Statement of Changes in Beneficial Ownership (4)
August 09 2021 - 7:07PM
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)
8/24/2018 |
(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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Common Shares | 1/2/2020 | | M | | 7524.222 | A | (2) | 28398.3564 | D | |
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) | (1) | 8/24/2018 | 8/24/2018 | A | | 312.726 | | (2)(3) | (2)(3) | Common Shares | 312.726 | $0 | 38098.354 | D | |
Phantom Stock (5) | (1) | 9/21/2018 | 9/21/2018 | A | | 106.527 | | (2)(3) | (2)(3) | Common Shares | 106.527 | $0 | 38411.080 | D | |
Phantom Stock (5) | (1) | 10/19/2018 | 10/19/2018 | A | | 208.255 | | (2)(3) | (2)(3) | Common Shares | 208.255 | $0 | 38517.607 | D | |
Phantom Stock (5) | (1) | 11/30/2018 | 11/30/2018 | A | | 91.821 | | (2)(3) | (2)(3) | Common Shares | 91.821 | $0 | 38725.862 | D | |
Phantom Stock (5) | (1) | 12/28/2018 | 12/28/2018 | A | | 177.258 | | (2)(3) | (2)(3) | Common Shares | 177.258 | $0 | 38817.683 | D | |
Phantom Stock (5) | (1) | 1/25/2019 | 1/25/2019 | A | | 70.274 | | (2)(3) | (2)(3) | Common Shares | 70.274 | $0 | 38994.941 | D | |
Phantom Stock (5) | (1) | 2/22/2019 | 2/22/2019 | A | | 70.274 | | (2)(3) | (2)(3) | Common Shares | 70.274 | $0 | 39065.215 | D | |
Phantom Stock (5) | (1) | 3/22/2019 | 3/22/2019 | A | | 150.971 | | (2)(3) | (2)(3) | Common Shares | 150.971 | $0 | 39782.579 (4) | D | |
Phantom Stock (5) | (1) | 4/19/2019 | 4/19/2019 | A | | 188.581 | | (2)(3) | (2)(3) | Common Shares | 188.581 | $0 | 40233.168 (4) | D | |
Phantom Stock (5) | (1) | 5/31/2019 | 5/31/2019 | A | | 127.306 | | (2)(3) | (2)(3) | Common Shares | 127.306 | $0 | 40360.474 | D | |
Phantom Stock (5) | (1) | 6/28/2019 | 6/28/2019 | A | | 164.508 | | (2)(3) | (2)(3) | Common Shares | 164.508 | $0 | 40819.660 (4) | D | |
Phantom Stock (5) | (1) | 7/26/2019 | 7/26/2019 | A | | 191.228 | | (2)(3) | (2)(3) | Common Shares | 191.228 | $0 | 41010.888 | D | |
Phantom Stock (5) | (1) | 8/23/2019 | 8/23/2019 | A | | 133.256 | | (2)(3) | (2)(3) | Common Shares | 133.256 | $0 | 41144.144 | D | |
Phantom Stock (5) | (1) | 9/20/2019 | 9/20/2019 | A | | 189.105 | | (2)(3) | (2)(3) | Common Shares | 189.105 | $0 | 41660.496 (4) | D | |
Phantom Stock (5) | (1) | 10/18/2019 | 10/18/2019 | A | | 212.547 | | (2)(3) | (2)(3) | Common Shares | 212.547 | $0 | 41873.043 | D | |
Phantom Stock (5) | (1) | 11/29/2019 | 11/29/2019 | A | | 114.428 | | (2)(3) | (2)(3) | Common Shares | 114.428 | $0 | 42316.955 (4) | D | |
Phantom Stock (5) | (1) | 12/27/2019 | 12/27/2019 | A | | 224.919 | | (2)(3) | (2)(3) | Common Shares | 224.919 | $0 | 42541.874 | D | |
Phantom Stock (5) | (1) | 1/2/2020 | | M | | | 7524.222 | (2)(3) | (2)(3) | Common Shares | 7524.222 | $0 | 35017.652 | D | |
Phantom Stock (5) | (1) | 1/24/2020 | 1/24/2020 | A | | 190.644 | | (2)(3) | (2)(3) | Common Shares | 190.644 | $0 | 35208.296 | D | |
Phantom Stock (5) | (1) | 2/21/2020 | 2/21/2020 | A | | 122.514 | | (2)(3) | (2)(3) | Common Shares | 122.514 | $0 | 35633.850 (4) | D | |
Phantom Stock (5) | (1) | 3/20/2020 | 3/20/2020 | A | | 270.164 | | (2)(3) | (2)(3) | Common Shares | 270.164 | $0 | 35904.014 | D | |
Phantom Stock (5) | (1) | 4/17/2020 | 4/17/2020 | A | | 228.780 | | (2)(3) | (2)(3) | Common Shares | 228.780 | $0 | 36132.794 | D | |
Phantom Stock (5) | (1) | 5/29/2020 | 5/29/2020 | A | | 207.706 | | (2)(3) | (2)(3) | Common Shares | 207.706 | $0 | 36898.062 (4) | D | |
Phantom Stock (5) | (1) | 6/26/2020 | 6/26/2020 | A | | 844.511 | | (2)(3) | (2)(3) | Common Shares | 844.511 | $0 | 37742.573 | D | |
Phantom Stock (5) | (1) | 7/24/2020 | 7/24/2020 | A | | 207.831 | | (2)(3) | (2)(3) | Common Shares | 207.831 | $0 | 37950.404 | D | |
Phantom Stock (5) | (1) | 8/21/2020 | 8/21/2020 | A | | 186.185 | | (2)(3) | (2)(3) | Common Shares | 186.185 | $0 | 38136.589 | D | |
Phantom Stock (5) | (1) | 9/18/2020 | 9/18/2020 | A | | 208.333 | | (2)(3) | (2)(3) | Common Shares | 208.333 | $0 | 38838.007 (4) | D | |
Phantom Stock (5) | (1) | 10/30/2020 | 10/30/2020 | A | | 191.773 | | (2)(3) | (2)(3) | Common Shares | 191.773 | $0 | 39029.780 | D | |
Phantom Stock (5) | (1) | 11/27/2020 | 11/27/2020 | A | | 158.548 | | (2)(3) | (2)(3) | Common Shares | 158.548 | $0 | 39631.978 (4) | D | |
Phantom Stock (5) | (1) | 12/24/2020 | 12/24/2020 | A | | 149.870 | | (2)(3) | (2)(3) | Common Shares | 149.870 | $0 | 39781.848 | 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) | The ending balance differs from amounts previously reported because of shares acquired under a dividend reinvestment plan. |
(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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