Primerica (PRI) director reinvests phantom dividends into 11.89 shares

Primerica director Amber Lynne Cottle reported a Form 4 disclosing a non-derivative acquisition of 11.8943 shares of Primerica common stock on 09/15/2025 at a reported price of $274.23 per share.

Rhea-AI Filing Summary

Primerica director Amber Lynne Cottle reported a Form 4 disclosing a non-derivative acquisition of 11.8943 shares of Primerica common stock on 09/15/2025 at a reported price of $274.23 per share. The filing states these shares represent dividends on phantom stock that were automatically reinvested under the Non-Employee Directors' Deferred Compensation Plan; phantom stock converts one-for-one into common shares. After the transaction, the report shows beneficial ownership of 3,147.9068 shares. The filing was signed on 09/16/2025 by an attorney-in-fact.

Positive

• Transparent disclosure of director compensation-related reinvestment under the deferred compensation plan
• Small, routine acquisition that increases director alignment with shareholder interests via share accumulation

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine dividend reinvestment by a director; governance procedure, not a market-moving trade.

This Form 4 documents an automatic reinvestment of phantom stock dividends into additional phantom shares that convert one-for-one to common stock. Such transactions are typical under deferred compensation plans for non-employee directors and reflect compensation mechanics rather than active market timing. The size of the acquisition (11.8943 shares) is small relative to the director's total reported holdings (3,147.9068 shares), suggesting limited incremental impact on ownership stake or control.

Securities Analyst

TL;DR: Transaction is routine and administrative; no new derivative exposure disclosed.

The filing shows a non-derivative acquisition tied to dividend reinvestment at a listed per-share price. No exercise of options, grants, or dispositions beyond the reinvestment is reported. Investors should view this as a compensation-related adjustment in director holdings rather than an indicator of a change in insider sentiment. The disclosure complies with Section 16 reporting requirements.

Insider Trade Summary

Net Buyer: 11.8943 shares

Net Buy 1 txn

Insider Cottle Amber Lynne

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	11.8943	$274.23	$3K

Holdings After Transaction: Common Stock — 3,147.9068 shares (Direct)

Footnotes (1)

1. F1. 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.

FAQ

What did Amber Lynne Cottle disclose on the Form 4 for PRI?

She disclosed a non-derivative acquisition of 11.8943 shares on 09/15/2025 at $274.23 per share, resulting from automatic reinvestment of phantom stock dividends.

Why were the shares acquired according to the filing?

The filing states the shares represent dividends on phantom stock that were automatically reinvested under the Non-Employee Directors' Deferred Compensation Plan; phantom stock converts one-for-one into common shares.

How many Primerica shares does the reporting person beneficially own after the transaction?

The Form 4 reports beneficial ownership of 3,147.9068 shares following the reported transaction.

Was this Form 4 signed and when?

Yes. The form shows a signature by an attorney-in-fact, /s/ Stacey K. Geer, dated 09/16/2025.

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Accepted by SEC EDGAR 09/16/2025 - 04:15 PM Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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^*

Cottle Amber Lynne

(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		11.8943(1)	A	$274.23	3,147.9068	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.
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