PRI Form 4: Joel M. Babbit Reports Dividend Reinvestment Into Phantom Stock

Rhea-AI Filing Summary

Primerica director Joel M. Babbit reported a non-derivative acquisition on 09/15/2025 that added 28.6055 shares of phantom stock through automatic reinvestment of dividends under the Non-Employee Directors' Deferred Compensation Plan. Phantom stock converts one-for-one into common stock. The filing shows a reported price of $274.23 per share and indicates Mr. Babbit now beneficially owns 9,100.3759 shares (direct). The transaction was reported on Form 4 and signed on 09/16/2025 by an attorney-in-fact.

Insights

Financial Analyst

TL;DR: Small automatic dividend reinvestment increased a director's direct holding; not material to firm valuation.

The filing documents a routine dividend reinvestment into phantom stock that converts one-for-one to common shares. The reported addition of 28.6055 shares at a reported price of $274.23 is modest relative to the director's total holding of 9,100.3759 shares. This type of transaction typically reflects compensation plan mechanics rather than active market purchases and is unlikely to be material to investors' valuation of Primerica.

Corporate Governance Expert

TL;DR: Disclosure aligns with director compensation plan rules; transaction appears routine and compliant.

The entry cites the Non-Employee Directors' Deferred Compensation Plan and explains the reinvestment of dividends into phantom stock convertible to common stock. The Form 4 properly reports the acquisition date (09/15/2025), resulting beneficial ownership, and signature by an attorney-in-fact, which meets Section 16 reporting requirements. No unusual features or departures from standard director compensation disclosures are evident in the filing.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Babbit Joel M.

(Last) (First) (Middle)

1 PRIMERICA PARKWAY

(Street)

DULUTH GA 30099

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Primerica, Inc. [ PRI ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/15/2025		A		28.6055(1)	A	$274.23	9,100.3759	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents dividends paid on phantom stock that were reinvested automatically in additional shares of phantom stock in accordance with the terms of the Non-Employee Directors' Deferred Compensation Plan. Phantom stock is convertible into common stock on a one-for-one basis in accordance with the terms of such plan.

	/s/ Stacey K. Geer, attorney in fact	09/16/2025
	** 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.

FAQ

What transaction did Joel M. Babbit report on Form 4 for PRI?

He reported an acquisition of 28.6055 shares of phantom stock via dividend reinvestment on 09/15/2025.

How many PRI shares does Joel M. Babbit beneficially own after the transaction?

The filing reports 9,100.3759 shares beneficially owned following the transaction.

At what price was the reported transaction recorded?

The Form 4 lists a reported price of $274.23 per share.

What is the nature of the phantom stock reported in the filing?

The phantom stock represents deferred compensation that is convertible one-for-one into common stock under the Non-Employee Directors' Deferred Compensation Plan.

When was the Form 4 signed and filed?

The document shows a signature by an attorney-in-fact dated 09/16/2025.