Statement of Changes in Beneficial Ownership (4)
August 09 2021 - 7:04PM
Edgar (US Regulatory)
FORM 4
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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)
2/26/2016 |
(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 (4) | (1) | 2/26/2016 | 2/26/2016 | A | | 213.958 | | (2)(3) | (2)(3) | Common Shares | 213.958 | $0 | 33843.291 | D | |
Phantom Stock (4) | (1) | 3/25/2016 | 3/25/2016 | A | | 140.296 | | (2)(3) | (2)(3) | Common Shares | 140.296 | $0 | 34057.249 | D | |
Phantom Stock (4) | (1) | 4/22/2016 | 4/22/2016 | A | | 210.606 | | (2)(3) | (2)(3) | Common Shares | 210.606 | $0 | 34197.545 | D | |
Phantom Stock (4) | (1) | 5/20/2016 | 5/20/2016 | A | | 99.084 | | (2)(3) | (2)(3) | Common Shares | 99.084 | $0 | 34408.151 | D | |
Phantom Stock (4) | (1) | 6/17/2016 | 6/17/2016 | A | | 195.050 | | (2)(3) | (2)(3) | Common Shares | 195.050 | $0 | 34507.235 | D | |
Phantom Stock (4) | (1) | 7/29/2016 | 7/29/2016 | A | | 199.088 | | (2)(3) | (2)(3) | Common Shares | 199.088 | $0 | 34702.285 | D | |
Phantom Stock (4) | (1) | 8/26/2016 | 8/26/2016 | A | | 139.190 | | (2)(3) | (2)(3) | Common Shares | 139.190 | $0 | 34901.373 | D | |
Phantom Stock (4) | (1) | 9/23/2016 | 9/23/2016 | A | | 119.364 | | (2)(3) | (2)(3) | Common Shares | 119.364 | $0 | 35040.563 | D | |
Phantom Stock (4) | (1) | 10/21/2016 | 10/21/2016 | A | | 235.042 | | (2)(3) | (2)(3) | Common Shares | 235.042 | $0 | 35159.927 | D | |
Phantom Stock (4) | (1) | 11/18/2016 | 11/18/2016 | A | | 85.154 | | (2)(3) | (2)(3) | Common Shares | 85.154 | $0 | 35394.969 | D | |
Phantom Stock (4) | (1) | 12/30/2016 | 12/30/2016 | A | | 189.200 | | (2)(3) | (2)(3) | Common Shares | 189.200 | $0 | 35480.123 | D | |
Phantom Stock (4) | (1) | 1/27/2017 | 1/27/2017 | A | | 138.890 | | (2)(3) | (2)(3) | Common Shares | 138.890 | $0 | 35669.323 | D | |
Phantom Stock (4) | (1) | 2/24/2017 | 2/24/2017 | A | | 98.770 | | (2)(3) | (2)(3) | Common Shares | 98.770 | $0 | 35808.213 | D | |
Phantom Stock (4) | (1) | 3/24/2017 | 3/24/2017 | A | | 131.390 | | (2)(3) | (2)(3) | Common Shares | 131.390 | $0 | 35906.983 | D | |
Phantom Stock (4) | (1) | 4/7/2017 | 4/7/2017 | A | | 162.184 | | (2)(3) | (2)(3) | Common Shares | 162.184 | $0 | 36038.373 | D | |
Phantom Stock (4) | (1) | 5/19/2017 | 5/19/2017 | A | | 103.528 | | (2)(3) | (2)(3) | Common Shares | 103.528 | $0 | 36200.557 | D | |
Phantom Stock (4) | (1) | 6/30/2017 | 6/30/2017 | A | | 140.470 | | (2)(3) | (2)(3) | Common Shares | 140.470 | $0 | 36304.085 | D | |
Phantom Stock (4) | (1) | 7/28/2017 | 7/28/2017 | A | | 153.636 | | (2)(3) | (2)(3) | Common Shares | 153.636 | $0 | 36444.555 | D | |
Phantom Stock (4) | (1) | 8/25/2017 | 8/25/2017 | A | | 79.124 | | (2)(3) | (2)(3) | Common Shares | 79.124 | $0 | 36598.191 | D | |
Phantom Stock (4) | (1) | 9/22/2017 | 9/22/2017 | A | | 107.720 | | (2)(3) | (2)(3) | Common Shares | 107.720 | $0 | 36677.315 | D | |
Phantom Stock (4) | (1) | 10/20/2017 | 10/20/2017 | A | | 177.198 | | (2)(3) | (2)(3) | Common Shares | 177.198 | $0 | 36785.035 | D | |
Phantom Stock (4) | (1) | 11/17/2017 | 11/17/2017 | A | | 73.418 | | (2)(3) | (2)(3) | Common Shares | 73.418 | $0 | 36962.233 | D | |
Phantom Stock (4) | (1) | 12/29/2017 | 12/29/2017 | A | | 142.390 | | (2)(3) | (2)(3) | Common Shares | 142.390 | $0 | 37035.651 | D | |
Phantom Stock (4) | (1) | 1/26/2018 | 1/26/2018 | A | | 164.516 | | (2)(3) | (2)(3) | Common Shares | 164.516 | $0 | 37178.041 | D | |
Phantom Stock (4) | (1) | 2/23/2018 | 2/23/2018 | A | | 157.612 | | (2)(3) | (2)(3) | Common Shares | 157.612 | $0 | 37342.557 | D | |
Phantom Stock (4) | (1) | 3/23/2018 | 3/23/2018 | A | | 92.776 | | (2)(3) | (2)(3) | Common Shares | 92.776 | $0 | 37500.169 | D | |
Phantom Stock (4) | (1) | 4/20/2018 | 4/20/2018 | A | | 150.434 | | (2)(3) | (2)(3) | Common Shares | 150.434 | $0 | 37592.945 | D | |
Phantom Stock (4) | (1) | 5/18/2018 | 5/18/2018 | A | | 83.522 | | (2)(3) | (2)(3) | Common Shares | 83.522 | $0 | 37743.379 | D | |
Phantom Stock (4) | (1) | 6/29/2018 | 6/29/2018 | A | | 77.170 | | (2)(3) | (2)(3) | Common Shares | 77.170 | $0 | 37826.901 | D | |
Phantom Stock (4) | (1) | 7/27/2018 | 7/27/2018 | A | | 194.283 | | (2)(3) | (2)(3) | Common Shares | 194.283 | $0 | 37904.071 | D | |
Explanation of Responses: |
(1) | Each share of phantom stock ("Phantom Share") is the economic equivalent of one share of PFC common stock. |
(2) | 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; |
(3) | (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. |
(4) | 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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