-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HNrSRIGuonVZcki/ifKxdTTopGbKjdNJr4YdDq6NTXs8wi8z1lvT/7FJG3KqdcWC gnMbw4z8d4sDW6Sd6dp5Fw== 0001179110-10-018034.txt : 20101222 0001179110-10-018034.hdr.sgml : 20101222 20101222134437 ACCESSION NUMBER: 0001179110-10-018034 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101222 FILED AS OF DATE: 20101222 DATE AS OF CHANGE: 20101222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EVANS BRUCE R CENTRAL INDEX KEY: 0001018062 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268047 MAIL ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Fortegra Financial Corp CENTRAL INDEX KEY: 0001495925 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 581461399 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 WEST BAY STREET CITY: JACKSONVILLE STATE: FL ZIP: 32202 BUSINESS PHONE: 800-888-2738 MAIL ADDRESS: STREET 1: 100 WEST BAY STREET CITY: JACKSONVILLE STATE: FL ZIP: 32202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SUMMIT PARTNERS L P CENTRAL INDEX KEY: 0000830588 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268048 BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6178241094 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MANNION MARTIN J CENTRAL INDEX KEY: 0001018067 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268041 MAIL ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SUMMIT PARTNERS VI GP LLC CENTRAL INDEX KEY: 0001258825 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268042 BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6178241094 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SUMMIT PARTNERS VI GP LP CENTRAL INDEX KEY: 0001258826 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268043 BUSINESS ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6178241094 MAIL ADDRESS: STREET 1: 222 BERKELEY STREET STREET 2: 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Summit Partners PE VII, L.P. CENTRAL INDEX KEY: 0001486418 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268040 BUSINESS ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 824-1000 MAIL ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Summit Partners PE VII, LLC CENTRAL INDEX KEY: 0001486419 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268046 BUSINESS ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 824-1000 MAIL ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Summit Partners SD III, L.P. CENTRAL INDEX KEY: 0001486442 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268045 BUSINESS ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 824-1000 MAIL ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Summit Partners SD III, LLC CENTRAL INDEX KEY: 0001486443 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35009 FILM NUMBER: 101268044 BUSINESS ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617 824-1000 MAIL ADDRESS: STREET 1: C/O SUMMIT PARTNERS STREET 2: 222 BERKELEY STREET, 18TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 4 1 edgar.xml FORM 4 - X0303 4 2010-12-22 0 0001495925 Fortegra Financial Corp FRF 0000830588 SUMMIT PARTNERS L P 222 BERKELEY STREET 18TH FLOOR BOSTON MA 02116 0 0 0 1 Manager of GP of 10% Owner 0001018062 EVANS BRUCE R C/O SUMMIT PARTNERS 222 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 0 1 Manager of GP of 10% owner 0001018067 MANNION MARTIN J C/O SUMMIT PARTNERS 222 BERKELEY STREET, 18TH FLOOR BOSTON MA 02116 0 0 0 1 Manager of GP of 10% owner 0001486418 Summit Partners PE VII, L.P. 222 BERKELEY STREET 18TH FLOOR BOSTON MA 02116 0 0 0 1 Other (GP of 10% Owner) 0001486419 Summit Partners PE VII, LLC 222 BERKELEY STREET 18TH FLOOR BOSTON MA 02116 0 0 0 1 Other (Indirect GP of 10% Owne 0001486442 Summit Partners SD III, L.P. 222 BERKELEY STREET 18TH FLOOR BOSTON MA 02116 0 0 0 1 Other (GP of 10% Owner) 0001486443 Summit Partners SD III, LLC 222 BERKELEY STREET 18TH FLOOR BOSTON MA 02116 0 0 0 1 Other (Indirect GP of 10% Owne 0001258826 SUMMIT PARTNERS VI GP LP 222 BERKELEY STREET 18TH FLOOR BOSTON MA 02116 0 0 0 1 GP of 10% Owner 0001258825 SUMMIT PARTNERS VI GP LLC 222 BERKELEY STREET 18TH FLOOR BOSTON MA 02116 0 0 0 1 Indirect GP of 10% Owner Common Stock 2010-12-22 4 C 0 13987447 A 13987447 I See remarks. Common Stock 2010-12-22 4 S 0 1548675 10.23 D 12438772 I See remarks. Class A Common Stock, par value $0.01 per share 2010-12-22 4 C 0 2664275 0 D Common Stock 13987447 0 I See remarks Represents shares sold by the following Entities: 894,669 sold by Summit Partners Private Equity Fund VII-A, L.P., 537,352 sold by Summit Partners Private Equity Fund VII-B, L.P., 73,670 sold by Summit Subordinated Debt Fund III-A, L.P., 38,377 sold by Summit Subordinated Debt Fund III-B, L.P., 4,607 shares sold by Summit Investors VI, L.P. Represents shares held by the following Entities: 7,185,781 in the name of Summit Partners Private Equity Fund VII-A, L.P.; 4,315,949 in the name of Summit Partners Private Equity Fund VII-B, L.P.; 591,713 in the name of Summit Subordinated Debt Fund III-A, L.P.; 308,237 in the name of Summit Subordinated Debt Fund III-B, L.P.; 37,002 in the name of Summit Investors VI, L.P. Represents shares acquired by the Entites upon conversion of the Class A Common Stock: 8,080,540 in the name of Summit Partners Private Equity Fund VII-A, L.P., 4,853,301 in the name of Summit Partners Private Equity Fund VII-B, L.P., 665,383 in the name of Summit Subordinated Debt Fund III-A, L.P., 346,614 in the name of Summit Subordinated Debt Fund III-B, L.P., and 41,609 in the name of Summit Investors VI, L.P. The Class A Common Stock converted into Common Stock of Fortegra Financial Corporation on a 1 for 5.25 basis and had no expiration date. The entities mentioned in Footnotes 1 through 3 are collectively referred to as the "Summit Entities." Summit Partners, L.P. is (i) the managing member of Summit Partners VI (GP),LLC, which is the general partner of Summit Partners VI (GP), L.P., which is the general partner of Summit Investors VI, L.P.; (ii)the managing member of Summit Partners Subordinated Debt III, LLC, which is the general partner of Subordinated Debt III, L.P., which is the general partner of Summit Subordinated Debt III-A Fund, L.P. and Summit Subordinated Debt III-B Fund, L.P.; (iii) the managing member of Summit Partners PE VII, LLC, which is the general partner of Summit Partners PE VII, L.P., which is the general partner of Summit Partners Private Equity Fund VII-A, L.P. and Summit Partners Private Equity Fund VII-B, L.P. Summit Partners, L.P., through a two-person investment committee currently composed of Martin J. Mannion and Bruce R. Evans, has voting and dispositive authority over the shares held by th e Summit Entities, and therefore may beneficially own such shares. Mr. Mannion and Mr. Evans, as members of the two-person investment committee, have voting and dispositive authority over the shares held by the Summit Entities, and therefore may beneficially own the shares. Each of the Summit Entities, Mr. Mannion and Mr. Evans disclaim beneficial ownership of the shares, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the shares for the purposes of Section 16 of for any other purpose, except, in each case, to the extent of such Reporting Person's pecuniary interest therein. Summit Partners, L.P., by Summit Master Company, LLC, Its General Partner, by Robin W. Devereux, Power of Attorney for Joseph F. Trustey, Member 2010-12-22 Robin W. Devereux, Power of Attorney for Bruce R. Evans 2010-12-22 Robin W. Devereux, Power of Attorney for Martin J. Mannion 2010-12-22 Summit Partners PE VII, L.P., its GP, by Summit Partners PE VII, LLC, its GP, by Summit Partners, L.P., its GP, by Summit Master Company, LLC, its GP, by Robin W. Devereux, POA for Joseph Trustey, Member 2010-12-22 Summit Partners PE VII, LLC, its GP, by Summit Partners, L.P., its GP, by Summit Master Company, LLC, its GP, by Robin W. Devereux, POA for Joseph Trustey, Member 2010-12-22 Summit Partners Subordinated Debt III, L.P., its GP, by Summit Partners Subordinated Debt III, LLC, its GP, by Summit Partners, L.P., its GP, by Summit Master Company, LLC, its GP, by Robin W. Devereux, POA for Joseph F. Trustey, Member 2010-12-22 Summit Partners Subordinated Debt III, LLC, its GP, by Summit Partners, L.P., its GP, by Summit Master Company, LLC, its GP, by Robin W. Devereux, POA for Joseph F. Trustey, Member 2010-12-22 Summit Partners VI (GP), L.P., by Summit Partners VI (GP), LLC, its General Partner, by Summit Partners L.P., its General Partner, by Summit Master Company, LLC, its General Partner, by Robin W. Devereux, Power of Attorney for Joseph F. Trustey, Member 2010-12-22 Summit Partners VI (GP), LLC, by Summit Partners, L.P., its General Partner, by Summit Master Company, LLC, its General Partner, by Robin W. Devereux, Power of Attorney for Joseph F. Trustey, Member 2010-12-22 -----END PRIVACY-ENHANCED MESSAGE-----