FBL Financial Form 4 / Jay W Seiboldt ownership change

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).

1. Name and Address of Reporting Person^*

Seiboldt Jay W

(Last)

(First)

(Middle)

5400 UNIVERSITY AVENUE

(Street)

WEST DES MOINES

50266

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FBL FINANCIAL GROUP INC [ FFG ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Operating Officer - PC

3. Date of Earliest Transaction (Month/Day/Year)
05/25/2021

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	05/25/2021		D⁽¹⁾		252	D	$61	0	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)
Restricted Stock Units (Cash Settled)	⁽²⁾	05/25/2021		D			1,942	⁽²⁾	02/01/2026	Class A Common Stock	1,942	⁽²⁾	0	D
Restricted Stock Units (Cash Settled)	⁽²⁾	05/25/2021		D			236	⁽²⁾	02/01/2025	Class A Common Stock	236	⁽²⁾	0	D
Restricted Stock Units (Cash Settled)	⁽²⁾	05/25/2021		D			123	⁽²⁾	02/01/2024	Class A Common Stock	123	⁽²⁾	0	D
Restricted Stock Units (Cash Settled)	⁽²⁾	05/25/2021		D			79	⁽²⁾	02/01/2023	Class A Common Stock	79	⁽²⁾	0	D
Restricted Stock Units (Cash Settled)	⁽²⁾	05/25/2021		D			39	⁽²⁾	02/01/2022	Class A Common Stock	39	⁽²⁾	0	D

Explanation of Responses:

1. In conjunction with the merger of FBL Financial Group, Inc. and 5400 Merger Sub, Inc. (the "Merger"), pursuant to an agreement and plan of merger dated January 11, 2021 and amended on May 2, 2021, the shares of FBL Financial Group, Inc. common stock were cancelled and automatically converted into the right to receive $61.00 per share, without interest.

2. Each unit of cash settled RSUs represented the economic equivalent of one share of FBL Financial Group, Inc. Class A common stock. The cash settled RSUs were subject to vesting schedules of 20% of the units on each of the first five anniversaries of the grant date, ending on the expiration date. In conjunction with the Merger, these RSUs were cancelled and exchanged for the right to receive an amount in cash equal to $61.00 per unit, plus the aggregate sum of any cash dividend equivalents in respect of such units, with payment to be made in accordance with the vesting schedules applicable to the RSUs prior to the Merger, subject to the continued employment of the reporting person.

Remarks:

	By: Mark Wickham per filed confirming stmt For: Jay Seiboldt	05/26/2021
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FBL Financial (FFG) Form 4FBL FINANCIAL / Jay W Seiboldt ownership change