Form 4: ICC Holdings CFO Disposes of Shares and RSUs Following Merger

Sentiment:

SEC Form 4 Filing


Michael R. Smith, CFO of ICC Holdings, disposed of common stock and restricted stock units as a result of the merger with Mutual Capital Holdings, Inc. on March 13, 2025.

Summary

  • Michael R. Smith, the Chief Financial Officer of ICC Holdings, Inc., filed a Form 4 on March 17, 2025, reporting changes in beneficial ownership.
  • The filing pertains to transactions occurring on March 13, 2025, related to the merger between ICC Holdings, Inc. and Mutual Capital Holdings, Inc.
  • As a result of the merger, Smith disposed of 8,131 shares of common stock, 18,953 shares held in a 401(k), 5,980 shares held by ESOP, and 27,280 shares held by IRA at a price of $23.50 per share.
  • Additionally, Smith disposed of 500, 1,400 and 3,100 restricted stock units (RSUs) as part of the merger agreement.
  • The merger resulted in ICC Holdings becoming a wholly-owned subsidiary of Mutual Capital Holdings, Inc.

Sentiment

Score: 6

Explanation: The sentiment is neutral as it primarily reports the execution of a previously announced merger. There are no indications of unexpected positive or negative outcomes.

Future Outlook

The document does not contain specific forward-looking statements beyond the completion of the merger.

Industry Context

This announcement reflects a merger and acquisition (M&A) activity, where a company is being acquired by another. This is a common occurrence in various industries, including finance and insurance, where ICC Holdings operates. Such mergers can be driven by factors like market consolidation, strategic expansion, or financial restructuring.

Stakeholder Impact

  • Shareholders received $23.50 per share as a result of the merger.
  • Employees may experience changes as ICC Holdings becomes a wholly-owned subsidiary of Mutual Capital Holdings, Inc.

Key Dates

DateDescription
June 8, 2024Date of the Agreement and Plan of Merger between ICC Holdings, Mutual Capital Holdings, Inc., and Mutual Capital Merger Sub, Inc.
January 31, 2025Date the Company's Current Report on Form 8-K was filed with the Securities and Exchange Commission regarding the Merger Agreement.
March 13, 2025Effective date of the merger, when ICC Holdings became a wholly-owned subsidiary of Mutual Capital Holdings, Inc.
March 13, 2025Date of the transactions reported in the Form 4, including the disposition of common stock and restricted stock units.
March 17, 2025Date the Form 4 was signed and filed.

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