0001628280-18-004210.txt : 20180412 0001628280-18-004210.hdr.sgml : 20180412 20180412155957 ACCESSION NUMBER: 0001628280-18-004210 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180410 FILED AS OF DATE: 20180412 DATE AS OF CHANGE: 20180412 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Inayatullah Arif CENTRAL INDEX KEY: 0001499674 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33549 FILM NUMBER: 18752117 MAIL ADDRESS: STREET 1: TRICADIA CAPITAL STREET 2: 780 THIRD AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TIPTREE INC. CENTRAL INDEX KEY: 0001393726 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 383754322 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-446-1410 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 21ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: TIPTREE FINANCIAL INC. DATE OF NAME CHANGE: 20130701 FORMER COMPANY: FORMER CONFORMED NAME: Care Investment Trust Inc. DATE OF NAME CHANGE: 20070320 4 1 wf-form4_152356315557389.xml FORM 4 X0306 4 2018-04-10 0 0001393726 TIPTREE INC. TIPT 0001499674 Inayatullah Arif C/O TRICADIA HOLDINGS, L.P. 780 THIRD AVE, 29TH FLOOR NEW YORK NY 10017 0 0 1 0 Class A Common Stock 2018-04-10 4 J 0 1724556 A 2940662 D Tiptree Financial Partners, L.P. partnership unit 2018-04-10 4 J 0 616353 D 2014-07-01 Class A Common Stock 1724556.0 0 D Tiptree Financial Partners, L.P. partnership unit warrant 7.59 2018-04-10 4 J 0 143662 D 2014-07-01 2022-06-30 Class A Common Stock 401854.0 0 D Tiptree Inc. warrant 2018 11.33 2018-04-10 4 J 0 26137 A 2018-04-10 2018-09-30 Class A Common Stock 26137.0 26137 D Tiptree Inc. warrant 2022 7.59 2018-04-10 4 J 0 401854 A 2018-04-10 2022-06-30 Class A Common Stock 401854.0 401854 D On 4/10/18, Tiptree Inc. ("Tiptree") merged with its subsidiary, Tiptree Financial Partners, L.P. ("TFP") with Tiptree as the surviving company (the "Merger"). Prior to the Merger, Tiptree owned 84% of TFP with the remainder owned by limited partners, one of whom was Mr. Inayatullah. In the Merger, each limited partner of TFP received for its TFP units (the "LP Units"), (i) the number of Tiptree Class A common stock ("Tiptree Shares") that they were entitled to exchange into using the existing rate of 2.798 Tiptree Shares per LP Unit (ii) a warrant, expiring 9/30/18, to purchase Tiptree Shares ("2018 Warrant") and (iii) warrants to acquire Tiptree Shares on the same economic terms as their existing warrants to acquire LP Units ("2022 Warrant"). Mr. Inayatullah received (i) 1,724,556 Tiptree Shares for his 616,353 LP Units; (ii) the 2018 Warrant exercisable to acquire 26,137 Tiptree Shares; and (iii) the 2022 Warrant exercisable to acquire 401,854 Tiptree Shares. From and after July 1, 2014, the limited partners of TFP have the ability to exchange TFP partnership units for Tiptree Class A common stock at a rate of 2.798 shares of Class A common stock per partnership unit. In connection with the Reorganization Merger, the original warrant, expiring on September 30, 2018, held by TFP to acquire up to 652,500 Tiptree Shares at an exercise price of $11.33 per share was canceled and converted into the right to receive a pro-rata portion of the 2018 Warrant. Mr. Inayatullah may acquire 26,137 Tiptree Shares pursuant to the terms of the 2018 Warrant. /s/ Neil C. Rifkind, as Attorney-in-fact for Arif Inayatullah 2018-04-12