 become payable on January 1, 2025; and (h) Phantom Shares awarded in 2020 and 2021 become payable one year following termination as a director. In the event the reporting person's services as a director terminate prior to reaching any of the foregoing dates, all remaining Phantom Shares will convert to PFC common stock one year following such termination without regard to such dates. |
(5) | On July 13, 2018, PFC split its common shares 2-for-1 (the "Stock Split"). The numbers included in this Form 4 have been adjusted to account for the Stock Split. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bookmyer John 601 CLINTON ST. DEFIANCE, OH 43512 | X |
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Signatures
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/s/ John L. Bookmyer by Shannon M. Kuhl, POA | | 8/9/2021 |
**Signature of Reporting Person | Date |
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