SAFETY INSURANCE GROUP INC — Director's Dealing 2017

Feb 27, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SAFETY INSURANCE GROUP INC (SAFT)
CIK: 0001172052
Period of Report: 2017-02-22

Reporting Person: Varga Stephen Albert (VP - MIS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-22	Common Stock	A	1988	—	Acquired	14231	Direct
2017-02-22	Common Stock	A	2384	—	Acquired	16615	Direct
2017-02-22	Common Stock	J	55	—	Disposed	16560	Direct
2017-02-27	Common Stock	F	1317	$71.4537	Disposed	15243	Direct
2017-02-27	Common Stock	F	87	$72.2813	Disposed	15156	Direct

Footnotes

F1: Represents restricted stock awards effective February 22, 2017, with respect to which sale or transfer rights shall vest over three years with installments of 30% on February 22, 2018, 30% on February 22, 2019, and the remaining 40% on February 22, 2020, provided the grantee meets certain employment conditions.

F2: Represents restricted stock awards granted effective February 22, 2017 with respect to which sale or transfer rights will vest over a three-year performance period commencing on January 1, 2017 and ending on December 31, 2019. 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 2020.

F3: Represents the difference between performance shares, with a three year performance period, that were granted on March 11, 2014 and actual shares earned at the end of the performance period on December 31, 2016. Final shares were approved by the Compensation Committee on February 22, 2017.

F4: Represents securities delivered in payment of a tax liability with respect to vesting of securities issued in accordance with Rule 16b-3.

F5: Represents the weighted average sale price of multiple open market same day sales with prices ranging from $71.05 to $72.05 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.

F6: Represents the weighted average sale price of multiple open market same day sales with prices ranging from $72.10 to $72.40 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.