| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 07/01/2020 | 3. Issuer Name and Ticker or Trading Symbol FIRST HORIZON NATIONAL CORP [ FHN ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 368,952(1) | D | |
| Common Stock | 19,393(1) | I | 401(K) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock Options (Right to Buy) | 07/01/2020(2) | 03/10/2021 | Common Stock | 3,327 | 12.14 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 03/10/2021 | Common Stock | 12,784 | 12.14 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/22/2022 | Common Stock | 31,757 | 11.42 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/22/2022 | Common Stock | 14,086 | 11.42 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/19/2023 | Common Stock | 12,500 | 11.43 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/19/2023 | Common Stock | 3,126 | 11.43 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/17/2024 | Common Stock | 17,400 | 14.27 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/20/2025 | Common Stock | 14,173 | 13.65 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/20/2025 | Common Stock | 4,707 | 13.65 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/18/2026 | Common Stock | 22,328 | 10.33 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/18/2026 | Common Stock | 9,681 | 10.33 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/15/2027 | Common Stock | 8,297 | 18.68 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/15/2027 | Common Stock | 4,148 | 18.68 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 03/28/2027 | Common Stock | 417 | 16.89 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 03/28/2027 | Common Stock | 834 | 16.89 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/22/2028 | Common Stock | 6,435 | 17.94 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 02/22/2028 | Common Stock | 10,932 | 17.94 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 01/11/2029 | Common Stock | 6,518 | 15.35 | D | |
| Stock Options (Right to Buy) | 07/01/2020(2) | 01/11/2029 | Common Stock | 15,709 | 15.35 | D | |
| Stock Options (Right to Buy) | 01/09/2021(2) | 01/09/2030 | Common Stock | 18,308 | 16.01 | D | |
| Stock Options (Right to Buy) | 01/09/2021(2) | 01/09/2030 | Common Stock | 6,243 | 16.01 | D | |
| Explanation of Responses: |
| 1. Column 2 reports shares owned immediately after closing First Horizon's merger with IBERIABANK Corporation (IBKC), estimated based on the merger exchange ratio. Of those, 80,829 comprise a restricted stock award that will vest on 7/1/2021, and 41,833 shares comprise a restricted stock award that will vest in three equal annual parts beginning on 1/9/2021. |
| 2. Options with a "Date Exercisable" of 7/1/2020 were fully exercisable immediately after the closing of First Horizon's merger with IBERIABANK Corporation. The options that expire on 1/9/2030 will become exercisable in three equal annual parts beginning on 1/9/2021. Pairs of options, that have the same exercise price and expiration date, consist of ISOs and NQSOs, respectively. |
| /s/ John A. Niemoeller, attorney-in-fact | 07/10/2020 | |
| ** Signature of Reporting Person | Date | |
| 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 5 (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. | ||
