SNFCA filing — read by section

Item 9A. Controls and Procedures

Item
9A. Controls and Procedures 

 Under
the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial
Officer, the Company has evaluated the effectiveness of its disclosure controls and procedures as required by Exchange Act Rule 13a-15(b)
as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer
have concluded that these disclosure controls and procedures are effective. 

 (a)
Management’s annual report on internal control over financial reporting. 

 Management
is responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control
over financial reporting is a process that is designed to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles (“GAAP”),
and includes those policies and procedures that: 

 ● 
 Pertain
 to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of assets
 of the Company, 

 ● 
 Provide
 reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with
 GAAP, and that receipts and expenditures are being made only in accordance with authorizations of management and the Board of Directors
 of the Company, and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition
 of the Company’s assets that could have a material effect on the financial statements. 

 Because
of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of
any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies and procedures may deteriorate. 

 Management
performed an assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2021
based on the framework in “Internal Control-Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations
of the Treadway Commission. The objective of this assessment was to determine whether the Company’s internal control over financial
reporting was effective as of December 31, 2021. Based on that assessment management believes that at December 31, 2021, the Company’s
internal control over financial reporting was effective. 

 This
annual report on internal control over financial reporting does not include an attestation report of the Company’s registered public
accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the
Company’s registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company
to provide only management’s report in this annual report. 

 (b)
Changes in internal control over financial reporting. 

 There
was no change in the Company’s internal control over financial reporting that occurred in the fourth quarter 2021 that has materially
affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. 

 Item
9B. Other Information 

 None 

 Item
9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 

 Not
applicable 

 112 

 PART
III 

 Item
10. Directors, Executive Officers and Corporate Governance 

 The
Company’s Board of Directors consists of ten persons, six of whom are not employees of the Company. There are no family relationships
between or among any of the directors and executive officers, except that S. Andrew Quist and Adam G. Quist are sons of Scott M. Quist,
and Jason G. Overbaugh is a nephew of Scott M. Quist. The following table sets forth certain information with respect to the directors
and executive officers of the Company. 

 Name 
 
 Age 
 
 Position
 with the Company 

 Scott
 M. Quist 
 
 68 
 
 Chairman
 of the Board, President, and Chief Executive Officer 

 Garrett
 S. Sill 
 
 51 
 
 Chief
 Financial Officer and Treasurer 

 Jason
 G. Overbaugh 
 
 47 
 
 Vice
 President, National Marketing Director of Life Insurance and Director 

 S.
 Andrew Quist 
 
 41 
 
 Vice
 President, General Counsel, and Director 

 Adam
 G. Quist 
 
 36 
 
 Vice
 President - Memorial Services, Assistant Secretary, General Counsel, and Director 

 Jeffrey
 R. Stephens 
 
 68 
 
 Senior
 General Counsel and Secretary 

 Stephen
 C. Johnson 
 
 65 
 
 Vice
 President - Mortgage Operations 

 John
 L. Cook 
 
 67 
 
 Director 

 Gilbert
 A. Fuller 
 
 81 
 
 Director 

 Robert
 G. Hunter 
 
 62 
 
 Director 

 Ludmya
 B. Love 
 
 46 
 
 Director 

 Shital
 A. Mehta 
 
 41 
 
 Director 

 H.
 Craig Moody 
 
 70 
 
 Director 

 Directors 

 The
following is a description of the business experience of each of the Company’s directors. 

 Scott
M. Quist has served as Chairman of the Board and Chief Executive Officer of the Company since 2012. Mr. Quist also serves as the
Company’s President, a position he has held since 2002. He has additionally served as a director of the Company since 1986. From
1993 to 2013, Mr. Quist served as Treasurer and a director of the National Alliance of Life Companies (NALC), a national trade association
of over 200 life insurance companies, and as its President from 1990 to 2000. From 1986 to 1991, Mr. Quist was Treasurer and a director
of The National Association of Life Companies, a trade association of 642 insurance companies until its merger with the American Council
of Life Companies. Mr. Quist has been a member of the Board of Governors of the Forum 500 Section (representing small insurance companies)
of the American Council of Life Insurance. He has also served as a regional director of Key Bank of Utah since 1993. Mr. Quist holds
a B.S. degree in Accounting from Brigham Young University and received his law degree also from Brigham Young University. Mr. Quist’s
significant expertise and deep understanding of the technical, organizational and strategic business aspects of the insurance industry,
his management expertise, his 20-year tenure as President of the Company and 35-year tenure as a director, and his years of business
and leadership experience led the Board of Directors to conclude that Mr. Quist should serve as Chairman of the Board, President, and
Chief Executive Officer of the Company. 

 113 

 Jason
G. Overbaugh has served as a director of the Company since 2013. Mr. Overbaugh has also served as a Vice President and the Assistant
Secretary of the Company from 2002 to 2013. Mr. Overbaugh has additionally served as Vice President and National Marketing Director of
Security National Life Insurance Company since 2006. From 2003 to 2006, he served as a Vice President of Security National Life Insurance
Company with responsibilities as an investment manager over construction lending and commercial real estate investments. From 2000 to
2003, he served as a Vice President of Memorial Estates, Inc., with responsibilities over operations and sales. Mr. Overbaugh has served
since 2007 as a director of the LOMA Life Insurance Council, a trade association of life insurance companies. He is also a member of
the NFDA Trade Association. Mr. Overbaugh received a B.S. degree in Finance from the University of Utah. Mr. Overbaugh’s expertise
in insurance and marketing, and his 25 years of experience with the Company in its insurance, real estate, and mortuary and cemetery
operations led the Board of Directors to conclude that he should serve as a director of the Company. 

 S.
Andrew Quist has served as a director of the Company since 2013. Mr. Quist has also served as a Vice President of the Company since
2010. In addition, from 2007 to December 2017, he served as the Company’s Associate General Counsel and since December 2017 as
the Company’s General Counsel, where his responsibilities have included the Company’s regulatory matters and acquisitions.
In addition, Mr. Quist has served as Executive Vice President and Chief Operating Officer since 2010, and as Vice President from 2008
to 2010, of C&J Financial, LLC, which funds the purchase of funeral and burial policies from funeral homes after the death of the
insureds. Mr. Quist has also served since 2013 as a director of the National Alliance of Life Companies (NALC), a national trade association
of over 200 life insurance companies. From 2014 to 2016, he served as President of the NALC. Mr. Quist previously served as President
of the Utah Life Convention, a consortium of Utah domestic life insurers. Mr. Quist holds a B.S. degree in Accounting from Brigham Young
University and received his law degree from the University of Southern California. Mr. Quist is a member of the State Bar of California.
Mr. Quist’s expertise in insurance, legal and regulatory matters led the Board of Directors to conclude that he should serve as
a director of the Company. 

 Adam
G. Quist has served as Vice President — Memorial Services and Assistant Secretary of the Company since 2015 and as a director
of the Company since 2021. From 2015 to 2017, he also served as the Company’s Associate General Counsel. Since 2017, Mr. Quist
has served as the Company’s General Counsel. Mr. Quist has also served since 2015 as Vice President of Memorial Estates, Inc. (“Memorial
Estates”) and since 2016 as Chief Operating Officer of Memorial Estates. Additionally, Mr. Quist has further served since 2015
as Vice President of Memorial Mortuary, Inc. (“Memorial Mortuary”) and since 2016 as Chief Operating Officer of Memorial
Mortuary. Both Memorial Estates and Memorial Mortuary are wholly owned subsidiaries of the Company. Mr. Quist has served on the ACLI’s
Life Insurance Committee since 2019. Additionally, he has been serving on the Board of Directors for Special Olympics Utah since January
2021. Mr. Quist hold a B.S. degree and a Master’s degree in Accounting with an emphasis on taxation from Brigham Young University.
He received his law degree from the University of Utah. Mr. Quist is a member of the Utah State Bar. Mr. Quist’s expertise in administration,
insurance, legal, and accounting matters led the Board of Directors to conclude that he should serve as a director of the Company. 

 John
L. Cook has served as a director of the Company since 2013. Mr. Cook has served since 1982 as co-owner and operator of Cook Brothers
Painting, Inc., a company that provides painting services for contractors and builders of residential and commercial properties. In addition,
Mr. Cook attended the University of Utah. As a director, Mr. Cook advised the Board concerning the Company’s investments in commercial
and residential real estate projects. Moreover, Mr. Cook’s extensive background in construction and building is important as the
Company continues to acquire new real estate holdings and develop its current portfolio of undeveloped land. Mr. Cook’s years of
experience in the construction industry and with construction projects led the Board of Directors to conclude that he should serve as
a director of the Company. 

 Gilbert
A. Fuller has served as a director of the Company since 2012. From 2006 until his retirement in 2008, Mr. Fuller served as Executive
Vice President, Chief Financial Officer and Secretary of USANA Health Sciences, Inc., a multinational manufacturer and direct seller
of nutritional supplements. Mr. Fuller joined USANA in 1996 as the Vice President of Finance and served in that role until 1999 when
he was appointed as its Senior Vice President. Mr. Fuller has served as a member of the Board of Directors of USANA since 2008. Mr. Fuller
received a B.S. degree in Accounting and an M.B.A. degree from the University of Utah. Mr. Fuller’s accounting, finance and corporate
strategy expertise and his years of financial, accounting and business experience with public and private companies, including USANA
Health Sciences, Inc., which is listed on the New York Stock Exchange, where he served as an executive officer and continues to serve
as a director, led the Board of Directors to conclude that he should serve as a director of the Company. 

 114 

 Robert
G. Hunter, M.D. has served as a director of the Company since 1998. Dr. Hunter is currently a practicing physician in private practice.
Dr. Hunter is Department Head of Otolaryngology, Head and Neck Surgery at Intermountain Medical Center and a past President of the medical
staff of the Intermountain Medical Center. He is also a delegate to the Utah Medical Association and has served as a delegate representing
the State of Utah to the American Medical Association. Dr. Hunter holds a B.S. degree in Microbiology from the University of Utah and
received his medical degree from the University of Utah College of Medicine. Dr. Hunter’s medical expertise and experience, and
his administrative and leadership experience from serving in a number of administrative positions in the medical profession led the Board
of Directors to conclude that he should serve as a director of the Company. 

 Ludmya
(Mia) B. Love has served as a director of the Company since 2021. Ms. Love served two terms (2015-2019) as the United States Representative
for Utah’s 4th Congressional District. While serving in Congress, Ms. Love was a member of the prestigious House Financial Services
Committee. She also served on the Terrorism and Illicit Finance Subcommittee, the Monetary Policy and Trade Subcommittee, and the Financial
Institutions and Consumer Credit Subcommittee. Prior to her service in Congress, Ms. Love served for ten years on the Saratoga Springs
City Council and as Mayor of Saratoga Springs, Utah. Ms. Love received a Bachelor of Fine Arts degree from the University of Hartford.
She was also awarded an Honorary Doctorate of Law degree from the University of Hartford. Ms. Love taught as a Fellow at the Georgetown
University Institute of Politics as part of the Fall 2020 cohort, and is currently a Senior Fellow for the United States Study Center
for Politics in Sydney Australia. Ms. Love is also a regular political commentator on CNN cable news network. Ms. Love’s experience
and leadership in financial and governmental affairs led the Board of Directors to conclude that she should serve as a director of the
Company. 

 Shital
A. Mehta (a/k/a Alexandra Mysoor) has served as a director of the Company since 2021. Ms. Mehta is the founder and Chairwoman of
Mysoor Industries, a multinational conglomerate involved in manufacturing, e-commerce, media, trading, and investments. Ms. Mehta is
a self-made entrepreneur and operating executive. Ms. Mehta started her first company, a digital marketing agency, at the age of 24 and
subsequently co-founded a social commerce company engaged in accelerating socially and environmentally conscious living. Ms. Mehta is
also the executive producer and host of The Alexandra Mysoor Show, which airs on Rukus Avenue Radio, Dash Radio, YouTube, Amazon, Spotify,
JioSaavn and wherever podcasts are found. Ms. Mehta received a Bachelor of Arts degree from the University of California at Berkeley
in Interdisciplinary Field Studies and studied fashion at the Fashion Institute of Design & Merchandising in Los Angeles. Ms. Mehta’s
experience in administration, marketing, sales, and e-commerce led the Board of Directors to conclude that she should serve as a director
of the Company. 

 H.
Craig Moody has served as a director of the Company since 1995. Mr. Moody is owner of Moody & Associates, a political consulting
and real estate company. He is a former Speaker and House Majority Leader of the House of Representatives of the State of Utah. From
1989 to 1992, Mr. Moody was Co-Chairman of the Utah Legislative Audit Committee. Mr. Moody holds a B.S. degree in Political Science from
the University of Utah. Mr. Moody’s real estate and governmental affairs expertise and years of business and leadership experience
led the Board of Directors to conclude that he should serve as a director of the Company. 

 The
Board of Directors, Board Committees, and Meetings 

 The
Company’s Bylaws provide that the Board of Directors shall consist of not fewer than five or more than twelve members. The term
of office of each director is for a period of one year or until the election and qualification of a successor. A director is not required
to be a resident of the State of Utah or a stockholder of the Company. The Board of Directors held a total of five meetings during the
fiscal year ended December 31, 2021. Each of the directors attended 75% or more of the meetings of the Board of Directors during 2021. 

 The
size of the Board of Directors of the Company is ten members. A majority of the Board of Directors must qualify as “independent”
as that term is defined in Rule 4200 of the listing standards of The Nasdaq Stock Market. The Board of Directors has affirmatively determined
that six of the ten members of the Board of Directors, namely John L. Cook, Gilbert A. Fuller, Robert G. Hunter, M.D., Ludmya B. Love,
Shital A. Mehta H. and Craig Moody are independent under the listing standards of the The Nasdaq Stock Market. 

 115 

 There
are four committees of the Board of Directors, which meet periodically during the year: the Audit Committee, the Compensation Committee,
the Executive Committee, and the Nominating and Corporate Governance Committee. 

 The
Audit Committee directs the auditing activities of the Company’s internal auditors and outside public accounting firm and approves
the services of the outside public accounting firm. The Audit Committee consists of John L. Cook, Gilbert A. Fuller (Chairman of the
committee), Ludmya B. Love, Shital A. Mehta and H. Craig Moody. During 2021, the Audit Committee met on three occasions. 

 The
Compensation Committee is responsible for recommending to the Board of Directors for approval the annual compensation of each executive
officer of the Company and the executive officers of the Company’s subsidiaries, developing policy in the areas of compensation
and fringe benefits, contributions under the 401(k) Retirement Savings Plans, Non-Qualified Deferred Compensation Plan, granting of options
under the stock option plans and other awards under the stock option and incentive plans, and creating other employee compensation plans.
The Compensation Committee consists of John L. Cook, Gilbert A. Fuller, Robert G. Hunter, M.D., Ludmya B. Love, Shital A. Mehta and H.
Craig Moody (Chairman of the committee). The Compensation Committee is composed solely of independent directors, as defined in the listing
standards of The Nasdaq Stock Market. During 2021, the Compensation Committee met on three occasions. 

 The
Executive Committee reviews Company policy, major investment activities and other pertinent transactions of the Company. The Executive
Committee consists of Gilbert A. Fuller, H. Craig Moody, S. Andrew Quist and Scott M. Quist (Chairman of the committee). During 2021,
the Executive Committee met on one occasion. 

 The
Nominating and Corporate Governance Committee identifies individuals qualified to become Board members consistent with criteria approved
by the Board, recommends to the Board the persons to be nominated by the Board for election as directors at a meeting of stockholders,
and develops and recommends to the Board a set of corporate governance principles. The Nominating and Corporate Governance Committee
consists of John L. Cook, Gilbert A. Fuller, Robert G. Hunter, M.D., Ludmya B. Love, Shital A. Mehta and H. Craig Moody (Chairman of
the committee). The Nominating and Corporate Governance Committee is composed solely of independent directors, as defined in the listing
standards of The Nasdaq Stock Market. During 2021, the Nominating and Corporate Governance Committee met on two occasions. 

 Director
Nominating Process 

 The
process for identifying and evaluating nominees for directors include the following steps: (1) the members of the Nominating and Corporate
Governance Committee, Chairman of the Board or other board members identify a need to fill vacancies or add newly created directorships;
(2) the Chairman of the Nominating and Corporate Governance Committee initiates a search and seeks input from board members and senior
management and, if necessary, obtains advice from legal or other advisors; (3) director candidates, including any candidates properly
proposed by stockholders in accordance with the Company’s Bylaws, are identified and presented to the Nominating and Corporate
Governance Committee; (4) initial interviews with candidates are conducted by the Chairman of the Nominating and Corporate Governance
Committee; (5) the Nominating and Corporate Governance Committee meets to consider and approve final candidate(s) and conduct further
interviews as necessary; and (6) the Nominating and Corporate Governance Committee makes recommendations to the board for inclusion in
the slate of directors at the annual meeting. The evaluation process will be the same whether the nominee is recommended by a stockholder
or by a member of the Board of Directors. 

 Meetings
of Non-Management Directors 

 The
Company’s independent directors meet regularly in executive session without management. The Board of Directors has designated a
lead director to preside at executive sessions of independent directors. Mr. H. Craig Moody is currently the lead director. 

 116 

 Executive
Officers 

 Garrett
S. Sill has served as Chief Financial Officer and Treasurer since 2013. From 2011 to 2013, Mr. Sill served as Vice President and
Assistant Treasurer of Security National Life Insurance Company, a wholly owned subsidiary of the Company. From 2002 to 2011, Mr. Sill
was Chief Financial Officer and Treasurer of SecurityNational Mortgage, a wholly owned subsidiary of the Company. Mr. Sill is a certified
public accountant, having been licensed since 2002. He holds a B.A. degree in Accounting from Weber State University and a Master’s
degree in Business Administration from the University of Utah. Mr. Sill also serves as the chairman of the Advisory Council of the School
of Accounting and Taxation at Weber State University. 

 Jeffrey
R. Stephens has served as Senior General Counsel of the Company since 2017, as General Counsel from 2006 to 2017, and as Secretary
of the Company since 2008. Mr. Stephens was in private practice from 1981 to 2006 in the states of Washington and Utah. Mr. Stephens
holds a B.A. degree in Geography from the University of Utah and received his law degree from Brigham Young University. Mr. Stephens
is a member of the Utah State Bar Association and the Washington State Bar Association. 

 Stephen
C. Johnson has served as the Vice President of Mortgage Operations of the Company and as the President of SecurityNational Mortgage
since 2016. Prior to Mr. Johnson’s appointment as President of SecurityNational Mortgage, Mr. Johnson served as Executive Vice
President and Chief Operating Officer of SecurityNational Mortgage. Mr. Johnson has over 30 years of experience at the executive management
level in the mortgage banking industry. Mr. Johnson holds a B.A. degree in International Relations from Brigham Young University and
Master’s degree in International Management and Finance from the American Graduate School of International Management (Thunderbird). 

 The
Board of Directors of the Company has a written procedure, which requires disclosure to the board of any material interest or any affiliation
on the part of any of its officers, directors or employees that is in conflict or may be in conflict with the Company’s interests. 

 All
executive officers and directors of the Company hold office until the next Annual Meeting of Stockholders and until their successors
have been elected and qualified. 

 Corporate
Governance 

 Corporate
Governance Guidelines . The Board of Directors has adopted the Security National Financial Corporation Corporate Governance Guidelines.
These guidelines outline the functions of the board, director qualifications and responsibilities, and various processes and procedures
designed to insure effective and responsive governance. The Board of Directors has also adopted a written committee charter for its Audit
Committee, Compensation Committee and Nominating and Corporate Governance Committee. The guidelines and committee charters are reviewed
from time to time in response to regulatory requirements and best practices and are revised accordingly. The full text of the guidelines
and the committee charters is published on the Company’s website at www.securitynational.com/governance. A copy of the committee
charters and guidelines may also be obtained at no charge by written request to the attention of Jeffrey R. Stephens, Senior General
Counsel and Secretary, Security National Financial Corporation, 433 West Ascension Way, 6 th Floor, Salt Lake City, Utah 84123. 

 Code
of Business Conduct and Ethics . All of the Company’s officers, employees, and directors are required to comply with the Company’s
Code of Business Conduct and Ethics to help ensure that the Company’s business is conducted in accordance with appropriate standards
of ethical behavior. The Company’s Code of Business Conduct and Ethics covers all areas of professional conduct, including customer
relationships, conflicts of interest, insider trading, financial disclosures, intellectual property, and confidential information, as
well as requiring adherence to all laws and regulations applicable to the Company’s business. Employees are required to report
any violations or suspected violations of the Code. The Code includes an anti-retaliation statement. The full text of the Code of Business
Conduct and Ethics is published on the Company’s website at www.securitynational.com/governance . A copy of the Code of Business
Conduct and Ethics may also be obtained at no charge by written request to the attention of Jeffrey R. Stephens, Senior General Counsel
and Secretary, Security National Financial Corporation, 433 West Ascension Way, 6 th Floor, Salt Lake City, Utah 84123. 

 117 

 Item
11. Executive Compensation 

 The
following table sets forth compensation information for fiscal 2021 and 2020 for (i) the Company’s Chief Executive Officer, (ii)
the Company’s Chief Financial Officer, and (iii) the Company’s three other executive officers who, based on their total compensation,
were the most highly compensated in 2021. The Company refers to them collectively as the “Named Executive Officers.” 

 Summary
Compensation Table 

 Name
 and Principal Position 
 Year 
 Salary
 ($) 
 Bonus
 ($) 
 Options
 Awards ($) 
 Non-Equity
 Incentive Plan Compen-sation ($) 
 Change
 in Pension Value Non-qualified Deferred Compensation Earnings (1) ($) 
 All
 Other Compen-sation (2) ($) 
 Total 

 ($) 
 
 Scott
 M. Quist 
 2021 
 $ 588,950 
 $ 429,300 
 $ 149,410 
 — 
 — 
 $ 50,978 
 $ 1,218,638 

 Chairman
 of the Board, President and Chief Executive Officer 
 2020 
 558,950 
 157,800 
 29,289 
 — 
 — 
 49,969 
 796,008 

 Garrett
 S. Sill 
 2021 
 $ 259,167 
 $ 338,000 
 $ 89,346 
 — 
 — 
 $ 39,110 
 $ 725,623 

 Chief
 Financial Officer and Treasurer 
 2020 
 239,333 
 112,000 
 17,243 
 — 
 — 
 37,986 
 406,562 

 Stephen
 C. Johnson 
 2021 
 $ 360,000 
 $ 394,447 
 $ 29,939 
 — 
 — 
 $ 25,501 
 $ 809,887 

 Vice
 President of Mortgage Operations 
 2020 
 360,000 
 284,828 
 6,896 
 — 
 — 
 24,400 
 676,124 

 S.
 Andrew Quist 
 2021 
 $ 285,667 
 $ 339,325 
 $ 179,455 
 — 
 — 
 $ 35,066 
 $ 839,513 

 Vice
 President and General Counsel 
 2020 
 265,667 
 138,325 
 27,589 
 — 
 — 
 33,561 
 465,142 

 Jeffrey
 R. Stephens 
 2021 
 $ 219,875 
 $ 96,025 
 $ 22,454 
 — 
 — 
 $ 27,894 
 $ 366,248 

 Senior
 General Counsel and Secretary 
 2020 
 205,167 
 30,275 
 5,172 
 — 
 — 
 24,928 
 265,542 

 (1) 
 The amounts indicated under “Change in Pension Value and Non-Qualified Deferred Compensation Earnings” consist of amounts that the Company contributed into a trust for the benefit of the Named Executive Officers under the Company’s Non-Qualified Deferred Compensation Plan. 

 (2) 
 The amounts indicated under “All Other Compensation” consist of the following amounts that the Company paid for the benefit of the Named Executive Officers: 

 a) 
 payments
 related to the operation of automobiles for Scott M. Quist ($7,200 for each of the years 2021 and 2020); Garrett S. Sill ($4,200
 for 2021 and $4,400 for 2020) and, Stephen C. Johnson, S. Andrew Quist, and Jeffrey R. Stephens ($-0- for each of the years 2021
 and 2020). However, such payments do not include the furnishing of an automobile by the Company to Scott M. Quist, nor the payment
 of insurance and property taxes with respect to the automobile operated by such executive officer; 

 b) 
 group
 life insurance premiums that the Company paid to a group life insurance plan for Scott M. Quist, Garrett S. Sill, Stephen C. Johnson,
 S. Andrew Quist, and Jeffrey R. Stephens ($114 for each of the years 2021 and 2020); 

 c) 
 life
 insurance premiums that the Company paid for the benefit of Scott M. Quist ($15,765 for each of the years 2021 and 2020); and Garrett
 S. Sill, Stephen C. Johnson, S. Andrew Quist, and Jeffrey R. Stephens ($-0- for each of the years 2021 and 2020); 

 d) 
 medical
 insurance premiums that the Company paid to a medical insurance plan for Scott M. Quist ($15,849 for 2021 and $15,118 for 2020);
 Garrett S. Sill ($22,806 for 2021 and $21,756 for 2020); Stephen C. Johnson ($12,321 for 2021 and $11,764 for 2020); S. Andrew Quist
 ($22,806 for 2021 and $21,756 for 2020); and Jeffrey R. Stephens ($15,849 for 2021 and $15,118 for 2020); 

 e) 
 long
 term disability insurance premiums that the Company paid to a provider of such insurance for Scott M. Quist ($450 for 2021 and $372
 for 2020), Garrett S. Sill ($390 for 2021 and $316 for 2020), Stephen C. Johnson ($450 for 2021 and $372 for 2020), S. Andrew Quist
 ($430 for 2021 and $339 for 2020), and Jeffrey R. Stephens ($331 for 2021 and $278 for 2020); 

 118 

 f) 
 contributions
 that the Company made to defined contribution plans for Scott M. Quist ($11,600 for 2021 and $11,400 for 2020); Garrett S. Sill ($11,600
 for 2021 and $11,400 for 2020); Stephen C. Johnson ($11,600 for 2021 and $11,400 for 2020); S. Andrew Quist ($11,497 for 2021 and
 $10,927 for 2020); and Jeffrey R. Stephens ($11,600 for 2021 and $9,418 for 2020); and 

 g) 
 contributions
 that the Company made to health savings accounts for Scott M. Quist, Garrett S. Sill, S. Andrew Quist and Jeffrey R. Stephens ($-0-
 for each of the years 2021 and 2020); and Stephen C. Johnson ($1,016 for 2021 and $750 for 2020); 

 h) 
 gym
 membership incentives for Scott M. Quist, Garrett S. Sill, and Stephen C. Johnson ($-0- for each of the years 2021 and 2020); S.
 Andrew Quist ($219 for 2021 and $425 for 2020); and Jeffrey R. Stephens ($-0- for each of the years 2021 and 2020); 

 Supplemental
All Other Compensation Table 

 The
following table sets forth all other compensation provided the Named Executive Officers for fiscal years 2021 and 2020. 

 Name of Executive Officer 
 Year 
 Perks and Other Personal Benefits 
 Tax Reimburse-ments 
 Discounted Securities Purchases 
 Payments/ Accruals on Termination Plans 
 Registrant Contributions to Defined Contribution Plans 
 Insurance Premiums 
 Dividends or Earnings on Stock or Option Awards 
 Other 

 Scott M. Quist 
 2021 
 $ 7,200 
 - 
 - 
 - 
 $ 11,600 
 $ 32,178 
 - 
 - 

 2020 
 7,200 
 - 
 - 
 - 
 11,400 
 31,369 
 - 
 - 

 Garrett S. Sill 
 2021 
 4,200 
 - 
 - 
 - 
 $ 11,600 
 $ 23,310 
 - 
 - 

 2020 
 4,400 
 - 
 - 
 - 
 11,400 
 22,186 
 - 
 - 

 Stephen C. Johnson 
 2021 
 - 
 - 
 - 
 - 
 $ 11,600 
 $ 13,901 
 - 
 - 

 2020 
 - 
 - 
 - 
 - 
 11,400 
 13,000 
 - 
 - 

 S. Andrew Quist 
 2021 
 $ 219 
 - 
 - 
 - 
 $ 11,497 
 $ 23,350 
 - 
 - 

 2020 
 425 
 - 
 - 
 - 
 10,927 
 22,209 
 - 
 - 

 Jeffrey R. Stephens 
 2021 
 - 
 - 
 - 
 - 
 $ 11,600 
 $ 16,294 
 - 
 - 

 2020 
 - 
 - 
 - 
 - 
 9,418 
 15,510 
 - 
 - 

 Grants
of Plan-based Awards 

 The
following table sets forth certain information regarding options granted to the Named Executive Officers during the fiscal year ended
December 31, 2021. 

 Estimated
 Future Payouts Under Equity Incentive Plan Awards 
 All
 Other Awards: Number of Securities

 Underlying 
 Exercise
 or Base Price of

 Option 
 Closing
 Price on

 Grant 
 Grant
 Date Fair Value of Stock and

 Option 

 Name
 of Executive Officer 
 Grant
 Date 
 Threshold

 ($) 
 Target

 ($) 
 Maximum

 ($) 
 Options

 (#) 
 Awards

 ($/Sh) 
 Date

 ($/Sh) 
 Awards

 ($) 

 Scott
 M. Quist 
 12/3/21 
 — 
 — 
 — 
 50,000 
 $ 9.48 
 $ 8.62 
 $ 149,410 

 Garrett
 S. Sill 
 12/3/21 
 — 
 — 
 — 
 30,000 
 8.62 
 8.62 
 89,346 

 Stephen
 C. Johnson 
 12/3/21 
 — 
 — 
 — 
 10,000 
 8.62 
 8.62 
 29,939 

 S.
 Andrew Quist 
 12/3/21 
 — 
 — 
 — 
 60,000 
 8.62 
 8.62 
 179,455 

 Jeffrey
 R. Stephens 
 12/3/21 
 — 
 — 
 
 — 
 7,500 
 8.62 
 8.62 
 22,454 

 119 

 Outstanding
Equity Awards 

 The
following table sets forth information concerning outstanding equity awards held by Named Executive Officers at December 31, 2021. 

 Option Awards 
 Stock Awards 

 Name of Executive Officer 
 Option Grant Date 
 Number of Securities Underlying
 Unexercised Options Exercisable (1) (#) 
 Number of Securities Underlying
 Unexercised Options Unexercisable (1) (#) 
 
 Option Exercise Price (2) ($) 
 Option Expiration Date 
 Stock Award Grant 
Date 
 Number of Shares or Units
 of Stock That Have Not Vested 
(#) 
 Market Value of Shares or
 Units of Stock That Have Not Vested 
($) 
 Equity Incentive Plan Awards:
 Number of Unearned Shares, Units or Other Rights That Have Not Vested 
(#) 
 Equity Incentive Plan Awards:
 Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested 
($) 

 Scott M. Quist 
 12/1/17 
 93,443 
 - 
 
 $ 4.42 
 12/01/22 
 - 
 - 
 - 
 - 
 - 

 11/30/18 
 83,059 
 - 
 
 5.07 
 11/30/23 
 - 
 - 
 - 
 - 
 - 

 12/6/19 
 56,504 (5) 
 - 
 
 5.04 
 12/06/24 
 - 
 - 
 - 
 - 
 - 

 3/27/20 
 53,813 (6) 
 - 
 
 3.66 
 03/27/25 
 - 
 - 
 - 
 - 
 - 

 12/3/21 
 - 
 50,000 
 (7)(8) 
 9.48 
 12/03/26 
 - 
 - 
 - 
 - 
 - 

 Garrett S. Sill 
 12/6/13 
 6,059 
 - 
 
 $ 3.14 
 12/06/23 
 - 
 - 
 - 
 - 
 - 

 7/2/14 
 5,770 
 - 
 
 2.93 
 07/02/24 
 - 
 - 
 - 
 - 
 - 

 12/5/14 
 11,538 
 - 
 
 3.43 
 12/05/24 
 - 
 - 
 - 
 - 
 - 

 12/1/17 
 18,689 (3) 
 - 
 
 4.01 
 12/01/27 
 - 
 - 
 - 
 - 
 - 

 11/30/18 
 23,731 (4) 
 - 
 
 4.62 
 11/30/28 
 - 
 - 
 - 
 - 
 - 

 12/6/19 
 28,251 (5) 
 - 
 
 4.81 
 12/06/29 
 - 
 - 
 - 
 - 
 - 

 3/27/20 
 26,906 (6) 
 - 
 
 3.49 
 03/27/30 
 
 12/3/21 
 - 
 30,000 
 (7)(8) 
 8.62 
 12/03/31 
 - 
 - 
 - 
 - 
 - 

 Stephen C. Johnson 
 12/6/13 
 4,543 
 - 
 
 $ 3.14 
 12/06/23 
 - 
 - 
 - 
 - 
 - 

 12/5/14 
 8,654 
 - 
 
 3.43 
 12/05/24 
 - 
 - 
 - 
 - 
 - 

 12/4/15 
 13,736 
 - 
 
 4.82 
 12/04/25 
 - 
 - 
 - 
 - 
 - 

 12/2/16 
 6,542 
 - 
 
 5.31 
 12/02/26 
 - 
 - 
 - 
 - 
 - 

 12/1/17 
 12,458 
 - 
 
 4.01 
 12/01/27 
 - 
 - 
 - 
 - 
 - 

 12/6/19 
 11,301 
 - 
 
 4.81 
 12/06/29 
 - 
 - 
 - 
 - 
 - 

 3/27/20 
 10,763 
 - 
 
 3.49 
 03/27/30 
 
 12/3/21 
 - 
 10,000 
 (8) 
 8.62 
 12/03/31 
 - 
 - 
 - 
 - 
 - 

 S. Andrew Quist 
 4/13/12 
 23,852 
 - 
 
 $ 0.96 
 04/13/22 
 - 
 - 
 - 
 - 
 - 

 12/6/13 
 15,144 
 - 
 
 3.14 
 12/06/23 
 - 
 - 
 - 
 - 
 - 

 7/2/14 
 14,423 
 - 
 
 2.93 
 07/02/24 
 - 
 - 
 - 
 - 
 - 

 12/5/14 
 28,847 
 - 
 
 3.43 
 12/05/24 
 - 
 - 
 - 
 - 
 - 

 12/4/15 
 27,473 
 - 
 
 4.82 
 12/04/25 
 - 
 - 
 - 
 - 
 - 

 12/2/16 
 26,165 
 - 
 
 5.31 
 12/02/26 
 - 
 - 
 - 
 - 
 - 

 12/1/17 
 24,919 (3) 
 - 
 
 4.01 
 12/01/27 
 - 
 - 
 - 
 - 
 - 

 11/30/18 
 29,665 (4) 
 - 
 
 4.62 
 11/30/28 
 - 
 - 
 - 
 - 
 - 

 12/6/19 
 45,203 (5) 
 - 
 
 4.81 
 12/06/29 
 - 
 - 
 - 
 - 
 - 

 3/27/20 
 43,050 (6) 
 - 
 
 3.49 
 03/27/30 
 - 
 - 
 - 
 - 
 - 

 12/3/21 
 - 
 60,000 
 (7)(8) 
 8.62 
 12/03/31 
 - 
 - 
 - 
 - 
 - 

 Jeffrey R. Stephens 
 7/2/14 
 3,607 
 - 
 
 $ 2.93 
 07/02/24 
 - 
 - 
 - 
 - 
 - 

 12/5/14 
 7,212 
 - 
 
 3.43 
 12/05/24 
 - 
 - 
 - 
 - 
 - 

 12/4/15 
 6,869 
 - 
 
 4.82 
 12/04/25 
 - 
 - 
 - 
 - 
 - 

 12/2/16 
 6,542 
 - 
 
 5.31 
 12/02/26 
 - 
 - 
 - 
 - 
 - 

 12/1/17 
 6,231 
 - 
 
 4.01 
 12/01/27 
 - 
 - 
 - 
 - 
 - 

 11/30/18 
 8,900 
 - 
 
 4.62 
 11/30/28 
 - 
 - 
 - 
 - 
 - 

 12/6/19 
 8,476 
 - 
 
 4.81 
 12/06/29 
 - 
 - 
 - 
 - 
 - 

 3/27/20 
 8,072 
 - 
 
 3.49 
 03/27/30 
 - 
 - 
 - 
 - 
 - 

 12/3/21 
 - 
 7,500 
 (8) 
 8.62 
 12/03/31 
 - 
 - 
 - 
 - 
 - 

 (1) 
 Except
 for options granted to Scott M. Quist that have five-year terms, such grants have ten-year terms. The vesting of any unvested shares
 is subject to the recipient’s continuous employment. This reflects the equivalent of Class A common shares. 

 (2) 
 Exercise
 prices have been adjusted for the effect of annual stock dividends. 

 120 

 (3) 
 On
 December 1, 2017, Garrett S. Sill was granted stock options to purchase 15,000 shares of Class A common stock at an exercise price
 of $4.01 per share or 15,000 shares of Class C common stock at an exercise price of $4.01 per share, or any combination thereof.
 Also, on December 1, 2017, S. Andrew Quist was granted stock options to purchase 20,000 shares of Class A common stock at an exercise
 price of $4.01 per share or 20,000 shares of Class C common stock at an exercise price of $4.01 per share, or any combination thereof.
 
 (4) 
 On
 November 30, 2018, Garrett S. Sill was granted stock options to purchase 20,000 shares of Class A common stock at an exercise price
 of $4.62 per share or 20,000 shares of Class C common stock at an exercise price of $4.62 per share, or any combination thereof.
 Also, on November 30, 2018, S. Andrew Quist was granted stock options to purchase 25,000 shares of Class A common stock at an exercise
 price of $4.62 per share or 20,000 shares of Class C common stock at an exercise price of $4.62 per share, or any combination thereof. 

 (5) 
 On
 December 6, 2019, Scott M. Quist was granted stock options to purchase 50,000 shares of Class A common stock at an exercise price
 of $5.04 per share or 50,000 shares of Class C common stock at an exercise price of $5.04 per share, or any combination thereof.
 Also, on December 6, 2019, Garrett S. Sill was granted stock options to purchase 25,000 shares of Class A common stock at an exercise
 price of $4.81 per share or 25,000 shares of Class C common stock at an exercise price of $4.81 per share, or any combination thereof.
 Also, on December 6, 2019, S. Andrew Quist was granted stock options to purchase 40,000 shares of Class A common stock at an exercise
 price of $4.81 per share or 40,000 shares of Class C common stock at an exercise price of $4.81 per share, or any combination thereof.
 
 (6) 
 On
 March 27, 2020, Scott M. Quist was granted stock options to purchase 50,000 shares of Class A common stock at an exercise price of
 $3.66 per share or 50,000 shares of Class C common stock at an exercise price of $3.66 per share, or any combination thereof. Also,
 on March 27, 2020, Garrett S. Sill was granted stock options to purchase 25,000 shares of Class A common stock at an exercise price
 of $3.49 per share or 25,000 shares of Class C common stock at an exercise price of $3.49 per share, or any combination thereof.
 Also, on March 27, 2020, S. Andrew Quist was granted stock options to purchase 40,000 shares of Class A common stock at an exercise
 price of $3.49 per share or 40,000 shares of Class C common stock at an exercise price of $3.49 per share, or any combination thereof.
 
 (7) 
 On
 December 3, 2021, Scott M. Quist was granted stock options to purchase 50,000 shares of Class A common stock at an exercise price
 of $9.48 per share or 50,000 shares of Class C common stock at an exercise price of $9.48 per share, or any combination thereof.
 Also, on December 3, 2021, Garrett S. Sill was granted stock options to purchase 30,000 shares of Class A common stock at an exercise
 price of $8.62 per share or 30,000 shares of Class C common stock at an exercise price of $8.62 per share, or any combination thereof.
 Also, on December 3, 2021, S. Andrew Quist was granted stock options to purchase 60,000 shares of Class A common stock at an exercise
 price of $8.62 per share or 60,000 shares of Class C common stock at an exercise price of $8.62 per share, or any combination thereof.
 
 (8) 
 Stock
 options vest at the rate of 25% of the total number of shares per quarter over a one-year period after the grant date. 

 OPTION
AWARDS VESTING SCHEDULE 

 The
following table sets forth the vesting schedule of unexercisable options reported in the “Number of Securities Underlying Unexercised
Options — Unexercisable” column of the table above. 

 Grant
 Date 
 
 Vesting 

 4/13/12 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 12/06/13 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 07/02/14 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 12/05/14 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 12/04/15 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 12/02/16 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 12/01/17 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 11/30/18 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 12/06/19 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 03/27/20 
 
 These
 options vested 25% per quarter over a one year period after the grant date. 

 12/03/21 
 
 These
 options vest 25% per quarter over a one year period after the grant date. 

 121 

 Option
Exercises and Stock Vested 

 The
following table sets forth all stock options exercised and value received upon exercise, and all stock awards vested and value realized
upon vesting, by the Named Executive Officers during the year ended December 31, 2021. 

 Option Awards 
 Stock Awards 

 Number of Shares Acquired on Exercise 
 Value Realized on Exercise 
 Number of Shares Acquired on Vesting 
 Value Realized on Vesting 

 Name of Executive Officer 
 (#) 
 ($) 
 (#) 
 ($) 

 Scott M. Quist 
 104,656 
 $ 312,921 
 — 
 — 

 Garrett S. Sill 
 — 
 — 
 — 
 — 

 Stephen C. Johnson 
 8,870 
 64,056 
 — 
 — 

 S. Andrew Quist 
 — 
 — 
 — 
 — 

 Jeffrey R. Stephens 
 7,394 
 46,603 
 — 
 — 

 Pension
Benefits 

 The
following table sets forth the present value as of December 31, 2021 of the benefit of the Named Executive Officers under the defined
benefit pension plan. 

 Name
 of 
 Executive
 Officer 
 
 Plan Name 
 Number
 of Years Credited Service 
 (#) 
 
 Present
 Value of Accumulated Benefit 
 ($) 
 
 Payments
 During Last Fiscal Year 
 ($) 
 
 Scott M. Quist 
 None 
 — 
 — 
 — 

 Garrett S. Sill 
 None 
 — 
 — 
 — 

 Stephen C. Johnson 
 None 
 — 
 — 
 — 

 S. Andrew Quist 
 None 
 — 
 — 
 — 

 Jeffrey R.Stephens 
 None 
 — 
 — 
 — 

 EQUITY
COMPENSATION PLAN INFORMATION 

 The
following table sets forth certain information as of December 31, 2021 with respect to compensation plans (including individual compensation
arrangements) under which the Company’s equity securities are authorized for issuance, aggregated as follows: 

 ● All
 compensation plans previously approved by security holders; and 

 ● All
 compensation plans not previously approved by security holders. 

 A 
 B 
 C 

 Plan Category 
 Number of Securities to be Issued upon Exercise of Outstanding Options, Warrants and Rights 
 Weighted Average Exercise Price of Outstanding Options, Warrants and Rights 
 Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (Excluding Securities Reflected in

 Column A)
 
 Equity compensation plans approved by stockholders (1) 
 1,845,497 (2) 
 $4.61 (2) 
 249,065 (3) 

 Equity compensation plans not approved by stockholders 
 0 
 - 
 0 

 122 

 (1) 
 This
 reflects the 2013 Amended and Restated Stock Option and other Equity Incentive Awards Plan (the “2013 Plan”) and the
 2014 Amended and Restated Director Stock Option Plan (the “2014 Director Plan”). The 2013 Plan was approved by the stockholders
 at the annual stockholders meeting held on July 12, 2013, which reserved 450,000 shares of Class A common stock, of which 150,000
 shares of Class C common stock could be issued as an alternative to up to 150,000 shares of Class A common stock. The 2014 Director
 Plan was approved by stockholders at the annual stockholders meeting held on July 2, 2014, which reserved 150,000 shares of Class
 A common stock for issuance thereunder. The 2013 Plan was amended by the stockholders at the annual stockholders meeting held on
 July 1, 2015 to authorize an additional 450,000 shares of Class A common stock to be available for issuance under the Plan, of which
 up to 200,000 Class C common shares may be issued as an alternative to up to 200,000 shares of Class A common stock. The 2013 Plan
 was further amended by the stockholders at the annual stockholders meeting held on June 29, 2017 to authorize an additional 500,000
 shares of Class A common stock to be available for issuance under the Plan, of which up to 250,000 Class C common shares may be issued
 as an alternative to up to 250,000 shares of Class A common stock. The 2013 Plan was further amended by the stockholders at the annual
 stockholders meeting held on June 26, 2020 to authorize an additional 500,000 shares of Class A common stock to be available for
 issuance under the Plan, of which up to 350,000 Class C common stock may be issued as an alternative to up to 350,000 shares of Class
 A common stock. The 2014 Director Plan was amended by the stockholders at the annual stockholders meeting held on June 26, 2020 to
 authorize an additional 100,000 shares of Class A common stock to be available for issuance under the Plan. 

 (2) 
 The
 weighted average exercise prices reflect solely the shares of Class A common stock that will be issued upon exercise of outstanding
 options. 

 (3) 
 This
 number includes 201,113 shares of Class A common stock available for future issuance under the 2013 Plan, and 47,952 shares of Class
 A common stock available for future issuance under the 2014 Director Plan. 

 Employment
Agreement with Scott M. Quist 

 On
December 4, 2012, the Company entered into an employment agreement with Scott M. Quist, Chairman of the Board, President, and Chief Executive
Officer of the Company. The agreement was for a six-year term beginning on December 4, 2012 and ending on December 4, 2018. Under the
terms of the Agreement, the Board of Directors may, in its sole discretion, extend the term of the agreement for an additional four-year
term provided that Mr. Quist has continued to perform his duties with usual and customary care, diligence and prudence commensurate with
his position with the Company. In addition, Mr. Quist is required to perform such additional duties as may be assigned to him from time
to time by the Company’s Board of Directors. 

 Effective
December 4, 2018, the Board members approved a motion to extend Mr. Quist’s employment agreement for an additional four-year term
ending December 2022. Mr. Quist abstained from voting on the motion to extend his employment agreement for the additional four-year term.
Under the terms of the agreement, Mr. Quist is to devote his full time to the Company, serving as Chairman of the Board, President and
Chief Executive Officer at not less than his current salary and benefits. The Company also agrees to maintain a group term life insurance
policy of not less than $1,000,000 and a whole life insurance policy in the amount of $500,000 on Mr. Quist’s life. In the event
of disability, Mr. Quist’s salary would be continued for up to five years at 75% of its current level of compensation. 

 In
the event of a sale or merger of the Company and Mr. Quist is not retained in his current position, the Company would be obligated to
continue paying Mr. Quist’s current compensation and benefits for seven years following the merger or sale. The employment agreement
further provides that Mr. Quist is entitled to receive annual retirement benefits beginning (i) one month from the date of his retirement
(to commence no sooner than age 65), (ii) five years following complete disability, or (iii) upon termination of his employment without
cause. These retirement benefits are to be paid for a period of twenty years in annual installments in the amount equal to 75% of his
then current level of compensation. In the event that Mr. Quist dies prior to receiving all retirement benefits thereunder, the remaining
benefits are to be paid to his heirs. The Company expensed $900,000 and $900,000 during the years ended December 31, 2021 and 2020, respectively,
to cover the present value of anticipated retirement benefits under the employment agreement. The liability accrued was $7,556,363 and
$6,656,363 as of December 31, 2021 and 2020, respectively. 

 123 

 Independent
Director Compensation 

 Independent
directors of the Company (but not including directors who are employees) are currently paid a director’s fee of $36,000 per year
($3,000 monthly) by the Company for their services and are reimbursed for their expenses in attending board and committee meetings. An
additional fee of $750 is paid to each audit committee member for each audit committee meeting attended. Each independent director is
provided with an annual grant of stock options to purchase 1,000 shares of Class A common stock. During 2021 each independent director
was granted additional stock options to purchase 5,000 shares of Class A common stock. Upon retirement from the board, each independent
director will receive “retirement compensation” equal to one month director’s fee for every year of service. 

 Director
Compensation 

 The
following table sets forth the compensation of the Company’s non-employee directors for fiscal 2021. 

 Name 
 Fees Earned or Paid in Cash 
($) 
 Stock Awards ($) 
 Option Awards ($) 
 Non-Equity Incentive Plan Compensation ($) 
 Change in Pension Value and Nonqualified Deferred Compensation Earnings 
 All Other Compensation ($) 
 Total 
($) 

 John L. Cook (1) 
 $ 31,050 
 — 
 $ 17,963 
 — 
 — 
 — 
 $ 49,013 

 Gilbert A. Fuller (2) 
 31,050 
 — 
 17,963 
 — 
 — 
 — 
 49,013 

 Robert G. Hunter, M.D. (3) 
 28,800 
 — 
 17,963 
 — 
 — 
 — 
 46,763 

 Ludmya B. Love (4) 
 18,750 
 — 
 17,963 
 — 
 — 
 — 
 36,713 

 Shital A. Mehta (5) 
 18,750 
 — 
 17,963 
 — 
 — 
 — 
 36,713 

 H. Craig Moody (6) 
 31,050 
 — 
 17,963 
 — 
 — 
 — 
 49,013 

 (1) 
 Mr.
 Cook has options to purchase 61,201 shares of the Company’s Class A common stock. 

 (2) 
 Mr.
 Fuller has options to purchase 61,201 shares of the Company’s Class A common stock. 

 (3) 
 Dr.
 Hunter has options to purchase 70,744 shares of the Company’s Class A common stock. 

 (4) 
 Ms.
 Love has options to purchase 6,000 shares of the Company’s Class A common stock. 

 (5) 
 Ms.
 Mehta has options to purchase 6,000 shares of the Company’s Class A common stock. 

 (6) 
 Mr.
 Moody has options to purchase 70,744 shares of the Company’s Class A common stock. 

 Employee
401(k) Retirement Savings Plan 

 In
1995, the Company’s Board of Directors adopted a 401(k) Retirement Savings Plan. Under the terms of the 401(k) plan, effective
as of January 1, 1995, the Company made discretionary employer matching contributions to its employees who choose to participate in the
plan. The plan allowed the board to determine the amount of the contribution at the end of each year. During the period from January
1, 1995 to December 31, 2007 the Board had adopted a contribution formula specifying that such discretionary employer matching contributions
would equal 50% of the participating employee’s contribution to the plan to purchase the Company’s stock up to a maximum
discretionary employee contribution of 1/2 of 1% of participating employees’ compensation, as defined by the plan. 

 All
persons who have completed at least one year’s service with the Company and satisfy other plan requirements are eligible to participate
in the 401(k) plan. All Company matching contributions are invested in the Company’s Class A common stock. Also, the Company may
contribute at the discretion of the Company’s Board of Directors an Employer Profit Sharing Contribution to the 401(k) plan. The
Employer Profit Sharing Contribution is to be divided among three different classes of participants in the plan based upon the participant’s
title in the Company. All amounts contributed to the plan are deposited into a trust fund administered by an independent trustee. 

 Beginning
January 1, 2008, the Company elected to be a “Safe Harbor” Plan for its matching 401(k) contributions. The Company will match
100% of up to 3% of an employee’s total annual compensation and 50% of 4% to 5% of an employee’s annual compensation. The
match is in shares of the Company’s Class A common stock. The Company’s contribution for 2021 and 2020 was $2,820,315 and
$1,690,568 respectively, under the “Safe Harbor” plan. 

 124 

 Stock
Repurchase Plan 

 In
September 2018, the Board of Directors of the Company approved a Stock Repurchase Plan that authorized the repurchase of 300,000 shares
of the Company’s Class A Common Stock in the open market. The Company amended the Stock Repurchase Plan on December 4, 2020. The
amendment authorized the repurchase of a total of 1,000,000 shares of the Company’s Class A Common Stock in the open market. The
repurchased shares of Class A common stock will be held as treasury shares to be used as the Company’s employer matching contribution
to the Employee 401(k) Retirement Savings Plan and for shares held in the Deferred Compensation Plan. 

 Employee
Stock Ownership Plan (ESOP) 

 On
November 25, 2019, the Company distributed a notice of intent to terminate the ESOP Plan to all current plan participants. The Company
also filed Form 5310, an application for determination for terminating plan, with the IRS on December 6, 2019. The IRS approved the ESOP
termination on April 8, 2021, and the Company had until September 5, 2021, to distribute the ESOP assets and terminate the ESOP. The
Company distributed the ESOP assets and terminated the ESOP, filing its final Form 5500 for the ESOP with the IRS on December 6, 2021. 

 Non-Qualified
Deferred Compensation Plan 

 In
2001, the Company’s Board of Directors adopted a Non-Qualified Deferred Compensation Plan, and this plan was amended in 2005 and
later in 2019. Under the terms of the plan, the Company will provide deferred compensation for a select group of management or highly
compensated employees, within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act
of 1974, as amended. The board has appointed a committee of the Company to be the plan administrator and to determine the employees who
are eligible to participate in the plan. The employees who participate may elect to defer a portion of their compensation into the plan.
The Company may contribute into the plan at the discretion of the Company’s Board of Directors. The Company did not make any contributions
for 2021 and 2020. The investment committees of the Company’s Non-Qualified Deferred Compensation Plan consists of Scott M. Quist,
Stephen C. Johnson, and Garrett S. Sill. 

 Non-qualified
Deferred Compensation 

 The
following table sets forth the balances of the non-qualified deferred compensation account of the Named Executive Officers in fiscal
2021 and the aggregate balance of deferred compensation of the Named Executive Officers at December 31, 2021. 

 Executive 
 Registrant 
 Aggregate 
 Aggregate 
 Aggregate 

 Contributions 
 Contributions 
 Earnings 
 Withdrawals 
 Balance 

 In Last FY 
 In Last FY 
 in last FY 
 Distributions 
 at last FYE 

 Name 
 ($) 
 ($) 
 ($) 
 ($) 
 ($) 

 Scott M. Quist 
 — 
 — 
 — 
 — 
 $ 1,006,572 (1) 

 Garrett S. Sill 
 — 
 — 
 — 
 — 
 94,254 (2) 

 Stephen C. Johnson 
 — 
 — 
 — 
 — 
 155,912 (3) 

 S. Andrew Quist 
 — 
 — 
 — 
 — 
 — 

 Jeffrey R. Stephens 
 — 
 — 
 — 
 — 
 — 

 (1) 
 Includes
 109,410 shares of the Company’s Class A common stock, based on the closing price of $9.20 at December 31, 2021. 

 (2) 
 Includes
 10,245 shares of the Company’s Class A common stock, based on the closing price of $9.20 at December 31, 2021. 

 (3) 
 Includes
 16,947 shares of the Company’s Class A common stock, based on the closing price of $9.20 at December 31, 2021. 

 125 

 2013
Stock Option and Other Equity Incentive Awards Plan 

 On
August 24, 2013, the Company adopted the Security National Financial Corporation 2013 Stock Option Plan (the “2013 Plan”),
which reserved 450,000 shares of Class A common stock to be made available for issuance thereunder, of which up to 150,000 shares of
Class C common stock could be issued as an alternative to up to 150,000 shares of Class A common stock. The 2013 Plan provides for the
grant of options and the award or sale of stock to officers, directors, and employees of the Company. Both “incentive stock options”,
as defined under Section 422A of the Internal Revenue Code of 1986 and “non-qualified options” may be granted under the 2013
Plan. The 2013 Plan was approved by the stockholders at the Company’s Annual Meeting, which was held on July 12, 2013. 

 On
July 1, 2015, the stockholders approved an amendment to the 2013 Plan to authorize an additional 450,000 shares of Class A common stock
under the 2013 Plan, of which up to 200,000 Class C common stock may be issued as an alternative to up to 200,000 shares of Class A common
stock. On June 29, 2017, the stockholders approved an amendment to the 2013 Plan to authorize an additional 500,000 shares of Class A
common stock to be available for issuance under the Plan, of which up to 250,000 Class C common stock may be issued as an alternative
to up to 250,000 shares of Class A common stock. On June 26, 2020, the stockholders approved an amendment to the 2013 Plan to authorize
an additional 500,000 shares of Class A common stock under the Plan, of which up to 350,000 Class C common stock may be issued as an
alternative to up to 350,000 shares of Class A common stock. 

 The
2013 Plan is to be administered by the Board of Directors or by a committee designated by the Board. The terms of options granted or
stock awards or sales affected under the 2013 Plan are to be determined by the Board of Directors or its committee. No options may be
exercised for a term of more than ten years from the date of the grant. Options intended as incentive stock options may be issued only
to employees, and must meet certain conditions imposed by the Internal Revenue Code, including a requirement that the option exercise
price be no less than the fair market value of the option shares on the date of grant. The 2013 Plan provides that the exercise price
for non-qualified options will not be less than at least 50% of the fair market value of the stock subject to such option as of the date
of grant of such options, as determined by the Company’s Board of Directors. 

 The
2013 Plan also provides that if the shares of common stock shall be subdivided or combined into a greater or smaller number of shares
or if the Company shall issue any shares of common stock as a stock dividend on its outstanding common stock, the number of shares of
common stock deliverable upon the exercise of options shall be increased or decreased proportionately and an appropriate adjustment shall
be made in the purchase price to reflect such subdivision, combination or stock dividend. In addition, the number of shares of common
stock reserved for purposes of the 2013 Plan shall be adjusted by the same proportion. No options may be exercised for a term of more
than ten years from the date of grant. 

 The
2013 Plan further provides that an option shall be exercised by giving written notice to the Company. Such notice shall identify the
option being exercised and specify the number of shares as to which such option is being exercised, accompanied by payment of the purchase
price. The purchase price may be made either in cash or by check or, at the discretion of the Board, through delivery of shares of common
stock having a fair market value equal as of the date of the exercise to the cash exercise price of the option or, at the discretion
of the Board, through the use of some of the shares for which the option is being exercised (a cashless transaction), or by any combination
of the foregoing means of payment. 

 On
December 4, 2015, the Board of Directors approved a resolution to amend the 2013 Plan to include additional equity incentive awards.
These additional incentive awards under the plan consist of Stock Appreciation Rights (SARs), Restricted Stock Units (RSUs), and Performance
Share Awards. Stock Appreciation Rights are awards that entitle the recipient to receive cash or stock equal to the excess of the Company’s
stock price on the date the SAR is exercised over the Company’s stock price on the date the SAR was granted times the number of
shares of stock with respect to which the SAR is exercised. Restricted Stock Units entitle the recipient to receive RSUs that require
the Company on the distribution dates to transfer to the recipient one unrestricted, fully transferable share of stock for each RSU scheduled
to be paid out on that date. Performance Share Awards entitle the recipient to receive stock based on the Company meeting certain performance
goals. As amended, the 2013 Plan is now entitled, the “Security National Financial Corporation Amended and Restated 2013 Stock
Option and Other Equity Incentive Awards Plan.” 

 126 

 The
2013 Plan has a term of ten years. The Board of Directors may amend or terminate the 2013 Plan at any time, from time to time, subject
to approval of certain modifications to the 2013 Plan by the stockholders of the Company as may be required by law or the 2013 Plan. 

 2014
Director Stock Option Plan 

 On
May 16, 2014, the Company adopted the Security National Financial Corporation 2014 Director Stock Option Plan (the “2014 Director
Plan”). The 2014 Director Plan was approved by the stockholders at the Company’s Annual Meeting on July 2, 2014 and replaced
the Company’s 2006 Director Stock Option Plan. The 2014 Director Plan provides for the grant by the Company of stock options to
directors who are not employees or paid consultants (the “Independent Directors”) to purchase shares of Class A common stock
made available for issuance under the plan. The 2014 Director Plan also provides that annually each Independent Director is automatically
eligible to receive options to purchase 1,000 shares of the Company’s Class A common stock. On December 1, 2017, the 2014 Director
Plan was amended to authorize the Board of Directors to establish, each year, the effective date of such automatic grants. 

 On
March 27, 2020, the Board approved an amendment to the 2014 Director Plan to provide for the cashless exercise of stock options. Prior
to the approval of the amendment, the consideration for the shares to be issued upon the exercise of a stock option under the 2014 Director
Plan included cash, check, or at the discretion of the Board, through the delivery of shares of common stock having a fair market value
equal to the cash exercise price of the option, or a combination of the foregoing. As amended, at the discretion of the Board, the consideration
for exercising the option may also include the use of some or all of the shares for which the option is exercised (cashless exercise
of the option), or by any combination of the foregoing methods of payment. As a result of the amendment, the 2014 Director Plan is now
entitled, “Security National Financial Corporation Amended and Restated 2014 Director Stock Option Plan.” On June 26, 2020,
the stockholders approved an amendment to the 2014 Director Plan to authorize an additional 100,000 shares of Class A common stock to
be made available for issuance under the plan, thereby increasing the total number of available shares from 150,000 to 250,000. 

 The
stock options granted to Independent Directors shall vest in four equal quarterly installments over a one-year period from the date of
grant, until such shares are fully vested. The primary purposes of the 2014 Director Plan are to enhance the Company’s ability
to attract and retain well-qualified persons for service as directors and to provide incentives to such directors to continue their association
with the Company. 

 In
the event of a merger of the Company with or into another company, or a consolidation, acquisition of stock or assets, or other change
in control transaction involving the Company, each option granted under the 2014 Director Plan becomes exercisable in full, unless such
option is assumed by the successor company. In the event the transaction is not approved by a majority of the “Continuing Directors”
(as defined in the 2014 Director Plan), each option becomes fully vested and exercisable in full immediately prior to the consummation
of such transaction, whether or not assumed by the successor corporation. 

 Stock
Purchase Plan 

 In
September 2015, the Board approved the Security National Financial Corporation Stock Purchase Plan for the mutual benefit of the Company
and its stockholders. Under the terms of the Stock Purchase Plan, the Company has the option to purchase shares of Class A common stock
from its officers and directors who exercise the stock options granted to them under any of the Company’s stock option plans with
the proceeds from such purchase to be used to pay the taxes owed by such officers and directors as a result of the exercise of their
stock options. Additionally, the officers and directors who exercise their stock options may, in their discretion, request that the Company
purchase shares of their Class A common stock with the proceeds from such sale to be used to pay the taxes owed by such officers and
directors as a result of the exercise of their stock options. 

 The
Company is authorized under the plan to purchase no more than 60,000 shares of Class A common stock in any calendar year to pay the taxes
owed by the officers and directors who exercise their stock options under the Stock Purchase Plan. The Company’s purchase price
for the Class A common stock under the Stock Purchase Plan shall be equal to the closing sales price of the Company’s Class A common
stock as reported by The Nasdaq National Market on the day that the applicable stock options are exercised by such officers and directors.
Under the Stock Purchase Plan, the Company may only purchase shares of Class A common stock from the officers and directors exercising
their stock options under the Stock Purchase Plan during the “Trading Window” as defined in the Company’s Insider Trading
Policy and Guidelines. 

 127 

 Compliance
with Section 16(a) of the Securities Exchange Act of 1934 

 Section
16(a) of the Securities Exchange Act of 1934, as amended, requires the Company’s executive officers, directors and persons who
own more than 10% of a registered class of the Company’s equity securities to file reports of ownership and periodic changes in
ownership of the Company’s Class A and Class C common stock with the Securities and Exchange Commission. Such persons are also
required to furnish the Company with copies of all Section 16(a) reports they file. 

 Based
solely on its review of the copies of stock reports received by the Company with respect to fiscal 2021, or written representations from
certain reporting persons, the Company believes that its directors, executive officers and greater than 10% beneficial owners complied
with all Section 16(a) filing requirements applicable to them, except the timely filing of Form 4 reports disclosing the granting and
exercise of stock options. 

 Item
12 - Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 

 The
following table sets forth security ownership information of the Company’s Class A and Class C common stock as of March 31, 2022,
(i) for persons who own beneficially more than 5% of the Company’s outstanding Class A or Class C common stock, (ii) for each director
of the Company, and (iii) for all executive officers and directors of the Company as a group. 

 Class
 A 
 Common
 Stock 
 
 Class
 C 
 Common
 Stock 
 
 Class
 A and 
 Class
 C 
 Common
 Stock 
 
 Amount 
 Percent 
 Amount 
 Percent 
 Amount 
 Percent 

 Beneficially 
 of 
 Beneficially 
 of 
 Beneficially 
 of 

 Name and Address (1) 
 Owned 
 Class 
 Owned 
 Class 
 Owned 
 Class 

 401(k) Retirement Savings Plan (2) 
 2,925,736 
 16.6 % 
 212,710 
 7.7 % 
 3,138,446 
 15.4 % 

 George R. and Shirley C. Quist 
Partnership, Ltd. (3) 
 1,101,379 
 6.2 % 
 1,087,212 
 39.4 % 
 2,188,591 
 10.7 % 

 M3 Funds, LLC (4) 
 1,754,690 
 10.0 % 
 - 
 - 
 1,754,690 
 8.6 % 

 Non-Qualified Deferred 
Compensation Plan (5) 
 1,663,325 
 9.4 % 
 - 
 - 
 1,663,325 
 8.1 % 

 Scott M. and Lisa J. Quist Family 
Trust (6) 
 - 
 * 
 1,327,872 
 48.2 % 
 1,327,872 
 6.5 % 

 Scott M. Quist (7)(8)(9)(10)(11) 
 568,720 
 3.2 % 
 203,527 
 7.1 % 
 772,247 
 3.7 % 

 Jason G. Overbaugh (12) 
 263,925 
 1.5 % 
 128,274 
 4.4 % 
 392,199 
 1.9 % 

 S. Andrew Quist (7)(13) 
 220,581 
 1.2 % 
 157,837 
 5.4 % 
 378,418 
 1.8 % 

 Associated Investors (14) 
 90,782 
 * 
 142,983 
 5.2 % 
 233,765 
 1.1 % 

 Garrett S. Sill (9)(10)(15) 
 102,534 
 * 
 105,077 
 3.7 % 
 207,611 
 1.0 % 

 Estate of George R. Quist 
 137,458 
 * 
 51,447 
 1.9 % 
 188,905 
 * 

 Adam G. Quist (7)(16) 
 41,141 
 * 
 134,641 
 4.7 % 
 175,782 
 * 

 Jeffrey R. Stephens (17) 
 165,358 
 * 
 - 
 - 
 165,358 
 * 

 Stephen C. Johnson (9)(10)(18) 
 126,901 
 * 
 - 
 - 
 126,901 
 * 

 Robert G. Hunter, M.D. (19) 
 89,839 
 * 
 - 
 - 
 89,839 
 * 

 H. Craig Moody (20) 
 89,638 
 * 
 - 
 - 
 89,638 
 * 

 Gilbert A. Fuller (21) 
 57,865 
 * 
 - 
 - 
 57,865 
 * 

 John L. Cook (22) 
 56,701 
 * 
 - 
 - 
 56,701 
 * 

 Ludmya B. Love (23) 
 1,500 
 * 
 - 
 - 
 1,500 
 * 

 Shital A. Mehta (24) 
 1,500 
 * 
 - 
 - 
 1,500 
 * 

 All directors and executive officers (13 persons) 
 1,786,203 
 9.7 % 
 729,356 
 21.4 % 
 2,515,559 
 11.5 % 

 *
Less than 1% 

 (1) 
 Unless
 otherwise indicated, the address of each listed stockholder is c/o Security National Financial Corporation, 433 West Ascension Way,
 6 th Floor, Salt Lake City, Utah 84123. 

 128 

 (2) 
 The
 investment committee of the 401(k) Retirement Savings Plan consists of Scott M. Quist, Stephen C. Johnson and Garrett S. Sill, who
 exercise shared voting and investment powers with respect to such shares. 

 (3) 
 This
 stock is owned by the George R. and Shirley C. Quist Partnership, Ltd., of which Scott M. Quist is the managing general partner and,
 accordingly, exercises sole voting and investment powers with respect to such shares. 

 (4) 
 Based
 solely on the Schedule 13G/A filed on February 14, 2022, Jason A. Stock, Manager of M3 Partners, LP, a Delaware limited partnership,
 and M3 Funds, LLC, a Delaware limited liability company, General Partner of M3 Partners, LP; Jason A. Stock, Manager of M3 Funds,
 LLC; Jason A. Stock, Managing Director of M3F, Inc., a Utah corporation; Jason A. Stock, individually, and William C. Waller, individually,
 exercise shared voting and investment powers with respect to 1,754,690 shares of the Company’s Class A common stock, or 10.0%
 of the outstanding shares of the Company’s Class A common stock. The address of all entities and individuals filing the Schedule
 13G/A is 10 Exchange Place, Suite 510, Salt Lake City, Utah 84111. 

 (5) 
 The
 investment committee of the Company’s Non-Qualified Deferred Compensation Plan consists of Scott M. Quist, Stephen C. Johnson,
 and Garrett S. Sill, who exercise shared voting and investment powers with respect to such shares. 

 (6) 
 This
 stock is owned by the Scott M. and Lisa J. Quist Family Trust, of which S. Andrew Quist, Amanda J. Nelson and Adam G. Quist are the
 trustees and, accordingly, exercise shared voting and investment powers with respect to such shares. 

 (7) 
 Does
 not include 1,327,872 shares of Class C common stock owned by the Scott M. Quist and Lisa J. Quist Family Trust, of which S. Andrew
 Quist, Amanda J. Nelson and Adam G. Quist are the trustees and, accordingly, exercise shared voting and investment powers with respect
 to such shares. 

 (8) 
 Mr.
 Scott Quist is the Company’s Chairman of the Board, President, and Chief Executive Officer. Includes options to purchase 176,502
 shares of Class A common stock and 122,817 shares of Class C common stock that are currently exercisable. Mr. Quist’s options
 to purchase 122,817 shares of Class C common stock may also, at Mr. Quist’s election, consist of options to purchase 122,817
 shares of Class A common stock, or any combination thereof. Mr. Quist has elected to purchase Class C common shares with such options
 to the extent there are sufficient authorized but unissued Class C common shares available for issuance with respect to such options.
 Otherwise, Mr. Quist will elect to purchase shares of Class A common stock with respect to such options. 

 (9) 
 Does
 not include 2,919,244 shares of Class A common stock and 212,710 shares of Class C common stock owned by the Company’s 401(k)
 Retirement Savings Plan, of which Scott M. Quist, Stephen C. Johnson and Garrett S. Sill are members of the investment committee
 and, accordingly, exercise shared voting and investment powers with respect to such shares. 

 (10) 
 Does
 not include 1,620,881 shares of Class A common stock owned by the Company’s Non-Qualified Deferred Compensation Plan, of which
 Scott M. Quist, Stephen C. Johnson and Garrett S. Sill are members of the investment committee and, accordingly, exercise shared
 voting and investment powers with respect to such shares. 

 (11) 
 Does
 not include 90,782 shares of Class A common stock and 142,983 shares of Class C common stock owned by Associated Investors, a Utah
 general partnership, of which Scott M. Quist is the managing partner and, accordingly, exercises sole voting and investment powers
 with respect to such shares. 

 (12) 
 Mr.
 Overbaugh is the Company’s Vice President, National Marketing Director of Life Insurance, and a director. Includes options
 to purchase 53,638 shares of Class A common stock and options to purchase 128,274 shares of Class C common stock that are currently
 exercisable. The options to purchase 128,274 shares of Class C common stock may also, at Mr. Overbaugh’s election, consist
 of options to purchase 128,274 shares of Class A common stock, or any combination thereof. Mr. Overbaugh has elected to purchase
 Class C common shares with such options to the extent there are sufficient authorized but unissued Class C common shares available
 for issuance with respect to such options. Otherwise, Mr. Overbaugh will elect to purchase shares of Class A common stock with respect
 to such options. 

 (13) 
 Mr.
 Andrew Quist is the Company’s Vice President, General Counsel, and a director. Includes options to purchase 112,052 shares
 of Class A common stock and options to purchase 157,837 shares of Class C common stock that are currently exercisable. The options
 to purchase 157,837 shares of Class C common stock may also, at Mr. Quist’s election, consist of options to purchase 157,837
 shares of Class A common stock, or any combination thereof. Mr. Andrew Quist has elected to purchase Class C common shares with such
 options to the extent there are sufficient authorized but unissued Class C common shares available for issuance with respect to such
 options. Otherwise, Mr. Quist will elect to purchase shares of Class A common stock with respect to such options. 

 129 

 (14) 
 The
 managing general partner of Associated Investors is Scott M. Quist, who exercises sole voting and investment powers with respect
 to such shares. 

 (15) 
 Mr.
 Sill is the Company’s Chief Financial Officer and Treasurer. Includes options to purchase 23,367 shares of Class A common stock
 and options to purchase 105,077 shares of Class C common stock that are currently exercisable. The options to purchase 105,077 shares
 of Class C common stock may also, at Mr. Sill’s election, consist of options to purchase 105,077 shares of Class A common stock,
 or any combination thereof. Mr. Sill has elected to purchase Class C common shares with such options to the extent there are sufficient
 authorized but unissued Class C common shares available for issuance with respect to such options. Otherwise, Mr. Sill will elect
 to purchase shares of Class A common stock with respect to such options. 

 (16) 
 Mr.
 Adam Quist is the Vice President — Memorial Services, Assistant Secretary, General Counsel, and a director of the Company.
 Includes options to purchase 17,203 shares of Class A common stock and options to purchase 134,641 shares of Class C common stock
 that are currently exercisable. The options to purchase 134,641 shares of Class C common stock may also, at Mr. Quist’s election,
 consist of options to purchase 134,641 shares of Class A common stock, or any combination thereof. Mr. Adam Quist has elected to
 purchase Class C common shares with such options to the extent there are sufficient authorized but unissued Class C common shares
 available for issuance with respect to such options. Otherwise, Mr. Quist will elect to purchase shares of Class A common stock with
 respect to such options. 

 (17) 
 Mr.
 Stephens is the Company’s Senior General Counsel and Secretary. Includes options to purchase 57,784 shares of Class A common
 stock granted to Mr. Stephens that are currently exercisable. 

 (18) 
 Mr.
 Johnson is the Company’s Vice President of Mortgage Operations. Includes options to purchase 70,497 shares of Class A common
 stock granted to Mr. Johnson that are currently exercisable. 

 (19) 
 Dr.
 Hunter is a director of the Company. Includes options to purchase 58,292 shares of Class A common stock granted to Dr. Hunter that
 are currently exercisable. 

 (20) 
 Mr.
 Moody is a director of the Company. Includes options to purchase 66,244 shares of Class A common stock granted to Mr. Moody that
 are currently exercisable. 

 (21) 
 Mr.
 Fuller is a director of the Company. Includes options to purchase 56,701 shares of Class A common stock granted to Mr. Fuller that
 are currently exercisable. 

 (22) 
 Mr.
 Cook is a director of the Company. Includes options to purchase 56,701 shares of Class A common stock granted to Mr. Cook that are
 currently exercisable. 

 (23) 
 Ms.
 Love is a director of the Company. Includes options to purchase 1,500 shares of Class A common stock granted to Ms. Love that are
 currently exercisable. 

 (24) 
 Ms.
 Mehta is a director of the Company. Includes options to purchase 1,500 shares of Class A common stock granted to Ms. Mehta that are
 currently exercisable. 

 The
Company’s executive officers and directors, as a group, own beneficially approximately 11.5% of the outstanding shares of the Company’s
Class A and Class C common stock. 

 Item
13. Certain Relationships and Related Transactions and Director Independence 

 None 

 The
Company’s Board of Directors has a written procedure, which requires disclosure to the Board of any material interest or any affiliation
on the part of any of its officers, directors or employees that is in conflict or may be in conflict with the interest of the Company. 

 130 

 Item
14. Principal Accounting Fees and Services 

 The
following table summarizes the fees of the Company’s current independent auditors, billed to the Company for each of the last two
fiscal years for audit and other services. All of these fees were reviewed and approved by the Audit Committee of the Board of Directors: 

 Fee Category 
 2021 
 2020 

 Audit Fees (1) 
 $ 853,639 
 $ 1,047,488 

 Audit-Related Fees (2) 
 41,750 
 36,000 

 Tax Fees (3) 
 108,928 
 106,010 

 All Other Fees (4) 
 - 
 98,865 

 $ 1,004,317 
 $ 1,288,363 

 (1) 
 Audit
 fees consist of aggregate fees billed for professional services rendered for the audit of the Company’s annual financial statements
 and review of the interim financial statements included in quarterly reports or services that are normally provided by the independent
 auditor in connection with statutory and regulatory filings for the years ended December 31, 2021 and 2020. 

 (2) 
 Audit
 related fees consist of aggregate fees billed for assurance and related services that are reasonably related to the performance of
 the audit or review of the Company’s financial statements and are not reported under “Audit Fees”. These fees include
 review of registration statements, and audits of the Company’s ESOP and 401(k) Plans. 

 (3) 
 Tax
 fees consist of aggregate fees billed for professional services for tax compliance, tax advice, and tax planning. 

 (4) 
 All
 other fees consist of aggregate fees billed for products and services by the independent auditors, other than those disclosed above.
 
 PART
IV 

 Item
15. Exhibits, Financial Statement Schedules 

 (a)(1)
 Financial Statements 

 See
“Index to Consolidated Financial Statements” under Item 8 above. 

 (a)(2) Financial
Statement Schedules 

 IV.
Reinsurance 

 V.
Valuation and Qualifying Accounts 

 All
other schedules to the consolidated financial statements required by Article 7 of Regulation S-X are not required under the related instructions
or are inapplicable and therefore have been omitted. 

 (a)(3) Exhibits 

 The
following Exhibits are filed herewith pursuant to Rule 601 of Regulation S-K or are incorporated by reference to previous filings. 

 3.1 
 Amended and Restated Articles of Incorporation (4) 

 3.2 
 Amended and Restated Bylaws (6) 

 4.1 
 Specimen
 Class A Stock Certificate (1) 

 4.2 
 Specimen
 Class C Stock Certificate (1) 

 4.3 
 Specimen
 Preferred Stock Certificate and Certificate of Designation of Preferred Stock (1) 

 10.1 
 Employee
 Stock Ownership Plan, as amended and restated (ESOP) and Trust Agreement (1) 

 10.2 
 Amended and Restated 2013 Stock Option and Other Equity Incentive Awards Plan (3) 

 10.3 
 Amended and Restated 2014 Director Stock Option Plan (7) 

 10.4 
 Employment Agreement with Scott M. Quist (2) 

 10.5 
 Stock Repurchase Plan (5) 

 14 
 Code of Business Conduct and Ethics (6) 

 21 
 Subsidiaries of the Registrant 

 31.1 
 Certification pursuant to 18 U.S.C. Section 1350, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002 

 31.2 
 Certification pursuant to 18 U.S.C. Section 1350, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002 

 32.1 
 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 

 32.2 
 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 

 101.xml 
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 104 
 Cover Page Interactive Data File (embedded within the Inline XBRL document) 

 (1) 
 Incorporated
 by reference from Registration Statement on Form S-1, as filed on June 29, 1987 

 (2) 
 Incorporated
 by reference from Report on Form 10-Q, as filed on November 13, 2015 

 (3) 
 Incorporated
 by reference from Report on Form 10-Q, as filed on August 15, 2016 

 (4) 
 Incorporated
 by reference from Report on Form 10-K, as filed on March 31, 2017 

 (5) 
 Incorporated
 by reference from Report on Form 10-Q, as filed on November 13, 2018 

 (6) 
 Incorporated
 by reference from Report on Form 10-Q, as filed on May 15, 2019 

 (7) 
 Incorporated
 by reference from Report on Form 10-Q, as filed on August 14, 2020 

 Item
16. Form 10-K Summary 

 Not
applicable 

 131 

 SIGNATURES 

 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized. 

 SECURITY
 NATIONAL FINANCIAL CORPORATION 

 Dated:
 March 31, 2022 
 By: 
 /s/
 Scott M. Quist 

 Scott
 M. Quist 

 Chairman
 of the Board, President, and Chief Executive Officer 

 Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated: 

 SIGNATURE 
 
 TITLE 
 
 DATE 

 /s/
 Scott M. Quist 
 
 Chairman
 of the Board, President, 
 
 Scott
 M. Quist 
 
 and
 Chief Executive Officer 
 
 (Principal
 Executive Officer) 
 
 March
 31, 2022 

 /s/
 Garrett S. Sill 
 
 Chief
 Financial Officer and 
 
 Garrett
 S. Sill 
 
 Treasurer
 (Principal Financial 
 
 and
 Accounting Officer) 
 
 March
 31, 2022 

 /s/
 Jason G. Overbaugh 
 
 Vice
 President and Director 
 
 March
 31, 2022 

 Jason
 G. Overbaugh 
 
 /s/
 S. Andrew Quist 
 
 Vice
 President and Director 
 
 March
 31, 2022 

 S.
 Andrew Quist 
 
 /s/
 Adam G. Quist 
 
 Vice
 President and Director 
 
 March
 31, 2022 

 Adam
 G. Quist 
 
 /s/
 John L. Cook 
 
 Director 
 
 March
 31, 2022 

 John
 L. Cook 
 
 /s/
 Gilbert A. Fuller 
 
 Director 
 
 March
 31, 2022 

 Gilbert
 A. Fuller 
 
 /s/
 Robert G. Hunter 
 
 Director 
 
 March
 31, 2022 

 Robert
 G. Hunter 
 
 /s/
 Ludmya B. Love 
 
 Director
 
 March
 31, 2022 

 Ludmya
 B. Love 
 
 /s/
 Shital A. Mehta 
 
 Director
 
 March
 31, 2022 

 Shital
 A. Mehta 
 
 /s/
 H. Craig Moody 
 
 Director
 
 March
 31, 2022 

 H.
 Craig Moody 
 
 132 

 Schedule
IV 

 SECURITY
NATIONAL FINANCIAL CORPORATION 

 AND
SUBSIDIARIES 

 Reinsurance 

 Percentage 

 Ceded to 
 Assumed 
 
 of Amount 

 Direct 
 Other 
 from Other 
 Net 
 Assumed 

 Amount 
 Companies 
 Companies 
 Amount 
 to Net 

 2021 
 
 Life Insurance in force ($000) 
 $ 2,734,592 
 $ 364,471 
 $ 129,166 
 $ 2,499,287 
 5.2 % 

 Premiums: 
 
 Life Insurance 
 $ 101,448,883 
 $ 2,074,552 
 $ 527,702 
 $ 99,902,033 
 0.5 % 

 Accident and Health Insurance 
 352,528 
 - 
 12 
 352,540 
 0.0 % 

 Total premiums 
 $ 101,801,411 
 $ 2,074,552 
 $ 527,714 
 $ 100,254,573 
 0.5 % 

 2020 
 
 Life Insurance in force ($000) 
 $ 2,795,019 
 $ 377,138 
 $ 95,772 
 $ 2,513,653 
 3.8 % 

 Premiums: 
 
 Life Insurance 
 $ 94,558,587 
 $ 2,275,654 
 $ 441,997 
 $ 92,724,930 
 0.5 % 

 Accident and Health Insurance 
 295,675 
 - 
 12 
 295,687 
 0.0 % 

 Total premiums 
 $ 94,854,262 
 $ 2,275,654 
 $ 442,009 
 $ 93,020,617 
 0.5 % 

 133 

 Schedule
V 

 SECURITY
NATIONAL FINANCIAL CORPORATION 

 AND
SUBSIDIARIES 

 Valuation
and Qualifying Accounts 

 Additions 
 Deductions 
 
 Balance at 
 Charged to 
 Disposals 
 
 Balance 

 Beginning 
 Costs and 
 and 
 
 at End of 

 of Year 
 Expenses 
 Write-offs 
 Reclassifications 
 Year 

 For the Year Ended December 31, 2021 
 
 Accumulated depreciation on real estate held for investment 
 $ 13,800,973 
 $ 3,605,059 
 $ (246,068 ) 
 $ 532,074 
 $ 17,692,038 

 Allowance for losses on mortgage loans held for investment 
 2,005,127 
 (305,225 ) 
 - 
 - 
 1,699,902 

 Accumulated depreciation on property and equipment 
 19,179,139 
 1,935,613 
 (742,252 ) 
 (558,390 ) 
 19,814,110 

 Allowance for doubtful accounts on receivables 
 1,685,382 
 327,905 
 (212,562 ) 
 - 
 1,800,725 

 Allowance for doubtful accounts on other investments 
 1,645,475 
 943,055 
 (902,312 ) 
 - 
 1,686,218 

 For the Year Ended December 31, 2020 
 
 Accumulated depreciation on real estate held for investment 
 $ 12,788,739 
 $ 3,160,428 
 $ (1,237,500 ) 
 $ (910,694 ) 
 $ 13,800,973 

 Allowance for losses on mortgage loans held for investment 
 1,453,037 
 552,090 
 - 
 - 
 2,005,127 

 Accumulated depreciation on property and equipment 
 19,518,891 
 2,078,738 
 (2,418,490 ) 
 - 
 19,179,139 

 Allowance for doubtful accounts on receivables 
 1,724,156 
 142,946 
 (181,720 ) 
 - 
 1,685,382 

 Allowance for doubtful accounts on other investments 
 1,448,026 
 882,334 
 (684,885 ) 
 - 
 1,645,475 

 134
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.
SECURITY NATIONAL FINANCIAL CORP 10-K

Item 9A. Controls and Procedures
