3//SEC Filing
GPC Partners Investments (Thames) LP 3
Accession 0000899243-23-001740
CIK 0001620459other
Filed
Jan 12, 7:00 PM ET
Accepted
Jan 13, 4:15 PM ET
Size
12.1 KB
Accession
0000899243-23-001740
Insider Transaction Report
Form 3
Gallatin Point Capital LLC
Director
Holdings
- (indirect: By GPC Partners Investments (Thames) LP)
Series A Perpetual Cumulative Convertible Preferred Shares
Exercise: $26.59→ Common Shares (5,640,158 underlying)
Sachs Lewis A
Director
Holdings
- (indirect: By GPC Partners Investments (Thames) LP)
Series A Perpetual Cumulative Convertible Preferred Shares
Exercise: $26.59→ Common Shares (5,640,158 underlying)
Holdings
- (indirect: By GPC Partners Investments (Thames) LP)
Series A Perpetual Cumulative Convertible Preferred Shares
Exercise: $26.59→ Common Shares (5,640,158 underlying)
GPC Partners II GP LLC
Director
Holdings
- (indirect: By GPC Partners Investments (Thames) LP)
Series A Perpetual Cumulative Convertible Preferred Shares
Exercise: $26.59→ Common Shares (5,640,158 underlying)
Footnotes (3)
- [F1]Represents 150,000 Series A Perpetual Cumulative Convertible Preferred Shares (the "Series A Preferred Shares") held directly by GPC Partners Investments (Thames) LP ("GPC Thames"). The Series A Preferred Shares are convertible at any time at the option of the holder at an initial conversion price of $26.5950 into the number of Common Shares shown in column 3, subject to adjustments as set forth in the Certificate of Designations of the Series A Preferred Shares. The Series A Preferred Shares have no expiration date.
- [F2]Pursuant to the Issuer's organizational documents, in no event may the Series A Preferred Shares held directly or indirectly by the Reporting Persons, together with any Common Shares received on conversion of Series A Preferred Shares or as Dividends with respect to such Series A Preferred Shares, be entitled to vote in excess of 9.9% of the aggregate voting power of the then-outstanding Common Shares on an as converted basis or of the outstanding voting securities of the Company.
- [F3]The shares are held directly by GPC Thames. GPC Partners II GP LLC ("GPC II GP") is the general partner of GPC Thames, and Gallatin Point Capital LLC ("Gallatin Point") is the managing member of GPC II GP. Matthew B. Botein and Lewis A. (Lee) Sachs jointly control Gallatin Point through multiple intermediate entities, and may be deemed to share voting and investment discretion with respect to the securities held directly by GPC Thames. Each Reporting Person disclaims beneficial ownership of the shares reported herein except to the extent of his or its pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission that any Reporting Person is a beneficial owner of the securities reported in this filing for purposes of Section 16 of the Securities Exchange Act of 1934 (the "Exchange Act").
Documents
Issuer
James River Group Holdings, Ltd.
CIK 0001620459
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001922983
Filing Metadata
- Form type
- 3
- Filed
- Jan 12, 7:00 PM ET
- Accepted
- Jan 13, 4:15 PM ET
- Size
- 12.1 KB