0000908662-15-000167.txt : 20150508 0000908662-15-000167.hdr.sgml : 20150508 20150508161524 ACCESSION NUMBER: 0000908662-15-000167 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150506 FILED AS OF DATE: 20150508 DATE AS OF CHANGE: 20150508 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NewStar Financial, Inc. CENTRAL INDEX KEY: 0001373561 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE LESSORS [6172] IRS NUMBER: 542157878 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 500 BOYLSTON STREET STREET 2: SUITE 1250 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 848-2500 MAIL ADDRESS: STREET 1: 500 BOYLSTON STREET STREET 2: SUITE 1250 CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAPITAL Z PARTNERS LTD CENTRAL INDEX KEY: 0001075558 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33211 FILM NUMBER: 15846917 BUSINESS ADDRESS: STREET 1: ONE CHASE MANHATTAN PLAZA CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 2128988700 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAPITAL Z PARTNERS LP CENTRAL INDEX KEY: 0001075560 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33211 FILM NUMBER: 15846918 BUSINESS ADDRESS: STREET 1: ONE CHASE MANHATTAN PLAZA CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 2128988700 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAPITAL Z FINANCIAL SERVICES FUND II LP CENTRAL INDEX KEY: 0001075567 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33211 FILM NUMBER: 15846919 BUSINESS ADDRESS: STREET 1: ONE CHASE MANHATTAN PLAZA CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 2128988700 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAPITAL Z FINANCIAL SERVICES PRIVATE FUND II, L.P. CENTRAL INDEX KEY: 0001308745 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33211 FILM NUMBER: 15846920 BUSINESS ADDRESS: STREET 1: 54 THOMPSON ST. CITY: NEW YORK STATE: NY ZIP: 10012 BUSINESS PHONE: 212-965-2458 MAIL ADDRESS: STREET 1: 54 THOMPSON ST. CITY: NEW YORK STATE: NY ZIP: 10012 FORMER NAME: FORMER CONFORMED NAME: Capital Z Financial Services Private Fund II, L.P. DATE OF NAME CHANGE: 20041115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Capital Z Partners Management, LLC CENTRAL INDEX KEY: 0001455704 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33211 FILM NUMBER: 15846923 BUSINESS ADDRESS: STREET 1: 142 WEST 57TH STREET STREET 2: 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212 965-2328 MAIL ADDRESS: STREET 1: 142 WEST 57TH STREET STREET 2: 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Capital Z Partners III GP, Ltd. CENTRAL INDEX KEY: 0001419137 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33211 FILM NUMBER: 15846924 BUSINESS ADDRESS: STREET 1: 230 PARK AVENUE SOUTH STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 212 965-2328 MAIL ADDRESS: STREET 1: 230 PARK AVENUE SOUTH STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 FORMER NAME: FORMER CONFORMED NAME: Union Square Partners GP, Ltd. DATE OF NAME CHANGE: 20071120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Capital Z Partners III GP, L.P. CENTRAL INDEX KEY: 0001419136 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33211 FILM NUMBER: 15846921 BUSINESS ADDRESS: STREET 1: 230 PARK AVENUE SOUTH STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 212 965-2328 MAIL ADDRESS: STREET 1: 230 PARK AVENUE SOUTH STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 FORMER NAME: FORMER CONFORMED NAME: Union Square Partners GP, L.P. DATE OF NAME CHANGE: 20071120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Capital Z Partners III, L.P. CENTRAL INDEX KEY: 0001419144 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33211 FILM NUMBER: 15846922 BUSINESS ADDRESS: STREET 1: 230 PARK AVENUE SOUTH STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: 212 965-2328 MAIL ADDRESS: STREET 1: 230 PARK AVENUE SOUTH STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10003 FORMER NAME: FORMER CONFORMED NAME: Union Square Partners, L.P. DATE OF NAME CHANGE: 20071120 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2015-05-06 0001373561 NewStar Financial, Inc. NEWS 0001419137 Capital Z Partners III GP, Ltd. 142 WEST 57TH STREET NEW YORK NY 10019 0 0 1 0 0001455704 Capital Z Partners Management, LLC 142 WEST 57TH STREET NEW YORK NY 10019 0 0 1 0 0001419144 Capital Z Partners III, L.P. 142 WEST 57TH STREET NEW YORK NY 10019 0 0 1 0 0001419136 Capital Z Partners III GP, L.P. 142 WEST 57TH STREET NEW YORK NY 10019 0 0 1 0 0001308745 CAPITAL Z FINANCIAL SERVICES PRIVATE FUND II, L.P. 142 WEST 57TH STREET NEW YORK NY 10019 0 0 1 0 0001075567 CAPITAL Z FINANCIAL SERVICES FUND II LP 142 WEST 57TH STREET NEW YORK NY 10019 0 0 1 0 0001075560 CAPITAL Z PARTNERS LP 142 WEST 57TH STREET NEW YORK NY 10019 0 0 1 0 0001075558 CAPITAL Z PARTNERS LTD 142 WEST 57TH STREET NEW YORK NY 10019 0 0 1 0 Common Stock 4000000 I See notes Common Stock 2015-05-06 4 X 0 5000 6.40 A 5560779 I See notes Common Stock 2015-05-06 4 F 0 2815 11.37 D 5557964 I See notes Stock Option (right to buy) 6.40 2015-05-06 4 X 0 5000 0 D 2015-05-14 Common Stock 5000 0 D See Footnote 1 in Exhibit 99.1. See Footnote 2 in Exhibit 99.1. See Footnote 3 in Exhibit 99.1. See Footnote 4 in Exhibit 99.1. The options were fully exercisable as of May 14, 2011. See Exhibit 99.1 - Footnotes incorporated herein by reference. Capital Z Partners III GP, Ltd. is the designated filer for all the reporting persons on this Form 4. /s/ Craig Fisher, Authorized Signatory for Capital Z Partners III GP, Ltd. 2015-05-08 /s/ Craig A. Fisher, Authorized Signatory for Capital Z Partners Management, LLC 2015-05-08 /s/ Craig Fisher, Authorized Signatory for Capital Z Partners III, L.P. 2015-05-08 /s Craig Fisher, Authorized Signatory for Capital Z Partners III GP, L.P. 2015-05-08 /s/ Craig Fisher, Authorized Signatory for Capital Z Financial Services Private Fund II, L.P. 2015-05-08 /s/ Craig Fisher, Authorized Signatory for Capital Z Financial Services Fund II, L.P. 2015-05-08 /s/ Craig Fisher, Authorized Signatory for Capital Z Partners, L.P. 2015-05-08 /s/ Craig Fisher, Authorized Signatory for Capital Z Partners, Ltd. 2015-05-08 EX-99 2 ex99.htm EXHIBIT 99.1

Exhibit 99.1



Footnotes:



1.  Directly owned by Capital Z Partners III, L.P. ("Capital Z III Fund").

Capital Z Partners III GP, L.P. ("Capital Z III GP LP") is the general

partner of Capital Z III Fund.  Capital Z Partners III GP, Ltd.

("Capital Z III GP LTD") is the general partner of Capital Z III LP and

the ultimate general partner of Capital Z III Fund.  Capital Z Partners

Management, LLC ("CZPM") performs investment management services for

Capital Z III Fund.  CZPM, Capital Z III GP LP, Capital Z III LP LTD, and

Capital Z III Fund may be deemed to be part of a "group" (within the

meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as

amended (the "Exchange Act"), and incorporated by reference in Rule

16a-1 of the Exchange Act); but each individual entity described above

disclaims beneficial ownership of the securities held by any other entity

except to the extent of any indirect pecuniary interest therein (within

the meaning of Rule 16a-1 of the Exchange Act) in an indeterminate portion

of the securities beneficially owned by such other entity.



2.  Represents securities of the Issuer held directly by Capital Z

Financial Services Fund II, L.P. ("Capital Z Fund"), Capital Z Financial

Services Private Fund II, L.P. ("Capital Z Private Fund"), and CZPM.

The sole general partner of Capital Z Fund and Capital Z Private Fund is

Capital Z Partners, L.P. ("Capital Z GP LP").  The sole general partner

of Capital Z GP LP is Capital Z PaRtners, Ltd.  ("Capital Z GP LTD").

CZPM performs investment management services for Capital Z Fund and

Capital Z Private Fund.  By reason of the provisions of Rule 16a-1 of

the Exchange Act, Capital Z GP LP, Capital Z GP LTD, and CZPM may be

deemed to be the beneficial owners of the securities held by Capital Z

Fund and Capital Z Private Fund and, with respect to Capital Z GP LP, and

Capital Z GP LTD, also held by CZPM although Capital Z GP LP, Capital Z

GP LTD, and CZPM disclaim beneficial ownership of such securities,

except with respect to the securities of the Issuer held directly by

each and to the extent of any indirect pecuniary interest therein

(within the meaning of Rule 16a-1 of the Exchange Act) in an

indeterminate portion of the securities beneficially owned by

Capital Z Fund and Capital Z Private Fund.



3.  Bradley E. Cooper, a director of NewStar Financial, Inc., is a

limited partner of both Capital Z III GP LP and Capital Z GP LP,

and he is an officer and co-owner of CZPM.  Mr. Cooper disclaims

beneficial ownership of such securities except to the extent of

any indirect pecuniary interest therein.



4.  The shares were acquired by CZPM through the exercise of a stock option.