0001209191-20-043394.txt : 20200722 0001209191-20-043394.hdr.sgml : 20200722 20200722191425 ACCESSION NUMBER: 0001209191-20-043394 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200720 FILED AS OF DATE: 20200722 DATE AS OF CHANGE: 20200722 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Altaris Partners, LLC CENTRAL INDEX KEY: 0001777236 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042442 BUSINESS ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-931-0250 MAIL ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AHP-TH LLC CENTRAL INDEX KEY: 0001818311 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042443 BUSINESS ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-931-0250 MAIL ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AHP-BHC LLC CENTRAL INDEX KEY: 0001818327 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042444 BUSINESS ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-931-0250 MAIL ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ACP-TH LLC CENTRAL INDEX KEY: 0001818325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042445 BUSINESS ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-931-0250 MAIL ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ACP-BHC LLC CENTRAL INDEX KEY: 0001818198 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042446 BUSINESS ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-931-0250 MAIL ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AHP III GP, L.P. CENTRAL INDEX KEY: 0001818340 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042447 BUSINESS ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-931-0250 MAIL ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Altaris Constellation Partners, L.P. CENTRAL INDEX KEY: 0001678582 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042448 BUSINESS ADDRESS: STREET 1: 600 LEXINGTON AVENUE STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 931-0250 MAIL ADDRESS: STREET 1: 600 LEXINGTON AVENUE STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AHP Constellation GP, L.P. CENTRAL INDEX KEY: 0001818209 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042449 BUSINESS ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-931-0250 MAIL ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Aitken-Davies George CENTRAL INDEX KEY: 0001777239 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042450 MAIL ADDRESS: STREET 1: 10 EAST 53RD STREET STREET 2: 31ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Altaris Health Partners III, L.P. CENTRAL INDEX KEY: 0001576010 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39392 FILM NUMBER: 201042451 BUSINESS ADDRESS: STREET 1: 600 LEXINGTON AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-931-0250 MAIL ADDRESS: STREET 1: 600 LEXINGTON AVENUE, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Trean Insurance Group, Inc. CENTRAL INDEX KEY: 0001801754 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 844512647 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 150 LAKE STREET WEST CITY: WAYZATA STATE: MN ZIP: 55391 BUSINESS PHONE: (952) 974-2222 MAIL ADDRESS: STREET 1: 150 LAKE STREET WEST CITY: WAYZATA STATE: MN ZIP: 55391 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-07-20 0 0001801754 Trean Insurance Group, Inc. TIG 0001777236 Altaris Partners, LLC 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001818311 AHP-TH LLC 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001818327 AHP-BHC LLC 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001818325 ACP-TH LLC 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001818198 ACP-BHC LLC 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001818340 AHP III GP, L.P. 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001678582 Altaris Constellation Partners, L.P. 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001818209 AHP Constellation GP, L.P. 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001777239 Aitken-Davies George 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 0001576010 Altaris Health Partners III, L.P. 10 EAST 53RD STREET, 31ST FLOOR NEW YORK NY 10022 1 0 1 0 Common Stock, par value $0.01 per share 2020-07-20 4 S 0 18 13.95 D 329 I See footnotes Common Stock, par value $0.01 per share 2020-07-20 4 S 0 1285669 13.95 D 23854902 I See footnotes Common Stock, par value $0.01 per share 2020-07-20 4 S 0 4 13.95 D 76 I See footnotes Common Stock, par value $0.01 per share 2020-07-20 4 S 0 294591 13.95 D 5465970 I See footnotes Common Stock, par value $0.01 per share 2020-07-22 4 S 0 12 13.95 D 317 I See footnotes Common Stock, par value $0.01 per share 2020-07-22 4 S 0 851693 13.95 D 23003209 I See footnotes Common Stock, par value $0.01 per share 2020-07-22 4 S 0 3 13.95 D 73 I See footnotes Common Stock, par value $0.01 per share 2020-07-22 4 S 0 195152 13.95 D 5270818 I See footnotes Pursuant to an underwriting agreement, dated July 15, 2020 (the "Underwriting Agreement"), and in connection with the registered public offering of shares of common stock of the Issuer, pursuant to the final prospectus supplement dated July 15, 2020, which sale was completed on July 20, 2020, the underwriters purchased, and each of AHP-TH LLC, AHP-BHC LLC, ACP-TH LLC and ACP-BHC LLC, as selling stockholders (collectively, the "Selling Stockholders"), sold, an aggregate of 1,580,282 shares of common stock of the Issuer. The securities are held of record by AHP-TH LLC. Altaris Health Partners III, L.P. is the sole owner of each of AHP-TH LLC and AHP-BHC LLC, and may be deemed to beneficially own the shares of common stock of the Issuer owned by each of AHP-TH LLC and AHP-BHC LLC. AHP III GP, L.P. is the general partner of Altaris Health Partners III, L.P., and may be deemed to beneficially own the shares of common stock of the Issuer beneficially owned by Altaris Health Partners III, L.P. Altaris Partners, LLC is the general partner of AHP III GP, L.P., and may be deemed to beneficially own the shares of common stock of the Issuer beneficially owned by AHP III GP, L.P. George Aitken-Davies and Daniel Tully are the Managers of Altaris Partners, LLC. Each of Mr. Aitken-Davies and Mr. Tully is in a position directly and indirectly to determine the investment and voting decisions made by Altaris Partners, LLC and the affiliated entities listed above. Mr. Aitken-Davies and Mr. Tully may each be deemed to have voting and investment power with respect to all shares of common stock of the Issuer held beneficially by Altaris Partners, LLC through the reporting persons described in these footnotes. Each reporting person disclaims beneficial ownership of all shares of common stock of the Issuer except to the extent of his or its pecuniary interest therein. The securities are held of record by AHP-BHC LLC. The securities are held of record by ACP-TH LLC. Altaris Constellation Partners, L.P. is the sole owner of each of ACP-TH LLC and ACP-BHC LLC, and may be deemed to beneficially own the shares of common stock of the Issuer owned by each of ACP-TH LLC and ACP-BHC LLC. AHP Constellation GP, L.P. is the general partner of Altaris Constellation Partners, L.P., and may be deemed to beneficially own the shares of common stock of the Issuer beneficially owned by Altaris Constellation Partners, L.P. Altaris Partners, LLC is the general partner of AHP Constellation GP, L.P., and may be deemed to beneficially own the shares of common stock of the Issuer beneficially owned by AHP Constellation GP, L.P. The securities are held of record by ACP-BHC LLC. The underwriters' purchase of additional shares of common stock from the Selling Stockholders pursuant to the underwriters' over-allotment option under the Underwriting Agreement closed on July 22, 2020. This Form 4 is filed by more than one reporting person and is a joint filing with the Form 4 filed by Daniel Tully on July 22, 2020 and relates to the same holdings. Each of the reporting persons on this Form 4 may be deemed a director by deputization as a result of Mr. Daniel Tully serving on the board of directors of the Issuer, and as a result of the reporting persons on this Form 4 having the right to nominate directors to the board of the Issuer pursuant to a Director Nomination Agreement. This filing shall not be deemed an admission by any reporting person on this Form 4 that such person is a director by deputization. ALTARIS PARTNERS, LLC, By: /s/ Jason Zgliniec, power of attorney 2020-07-22 AHP-TH LLC, By: /s/ Jason Zgliniec, power of attorney 2020-07-22 AHP-BHC LLC, By: /s/ Jason Zgliniec, power of attorney 2020-07-22 ACP-TH LLC, By: /s/ Jason Zgliniec, power of attorney 2020-07-22 ACP-BHC LLC, By: /s/ Jason Zgliniec, power of attorney 2020-07-22 AHP III GP, L.P., By: Altaris Partners, LLC, its general partner, By: /s/ Jason Zgliniec, power of attorney 2020-07-22 ALTARIS CONSTELLATION PARTNERS L.P., By: AHP Constellation GP, L.P., its general partner, By: /s/ Jason Zgliniec, power of attorney 2020-07-22 AHP CONSTELLATION GP, L.P., By: Altaris Partners, LLC, its general partner, By: /s/ Jason Zgliniec, power of attorney 2020-07-22 /s/ Jason Zgliniec, power of attorney for George Aitken-Davies 2020-07-22 ALTARIS HEALTH PARTNERS III, L.P., By: AHP III GP L.P., its general partner, By: /s/ Jason Zgliniec, power of attorney 2020-07-22