Form 4 - Statement of changes in beneficial ownership of securities

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Overbaugh Jason G.

(Last)

(First)

(Middle)

13471 SOUTH TUSCALEE WAY

(Street)

DRAPER

84020

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SECURITY NATIONAL FINANCIAL CORP [ SNFC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP & Nat Mark Dir of Life Ins

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	10/01/2024	10/01/2024	M		17,526	A	$9.2	106,748	D
Class A Common Stock	10/02/2024		G		4,500	D	$9.18	102,248⁽¹⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$4.13⁽²⁾	12/04/2015		A			31,803	03/04/2016	12/04/2025	Class A Common Stock	31,803	$4.13	0	D
Employee Stock Option (right to buy)	$4.55⁽³⁾	12/02/2016		A		30,289		03/02/2017	12/02/2026	Class A Common Stock	30,289	$4.55	30,289	D
Employee Stock Option (right to buy)	$3.44⁽⁴⁾	12/01/2017		A		28,847		03/01/2018	12/01/2027	Class C Common Stock	28,847	$3.44	59,136	D
Employee Stock Option (right to buy)	$3.96⁽⁵⁾	11/30/2018		A		34,340		02/28/2019	11/30/2028	Class C Common Stock	34,340	$3.96	93,476	D
Employee Stock Option (right to buy)	$4.12⁽⁶⁾	12/06/2019		A		39,246		03/06/2020	12/06/2029	Class C Common Stock	39,246	$4.12	132,722	D
Employee Stock Option (right to buy)	$2.99⁽⁷⁾	03/27/2020		A		37,377		06/27/2020	03/27/2030	Class C Common Stock	37,377	$2.99	170,099	D
Employee Stock Option (right to buy)	$7.39⁽⁸⁾	12/03/2021		A		34,729		03/03/2022	12/03/2031	Class C Common Stock	34,729	$7.39	204,828	D
Employee Stock Option (right to buy)	$5.85⁽⁹⁾	12/02/2022		A		38,588		03/02/2023	12/02/2032	Class C Common Stock	38,588	$5.85	243,416	D
Employee Stock Option (right to buy)	$7.59⁽¹⁰⁾	12/01/2023		A		42,000		03/01/2024	12/01/2033	Class C Common Stock	42,000	$7.59	285,416	D

Explanation of Responses:

1. Does not include 105,423 shares of Class A Common Stock owned indirectly by the reporting person in the 401(k) Retirement Savings Plan.

2. This option was granted on December 4, 2015 as an option to purchase 20,000 shares of Class A Common Stock at an exercise price of $6.72 per share, but adjusted pursuant to the anti-dilution provisions of the 2013 Stock Option Plan to reflect a 5% stock dividend paid on February 5, 2016, February 3, 2017, February 2, 2018, February 1, 2019, and February 7, 2020; a 2.5% stock dividend paid on July 17, 2020; a 5% stock dividend paid on July 16, 2021, July 08, 2022, July 14, 2023 and July 12, 2024.

3. This option was granted on December 2, 2016 as an option to purchase 20,000 shares of Class A Common Stock at an exercise price of $7.03 per share, but adjusted pursuant to the anti-dilution provisions of the 2013 Stock Option Plan to reflect a 5% stock dividend paid on February 3, 2017, February 2, 2018, February 1, 2019, and February 7, 2020; a 2.5% stock dividend paid on July 17, 2020; a 5% stock dividend paid on July 16, 2021, July 08, 2022, July 14, 2023 and July 12, 2024.

4. This option was granted on December 1, 2017 as an option to purchase either 20,000 shares of Class A Common Stock or 20,000 shares of Class C Common Stock at an exercise price of $5.05 per share. This option reflects the reporting person's election to have an option for 20,000 shares of Class C Common Stock, but adjusted pursuant to the anti-dilution provisions of the 2013 Stock Option Plan to reflect a 5% stock dividend paid on February 2, 2018, February 1, 2019, and February 7, 2020; a 2.5% stock dividend paid on July 17, 2020; a 5% stock dividend paid on July 16, 2021, July 08, 2022, July 14, 2023 and July 12, 2024.

5. This option was granted on November 30, 2018 as an option to purchase either 25,000 shares of Class A Common Stock or 25,000 shares of Class C Common Stock at an exercise price of $5.52 per share. This option reflects the reporting person's election to have an option for 25,000 shares of Class C Common Stock, but adjusted pursuant to the anti-dilution rights of the 2013 Stock Option Plan to reflect a 5% stock dividend paid on February 1, 2019 and February 7, 2020; a 2.5% stock dividend paid on July 17, 2020; a 5% stock dividend paid on July 16, 2021, July 08, 2022, July 14, 2023 and July 12, 2024.

6. This option was granted on December 6, 2019 as an option to purchase either 30,000 shares of Class A Common Stock or 30,000 shares of Class C Common Stock at an exercise price of $5.46 per share. This option reflects the reporting person's election to have an option for 30,000 shares of Class C Common Stock, but adjusted pursuant to the anti-dilution rights of the 2013 Stock Option Plan to reflect a 5% stock dividend paid on February 7, 2020; a 2.5% stock dividend paid on July 17, 2020; a 5% stock dividend paid on July 16, 2021, July 08, 2022, July 14, 2023 and July 12, 2024.

7. This option was granted on March 27, 2020 as an option to purchase either 30,000 shares of Class A Common Stock or 30,000 shares of Class C Common Stock at an exercise price of $3.76 per share. This option reflects the reporting person's election to have an option for 30,000 shares of Class C Common Stock, but adjusted pursuant to the anti-dilution rights of the 2013 Stock Option Plan to reflect a 2.5% stock dividend paid on July 17, 2020; a 5% stock dividend paid on July 16, 2021, July 08, 2022, July 14, 2023 and July 12, 2024.

8. This option was granted on December 3, 2021 as an option to purchase either 30,000 shares of Class A Common Stock or 30,000 shares of Class C Common Stock at an exercise price of $8.62 per share. This option reflects the reporting person's election to have an option for 30,000 shares of Class C Common Stock, but adjusted pursuant to the anti-dilution rights of the 2013 Stock Option Plan to reflect a 5% stock dividend paid on July 08, 2022, July 14, 2023 and July 12, 2024.

9. This option was granted on December 02, 2022 as an option for either 35,000 shares of Class A Common Stock or 35,000 shares of Class C Common Stock at an exercise price of $6.48 per share. This option reflects the reporting person's election to have an option for 35,000 shares of Class C Common Stock, but adjusted pursuant to the anti-dilution rights of the 2013 Stock Option Plan to reflect a 5% stock dividend paid on July 14, 2023 and July 12, 2024.

10. This option was granted on December 01, 2023 as an option for either 40,000 shares of Class A Common Stock or 40,000 shares of Class C Common Stock at an exercise price of $7.99 per share. This option reflects the reporting person's election to have an option for 40,000 Class C Common Stock, but adjusted pursuant to the anti-dilution rights of the 2022 Equity Incentive Plan to reflect a 5% stock dividend paid on July 12, 2024. The options vest in four equal quarterly installments, beginning on March 01, 2024.

	/s/ Jason G. Overbaugh	10/02/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** 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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