Primerica, Inc. — Director's Dealing 2016

Nov 15, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Primerica, Inc. (PRI)
CIK: 0001475922
Period of Report: 2016-11-14

Reporting Person: Williams Glenn J. (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-14	Common Stock	M	15940	$68.80	Acquired	80535.995	Direct
2016-11-14	Common Stock	F	3066	$68.80	Disposed	77469.995	Direct
2016-11-14	Common Stock	F	9545	$68.80	Disposed	67924.995	Direct
2016-11-14	Common Stock	M	6448	$68.80	Acquired	74372.995	Direct
2016-11-14	Common Stock	F	687	$68.80	Disposed	73685.995	Direct
2016-11-14	Common Stock	F	5014	$68.80	Disposed	68671.995	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-14	Employee Stock Option - 2014	$41.20	M	15940	Disposed	2024-02-11	Common Stock (15940)	Direct
2016-11-14	Employee Stock Option - 2015	$53.50	M	6448	Disposed	2025-02-23	Common Stock (6448)	Direct

Footnotes

F1: Represents the exercise of non-qualified stock options granted under the Issuer's Amended and Restated 2010 Omnibus Incentive Plan.

F2: Represents shares withheld to cover taxes due upon exercise of options.

F3: Represents shares withheld for exercise costs.

F4: Represents a non-qualified stock option granted under the Issuer's Amended and Restated 2010 Omnibus Incentive Plan. The stock option vests in three equal installments on March 1 2015, 2016 and 2017.

F5: Represents a non-qualified stock option granted under the Issuer's Amended and Restated 2010 Omnibus Incentive Plan. The stock option vests in three equal installments on March 1 2016, 2017, and 2018.