|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| |||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
PBRA (CAYMAN) Co C/O PINE BROOK ROAD PARTNERS LLC 60 EAST 42ND STREET, 50TH FLOOR NEW YORK, NY 10165 |
X | See Remarks | ||
Pine Brook Road Advisors, LP C/O PINE BROOK ROAD PARTNERS LLC 60 EAST 42ND STREET, 50TH FLOOR NEW YORK, NY 10165 |
X | See Remarks | ||
PBRA, LLC C/O PINE BROOK ROAD PARTNERS LLC 60 EAST 42ND STREET, 50TH FLOOR NEW YORK, NY 10165 |
X | See Remarks | ||
NEWMAN HOWARD H C/O PINE BROOK ROAD PARTNERS LLC 60 EAST 42ND STREET, 50TH FLOOR NEW YORK, NY 10165 |
X | See Remarks |
PBRA (CAYMAN) COMPANY, By: /s/ Robert Jackowitz, Director | 03/13/2015 | |
**Signature of Reporting Person | Date | |
PINE BROOK ROAD ADVISORS, LP By: /s/ Robert Jackowitz, Chief Compliance Officer | 03/13/2015 | |
**Signature of Reporting Person | Date | |
PBRA, LLC By: /s/ Robert Jackowitz, Executive Vice President | 03/13/2015 | |
**Signature of Reporting Person | Date | |
HOWARD H. NEWMAN By: /s/ Robert Jackowitz, Attorney-in-Fact | 03/13/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents a pro-rata, in-kind liquidating distribution of Common Shares from Pine Brook Essent Co-Invest, L.P., a Cayman Islands exempted limited partnership, ("Essent Co-Invest"), to its limited partners, without receipt of consideration. PRBA (Cayman) Company, a Cayman Islands exempted company, ("PRBA") is the general partner of Essent Co-Invest. |
(2) | Represents Common Shares held directly by Essent Intermediate, L.P., a Cayman Islands exempted limited partnership, ("Essent Intermediate" and, together with Essent Co-Invest, the "PB Entities"). PRBA is the general partner of Essent Intermediate. |
(3) | Pine Brook Road Advisors, LP, a Delaware limited partnership, ("Advisors") serves as investment manager to each of the PB Entities. PBRA, LLC, a Delaware limited liability company, serves as general partner of Advisors. Howard H. Newman, a U.S. citizen, ("Mr. Newman") is the sole member of PBRA, LLC. In such capacities, each of PBRA, Advisors, PBRA, LLC and Mr. Newman may be deemed to indirectly beneficially own shares held by the PB Entities and disclaims beneficial ownership of all such shares except to the extent of any indirect pecuniary interest therein. |
Remarks: Exhibit 99.1 - Power of Attorney (incorporated by reference to Exhibit 2 to the Schedule 13D/A filed by PRBA (Cayman) Company on March 13, 2015). Solely for purposes of Section 16 of the Exchange Act, the PB Entities, and each of PBRA, Advisors, PBRA, LLC and Mr. Newman by virtue of its or his control of the PB Entities, may be deemed to be directors-by-deputization by virtue of the PB Entities' contractual right to designate a member of the board of directors of the issuer. William Spiegel and Robert Glanville, each a director of PRBA, are members of the issuer's board of directors. |