Sec Form 4 Filing - Murphy George @ SAFETY INSURANCE GROUP INC - 2020-02-26

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Murphy George
2. Issuer Name and Ticker or Trading Symbol
SAFETY INSURANCE GROUP INC [ SAFT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
20 CUSTOM HOUSE STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/26/2020
(Street)
BOSTON, MA02110
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/26/2020 A 3,978 A $ 0 ( 1 ) 76,881 D
Common Stock 02/26/2020 A 4,803 A $ 0 ( 2 ) 81,684 D
Common Stock 02/26/2020 J 2,500 ( 3 ) A $ 0 84,184 D
Common Stock 02/26/2020 F 619 ( 4 ) D $ 90.007 ( 5 ) 83,565 D
Common Stock 02/26/2020 F 249 ( 4 ) D $ 90.933 ( 6 ) 83,316 D
Common Stock 02/27/2020 F 150 ( 4 ) D $ 85.34 ( 7 ) 83,166 D
Common Stock 02/27/2020 F 430 ( 4 ) D $ 86.954 ( 8 ) 82,736 D
Common Stock 02/27/2020 F 546 ( 4 ) D $ 88.258 ( 9 ) 82,190 D
Common Stock 02/27/2020 F 30 ( 4 ) D $ 89.29 82,160 D
Common Stock 03/02/2020 F 1,011 ( 4 ) D $ 80.382 ( 10 ) 81,149 D
Common Stock 03/02/2020 F 2,206 ( 4 ) D $ 81.344 ( 11 ) 78,943 D
Common Stock 03/02/2020 F 495 ( 4 ) D $ 82.397 ( 12 ) 78,448 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Murphy George
20 CUSTOM HOUSE STREET
BOSTON, MA02110
X President and CEO
Signatures
/s/ George M. Murphy 03/03/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents restricted stock awards effective February 26, 2020, with respect to which sale or transfer rights shall vest over three years with installments of 30% on February 26, 2021, 30% on February 26, 2022, and the remaining 40% on February 26, 2023, provided the grantee meets certain employment conditions.
( 2 )Represents restricted stock awards granted effective February 26, 2020 with respect to which sale or transfer rights will vest over a three-year performance period commencing on January 1, 2020 and ending on December 31, 2022. Vesting of these shares is dependent upon the attainment of pre-established performance objectives, and any difference between shares granted and shares earned at the end of the performance period will be reported at the conclusion of the performance period in 2023.
( 3 )Represents the difference between performance shares, with a three year performance period, that were granted on February 22, 2017 and actual shares earned at the end of the performance period on December 31, 2019. Final shares were approved by the Compensation Committee on February 26, 2020.
( 4 )Represents securities delivered in payment of a tax liability with respect to vesting of securities issued in accordance with Rule 16b-3.
( 5 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $89.580 to $90.290 per share. Full information regarding the number of shares sold at each separate price will be provided to the Securities and Exchange Commission or a security holder of the issuer upon request.
( 6 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $90.620 to $91.060 per share. Full information regarding the number of shares sold at each separate price will be provided to the Securities and Exchange Commission or a security holder of the issuer upon request.
( 7 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $85.090 to $85.630 per share. Full information regarding the number of shares sold at each separate price will be provided to the Securities and Exchange Commission or a security holder of the issuer upon request.
( 8 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $86.440 to $87.430 per share. Full information regarding the number of shares sold at each separate price will be provided to the Securities and Exchange Commission or a security holder of the issuer upon request.
( 9 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $87.750 to $88.700 per share. Full information regarding the number of shares sold at each separate price will be provided to the Securities and Exchange Commission or a security holder of the issuer upon request.
( 10 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $79.990 to $80.860 per share. Full information regarding the number of shares sold at each separate price will be provided to the Securities and Exchange Commission or a security holder of the issuer upon request.
( 11 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $80.995 to $81.700 per share. Full information regarding the number of shares sold at each separate price will be provided to the Securities and Exchange Commission or a security holder of the issuer upon request.
( 12 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $82.240 to $82.540 per share. Full information regarding the number of shares sold at each separate price will be provided to the Securities and Exchange Commission or a secu rity holder of the issuer upon request.

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