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