Elliot Sperber Form 3 MIDWEST HOLDING / Elliot Sperber ownership change

SEC Form 3

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^*

Sperber Elliot

(Last) (First) (Middle)

C/O MIDWEST HOLDING INC.

2900 SOUTH 70TH STREET, SUITE 400

(Street)

LINCOLN NE 68506

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/14/2023

3. Issuer Name and Ticker or Trading Symbol
MIDWEST HOLDING INC. [ MDWT ]

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

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

5. 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 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)
Voting Common Stock	0	D

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
Employee Stock Option (Right to Buy)	07/31/2022(1)	07/31/2030	Voting Common Stock	2,700	25	D
Employee Stock Option (Right to Buy)	11/16/2023(2)	11/16/2030	Voting Common Stock	10,000	41.25	D
Employee Stock Option (Right to Buy)	03/15/2024(3)	03/15/2032	Voting Common Stock	5,000	21.13	D
Employee Stock Option (Right to Buy)	08/10/2024(4)	08/10/2032	Voting Common Stock	20,000	12.03	D

Explanation of Responses:

1. Vests in equal installments on July 31, 2022 and 2024.

2. Vests in equal installments on November 16, 2023 and 2024.

3. Vests in equal installments on March 15, 2024 and 2026.

4. Vests in equal installments on August 10, 2024 and 2026.

Remarks:

Deputy Chief Investment Officer

	/s/ Elliot Sperber	12/21/2023
	** 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).
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