American National (ANAT) Form 4 American National / JAMES D YARBROUGH ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

YARBROUGH JAMES D

(Last) (First) (Middle)

ONE MOODY PLAZA

(Street)

GALVESTON TX 77550

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
American National Group Inc [ ANAT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	05/01/2021		M		750	A	$0.00	14,000	D
Common Stock(1)	05/01/2021		D		750	D	$112.57	13,250	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	05/01/2021		M			750	05/01/2021(3)	05/01/2021(3)	Common Stock	750	$0.00	0	D
Restricted Stock Units	(2)	05/03/2021		A		927		05/02/2022(4)	05/02/2022(4)	Common Stock	927	$0.00	927	D

Explanation of Responses:

1. This transaction represents the settlement of vested restricted stock units solely in cash based upon the unweighted average of the closing prices of the Issuer's common stock on the twenty trading days immediately preceding the vesting date of May 1, 2021. Solely for reporting purposes herein, such settlement is treated as a simultaneous acquisition and disposition of the underlying common stock. No shares of the Issuer's common stock, or any other securities of the Issuer, were issued in settlement of these restricted stock units.

2. Each restricted stock unit represents a contingent right to receive, upon vesting, cash in an amount equal to the unweighted average of the closing prices of the Issuer's common stock on the twenty trading days immediately preceding the vesting date. No shares of the Issuer's common stock, or any other securities of the Issuer, are issuable in settlement of these restricted stock units.

3. These restricted stock units vested on May 1, 2021, as described in note 1 above.

4. These restricted stock units will vest and be settled in cash on May 2, 2022, or earlier upon the reporting person's retirement, death or disability, or upon a change of control of the Issuer, as set forth in the reporting person's restricted stock unit agreement with the Issuer. On April 22, 2021, the Issuer's Board of Directors authorized a grant to each director and advisory director of a number of restricted stock units equal in value to $105,000, with the number of units to be based upon the closing price of the Issuer's common stock on April 30, 2021, rounded up to the nearest whole number.

Remarks:

	James D. Yarbrough, by J. Mark Flippin as Attorney-in-Fact	05/03/2021
	** 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 4 (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).
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