NATIONAL RESEARCH CORP — Director's Dealing 2018

Apr 18, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NATIONAL RESEARCH CORP (NRCIA/B)
CIK: 0000070487
Period of Report: 2018-04-17

Reporting Person: Berwick Donald M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-04-17	Common Stock	A	5090	—	Acquired	5090	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-04-17	Director Stock Option (Right to Buy)	$32.09	D	6000	Disposed	2025-10-21	Class B Common Stock (6000)	Direct
2018-04-17	Director Stock Option (Right to Buy)	$37.78	D	6000	Disposed	2026-05-11	Class B Common Stock (6000)	Direct
2018-04-17	Director Stock Option (Right to Buy)	$44.47	D	6000	Disposed	2027-05-09	Class B Common Stock (6000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Director Stock Option (Right to Buy)	$15.19	2025-10-21	Common Stock (36000)	36000	Direct
Director Stock Option (Right to Buy)	$14.19	2026-05-11	Common Stock (36000)	36000	Direct
Director Stock Option (Right to Buy)	$24.35	2027-05-09	Common Stock (36000)	36000	Direct

Footnotes

F1: On April 17, 2018, the Issuer completed a recapitalization whereby the Issuer exchanged one share of its then-existing class A common stock, plus $19.59 in cash, without interest, for each share of its then-existing class B common stock and, following such exchange, each share of class A common stock was reclassified as a share of Common Stock (the "Recapitalization").

F2: Pursuant to the Recapitalization, all outstanding options to purchase class B common stock were vested in full and cancelled. In exchange for the option, the reporting person received one share of common stock, plus $19.59 in cash for each class B option, less the exercise price per share of the option.