SEC Form 4 · accession 0001209191-15-069760

TIPTREE INC. · TIPT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Executive Chairman · Director · 10% Owner

Period of report

Sep 3, 2015

Accepted (ET)

Sep 8, 2015 · 2:57 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001393726

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Class A Common Stock	Sep 3, 2015	P	1,500	$5.80	A	1,440,638	D
Class A Common Stock	Sep 3, 2015	P	500	$5.75	A	1,441,138	D
Class A Common Stock	Sep 3, 2015	P	300	$5.79	A	1,441,438	D
Class A Common Stock	Sep 3, 2015	P	200	$5.78	A	1,441,638	D
Class A Common Stock	Sep 4, 2015	P	500	$5.48	A	1,442,138	D
Class A Common Stock	Sep 4, 2015	P	500	$5.49	A	1,442,638	D
Class A Common Stock	Sep 4, 2015	P	400	$5.52	A	1,443,038	D
Class A Common Stock	Sep 4, 2015	P	360	$5.54	A	1,443,398	D
Class A Common Stock	Sep 4, 2015	P	200	$5.51	A	1,443,598	D
Class A Common Stock	Sep 4, 2015	P	200	$5.50	A	1,443,798	D
Class A Common Stock^F3	Sep 4, 2015	J	1,665,798	—	A	3,109,596	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Tiptree Financial Partners, L.P. partnership unit^F4	—	Sep 4, 2015	J	595,353	D	Jul 1, 2014	—	Class A Common Stock	1,665,798	0	D

F1Purchases pursuant to a Rule 10b5-1 trading plan.
F2In accordance with the terms and conditions set forth in a Redemption Election Notice sent to limited partners of Tiptree Financial Partners, L.P. ("TFP") on May 2, 2014 as supplemented on July 18, 2014, the reporting person exchanged 595,353 limited partnership units of TFP for 1,665,798 shares of Class A common stock of the Issuer.
F3Partnership units of TFP are exchangeable for Class A common stock at a rate of one partnership unit of TFP for 2.798 shares of Class A common stock of the Issuer.
F4Pursuant to the limited liability company agreement of Tiptree Operating Company, LLC ("Operating Company"), from and after July 1, 2014, Tiptree Financial Partners, L.P. ("TFP") will have the right to redeem common units of Operating Company held by TFP for an equal number of shares of Class A common stock of the issuer (and an equal number of shares of Class B common stock of Tiptree held by TFP will be canceled). On the terms and conditions set forth in a Redemption Election Notice sent to limited partners of TFP on May 2, 2014, TFP is allowing limited partners of TFP to direct TFP to redeem membership units of Operating Company held by TFP, to occur simultaneously with the redemption by the limited partner of partnership units that indirectly represent the beneficial ownership of the number of shares of Class A common stock to be redeemed upon the redemption by TFP of membership units.