Home/Filings/4/0000930413-12-006449
4//SEC Filing

JAMES E DANIEL 4

Accession 0000930413-12-006449

CIK 0001347815other

Filed

Nov 29, 7:00 PM ET

Accepted

Nov 30, 9:25 PM ET

Size

7.3 KB

Accession

0000930413-12-006449

Insider Transaction Report

Form 4
Period: 2012-11-30
Transactions
  • Disposition to Issuer

    Restricted Share Units

    2012-11-3056,7210 total(indirect: By Trilantic Capital Partners)
    Exercise: $0.00Common Shares (56,721 underlying)
Footnotes (4)
  • [F1]Each Restricted Share Unit ("RSU") represents the right to receive, without payment to the Company, one newly issued, fully paid and non-assessable common share of the Company, subject to the terms and conditions of the RSU Plan and grant certificate evidencing each grant. In the discretion of the Compensation Committee, upon exercise, the RSU grant may alternatively be paid in cash, or partly in cash and partly in common shares.
  • [F2]The RSUs, which were 100% vested on the date of grant, were converted pursuant to the Agreement and Plan of Merger, dated as of August 30, 2012 by and among the Company, Flagstone Reinsurance Holdings (Bermuda) Limited, Validus Holdings, Ltd. ("Validus") and Validus UPS, Ltd. (the "Merger Agreement") into the right to receive, for each RSU, (A) a cash payment of $2.00 plus the amount of cumulative dividends declared by the Company with respect to the common shares underlying such RSUs through the date on which the mergers contemplated by the Merger Agreement were consummated and (b) 0.1935 common shares of Validus (as of November 29, 2012, the closing price of common shares of Validus was $34.87 per share).
  • [F3]The RSUs had no expiry date.
  • [F4]The Reporting Person is a Partner and Head of North America of Trilantic Capital Partners. As part of his compensation for serving as a director of the Company, the Reporting Person has received RSUs. Under the terms of his employment with Trilantic Capital Partners, he is required to surrender to Trilantic Capital Partners any compensation (including RSUs) received in his capacity as a director of the Company. The Reporting Person disclaims beneficial ownership of all RSUs granted to him.

Issuer

Flagstone Reinsurance Holdings, S.A.

CIK 0001347815

Entity typeother

Related Parties

1
  • filerCIK 0001241077

Filing Metadata

Form type
4
Filed
Nov 29, 7:00 PM ET
Accepted
Nov 30, 9:25 PM ET
Size
7.3 KB