Chief Financial Officer Clement Ryan Moore covered exercise/tax liability with 62,002 shares and converted options into 211,240 shares, increasing direct ownership by 96% to 304,705 units (SEC Form 4)
$SLQT
Specialty Insurers
Finance
| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SelectQuote, Inc. [ SLQT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/01/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, par value $0.01 per share | 08/01/2025 | M | 16,227 | A | $0 | 171,694 | D | |||
| Common Stock, par value $0.01 per share | 08/01/2025 | M | 88,889 | A | $0 | 260,583 | D | |||
| Common Stock, par value $0.01 per share | 08/01/2025 | M | 63,897 | A | $0 | 324,480 | D | |||
| Common Stock, par value $0.01 per share | 08/01/2025 | M | 9,817 | A | $0 | 334,297 | D | |||
| Common Stock, par value $0.01 per share | 08/01/2025 | M | 11,111 | A | $0 | 345,408 | D | |||
| Common Stock, par value $0.01 per share | 08/01/2025 | M | 21,299 | A | $0 | 366,707 | D | |||
| Common Stock, par value $0.01 per share | 08/02/2025 | F | 62,002(1) | D | $1.74 | 304,705 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units(2) | (3) | 08/01/2025 | M | 16,227 | (4) | 08/01/2032 | Common Stock, par value $0.01 per share | 16,227 | (3) | 0 | D | ||||
| Restricted Stock Units(2) | (3) | 08/01/2025 | M | 88,889 | (5) | 09/13/2033 | Common Stock, par value $0.01 per share | 88,889 | (3) | 88,889 | D | ||||
| Restricted Stock Units(2) | (3) | 08/01/2025 | M | 63,897 | (6) | 10/28/2034 | Common Stock, par value $0.01 per share | 63,897 | (3) | 127,796 | D | ||||
| Price-Vested Restricted Stock Units(7) | (8) | 08/01/2025 | M | 9,817 | (9) | 08/01/2027 | Common Stock, par value $0.01 per share | 9,817 | (8) | 88,353 | D | ||||
| Price-Vested Restricted Stock Units(7) | (8) | 08/01/2025 | M | 11,111 | (10) | 09/13/2028 | Common Stock, par value $0.01 per share | 11,111 | (8) | 111,111 | D | ||||
| Price-Vested Restricted Stock Units(7) | (8) | 08/01/2025 | M | 21,299 | (11) | 10/28/2029 | Common Stock, par value $0.01 per share | 21,299 | (8) | 170,394 | D | ||||
| Restricted Stock Units(2) | (3) | 08/01/2025 | A | 270,000 | (4) | 08/01/2035 | Common Stock, par value $0.01 per share | 270,000 | (3) | 270,000 | D | ||||
| Price-Vested Restricted Stock Units(7) | (8) | 08/01/2025 | A | 270,000 | (12) | 08/01/2030 | Common Stock, par value $0.01 per share | 270,000 | (8) | 270,000 | D | ||||
| Explanation of Responses: |
| 1. Represents shares surrendered to the issuer to satisfy withholding taxes owed upon the vesting of price-vested units and time-based restricted stock units previously granted to the recipient. |
| 2. Represents restricted stock units of SelectQuote, Inc. (the "Company") granted to the recipient pursuant to the Company's 2020 Omnibus Incentive Plan (the "Plan"). |
| 3. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock, par value $0.01 per share. |
| 4. The restricted stock units vest ratably in three annual installments commencing on the one-year anniversary of the grant date, subject to the recipient's continued employment with the Company through the applicable vesting date. |
| 5. The restricted stock units vest ratably in three annual installments commencing on August 1, 2024, subject to the recipient's continued employment with the Company through the applicable vesting date. |
| 6. The restricted stock units vest ratably in three annual installments commencing on August 1, 2025, subject to the recipient's continued employment with the Company through the applicable vesting date. |
| 7. Represents price-vested restricted stock units of the Company ("PVUs") granted to the recipient pursuant to the Plan. |
| 8. Each PVU represents the contingent right to receive one share of the Company's common stock, par value $0.01 per share, upon the Company's common stock reaching certain predetermined average trading prices, subject to applicable vesting conditions. |
| 9. The PVUs are eligible to vest in three ratable annual installments commencing on the one-year anniversary of the grant date, subject to the recipient's continued employment with the Company through the applicable vesting date. Subject to this vesting schedule, one-fourth of the total number of PVUs granted will vest, if at all, upon the 60-day average closing price of the Company's common stock reaching each of $4.00, $7.50, $10.00, and $12.50 during the five-year performance period. The number of PVUs reported on this line reflects the portion of the total PVU award that vested on the transaction date following the achievement of the $4.00 price hurdle. |
| 10. The PVUs are eligible to vest in three ratable annual installments commencing on August 1, 2024, subject to the recipient's continued employment with the Company through the applicable vesting date. Subject to this vesting schedule, one-fourth of the total number of PVUs granted will vest, if at all, upon the 60-day average closing price of the Company's common stock exceeding each of $2.50, $5.00, $7.50, and $10.00 during the five-year performance period. The number of PVUs reported on this line reflects the portion of the total PVU award that vested on the transaction date following the achievement of the $2.50 price hurdle. |
| 11. The PVUs are eligible to vest in three ratable annual installments commencing on August 1, 2025, subject to the recipient's continued employment with the Company through the applicable vesting date. Subject to this vesting schedule, one-third of the total number of PVUs granted will vest, if at all, upon the 60-day average closing price of the Company's common stock exceeding each of $3.13, $6.00, and $9.00 during the five-year performance period. The number of PVUs reported on this line reflects the portion of the total PVU award that vested on the transaction date following the achievement of the $3.13 price hurdle. |
| 12. The PVUs are eligible to vest in three ratable annual installments commencing on the one-year anniversary of the grant date, subject to the recipient's continued employment with the Company through the applicable vesting date. Subject to this vesting schedule, one-third of the total number of PVUs granted will vest, if at all, upon the 60-day average closing price of the Company's common stock exceeding each of $2.50, $4.00, and $6.00 during the five-year performance period. |
| Remarks: |
| /s/ Daniel A. Boulware, Attorney-in-Fact | 08/05/2025 | |
| ** 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. | ||