Primerica, Inc. — Director's Dealing 2016

May 24, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Primerica, Inc. (PRI)
CIK: 0001475922
Period of Report: 2016-05-20

Reporting Person: Addison John A. Jr. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-20	Common Stock	F	1229	$50.45	Disposed	24213.782	Direct
2016-05-20	Common Stock	F	1664	$50.45	Disposed	22549.782	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-20	Restricted Stock Unit	$	A	1909	Acquired		Common Stock (1909)	Direct

Footnotes

F1: Represents shares withheld to cover taxes due upon exercise of stock options.

F2: Each RSU is granted under the Issuer's Amended and Restated 2010 Omnibus Incentive Plan and represents a contingent right to receive one share of PRI common stock.

F3: RSUs vest at 25% on each of August 20, 2016; November 20, 2016; February 20, 2017; and May 17, 2017.