Sec Form 4 Filing - Berry James @ SAFETY INSURANCE GROUP INC - 2022-02-23

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Berry James
2. Issuer Name and Ticker or Trading Symbol
SAFETY INSURANCE GROUP INC [ SAFT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP - Underwriting
(Last) (First) (Middle)
20 CUSTOM HOUSE STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/23/2022
(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 02/23/2022 A 1,853( 1 ) A $ 0 28,022 D
Common Stock 02/23/2022 A 2,121( 2 ) A $ 0 30,143 D
Common Stock 02/23/2022 J 623( 3 ) A $ 0 30,766 D
Common Stock 02/24/2022 F 684( 4 )( 5 ) D $ 80.87( 6 ) 30,082 D
Common Stock 02/24/2022 S 835( 4 ) D $ 80.87( 6 ) 29,247 D
Common Stock 02/24/2022 F 270( 4 )( 5 ) D $ 81.85( 7 ) 28,977 D
Common Stock 02/24/2022 S 331( 4 ) D $ 81.85( 7 ) 28,646 D
Common Stock 02/24/2022 F 330( 4 )( 5 ) D $ 83.18( 8 ) 28,316 D
Common Stock 02/24/2022 S 404( 4 ) D $ 83.18( 8 ) 27,912 D
Common Stock 02/25/2022 F 268( 4 )( 5 ) D $ 83.37 27,644 D
Common Stock 02/25/2022 S 328( 4 ) D $ 83.37 27,316 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
Berry James
20 CUSTOM HOUSE STREET
BOSTON, MA02110
VP - Underwriting
Signatures
/s/ James D. Berry 02/28/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents restricted stock awards effective February 23, 2022, with respect to which sale or transfer rights shall vest over three years with installments of 30% on February 23, 2023, 30% on February 23, 2024, and the remaining 40% on February 23, 2025, provided the grantee meets certain employment conditions.
( 2 )Represents restricted stock awards granted effective February 23, 2022 with respect to which sale or transfer rights will vest over a three-year performance period commencing on January 1, 2022 and ending on December 31, 2024. 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 2025.
( 3 )Represents the difference between performance shares, with a three year performance period, that were granted on February 26, 2019 and actual shares earned at the end of the performance period on December 31, 2021. Final shares were approved by the Compensation Committee on February 23, 2022.
( 4 )Securities sold pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 17, 2021.
( 5 )Represents securities delivered in payment of a tax liability with respect to vesting of securities issued in accordance with Rule 16b-3.
( 6 )Represents the weighted average sale price of multiple open market same day sales with prices ranging from $80.31 to $81.28 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 $81.38 to $82.23 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 $82.74 to $83.71 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.

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.