SEC Form 4 · accession 0001209191-15-043634
Global Indemnity Group, LLC · GBLI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Saul A Fox
Director · 10% Owner
Period of report
May 15, 2015
Accepted (ET)
May 18, 2015 · 1:20 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001494904
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Ordinary SharesF1,F2,F3,F4,F5,F6,F7,F8,F9,F10,F11,F12,F13 | May 15, 2015 | J | 1,419 | — | A | 734,011 | I | See Footnote |
| Class A Ordinary SharesF1,F7 | May 15, 2015 | J | 1,419 | — | A | 33,788 | I | See Footnote |
| Class A Ordinary SharesF3 | holding | — | — | — | 537,748 | I | See Footnote | |
| Class A Ordinary SharesF4 | holding | — | — | — | 2,952,558 | I | See Footnote | |
| Class A Ordinary SharesF5 | holding | — | — | — | 129,678 | I | See Footnote | |
| Class A Ordinary SharesF6 | holding | — | — | — | 101,364 | I | See Footnote | |
| Class A Ordinary SharesF8 | holding | — | — | — | 6,424 | I | See Footnote | |
| Class A Ordinary SharesF9 | holding | — | — | — | 6,424 | I | See Footnote | |
| Class A Ordinary SharesF10 | holding | — | — | — | 675 | I | See Footnote | |
| Class A Ordinary SharesF11 | holding | — | — | — | 338 | I | See Footnote | |
| Class A Ordinary SharesF12 | holding | — | — | — | 1,927 | I | See Footnote | |
| Class A Ordinary SharesF13 | holding | — | — | — | 267,702 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Ordinary SharesF1,F2,F3,F4,F5,F6,F7,F8,F9,F10,F11,F12,F15,F14 | — | May 15, 2015 | J | 4,639 | A | — | — | Class A Ordinary Shares | 4,639 | 12,061,370 | I |
| Class B Ordinary SharesF1,F7,F14 | — | May 15, 2015 | J | 4,639 | A | — | — | Class A Ordinary Shares | 4,639 | 110,425 | I |
| Class B Ordinary SharesF3,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 5,447,025 | 5,447,025 | I |
| Class B Ordinary SharesF4,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 5,694,731 | 5,694,731 | I |
| Class B Ordinary SharesF5,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 423,812 | 423,812 | I |
| Class B Ordinary SharesF6,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 331,276 | 331,276 | I |
| Class B Ordinary SharesF8,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 20,995 | 20,995 | I |
| Class B Ordinary SharesF9,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 20,995 | 20,995 | I |
| Class B Ordinary SharesF10,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 2,208 | 2,208 | I |
| Class B Ordinary SharesF11,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 1,104 | 1,104 | I |
| Class B Ordinary SharesF12,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 6,299 | 6,299 | I |
| Class B Ordinary SharesF15,F14 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 2,500 | 2,500 | I |
Explanation of responses
- F1On May 15, 2015, Mercury Assets Delaware LLC acquired approximately 4.20% limited partnership interest in U. N. Co-Investment Fund III (Cayman), L. P. not previously owned by Mr. Fox for an aggregate purchase price of $124,151. See footnote 2 for more information regarding Mercury Assets Delaware LLC.
- F10Shares owned by U.N. Co-Investment Fund VI (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment Fund VI (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U.N. Co-Investment Fund VI (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
- F11Shares owned by U.N. Co-Investment Fund VIII (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment Fund VIII (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U.N. Co-Investment Fund VIII (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
- F12Shares owned by U.N. Co-Investment Fund IX (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment Fund IX (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U.N. Co-Investment Fund IX (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
- F13Shares owned by Fox Paine & Company, LLC. Mr. Fox is the Chief Executive Officer of Fox Paine and company, LLC. Mr. Fox disclaims beneficial ownership fo the A Ordinary Shares owned by Fox Paine and Company, LLC except to the extent of his indirect pecuniary interest therein.
- F14Each B Ordinary Share is convertible into one A Ordinary Share.
- F15Shares owned by U.N. Co-Investment Fund VII (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment fund VII (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the B Ordinary Shares owned by U.N. Co-Investment Fund VII (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
- F2The sole member of Mercury Assets Delaware LLC is Benjerome Trust. Mr. Fox is the sole trustee of the Benjerome Trust. Mr. Fox discliams beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by Mercury Assets Delaware LLC except to the extent of his indirect pecuniary interest therein.
- F3Shares owned by U.N. Holdings (Cayman), Ltd. Mr. Fox is a director of U.N. Holdings (Cayman), Ltd. A majority of the outstanding share capital of U.N. Holdings (Cayman), Ltd. is held by Fox Paine Capital Fund II International, L.P. ("Fund II"). The sole managing general partner of Fund II is FP International LPH, L.P. The sole general partner of FP International LPH, L.P. is Fox Paine International GP, Ltd. ("GPLTD"). As a result, GPLTD may be deemed to control the A Ordinary Shares owned by U.N. Holdings (Cayman), Ltd. Mr. Fox is a director of GPLTD. Mr. Fox disclisms beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U. N. Holdings (Cayman) Ltd. Except to the extent of his indirect pecuniary interest therein.
- F4Shares owned by U.N. Holdings (Cayman) II, Ltd. Mr. Fox is a director of U.N. Holdings (Cayman), Ltd. A majority of the outstanding share capital of U.N. Holdings (Cayman) II, Ltd. is held by Fund II. The sole managing general partner of Fund II is FP International LPH, L.P. The sole general partner of FP International LPH, L.P. is GPLTD. As a result, GPLTD may be deemed to control the A Ordinary Shares owned by U.N. Holdings (Cayman) II, Ltd. Mr. Fox is a director of GPLTD. Mr. Fox disclaims beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U.N. Holdings (Cayman) II, Ltd. except to the extent of his indirect pecuniary interest therein.
- F5Shares owned by U.N. Co-Investment Fund I (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment Fund I (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the Class A Common Shares and B Ordinary Shares owned by U.N. Co-Investment Fund I (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
- F6Shares owned by U.N. Co-Investment Fund II (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment Fund II (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U.N. Co-Investment Fund II (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
- F7Shares owned by U.N. Co-Investment Fund III (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment Fund III (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U.N. Co-Investment Fund III (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
- F8Shares owned by U.N. Co-Investment Fund IV (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment Fund IV (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U.N. Co-Investment Fund IV (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
- F9Shares owned by U.N. Co-Investment Fund V (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd., which is the general partner of U.N. Co-Investment Fund V (Cayman), L.P. Mr. Fox disclaims beneficial ownership of the A Ordinary Shares and B Ordinary Shares owned by U.N. Co-Investment Fund II (Cayman), L.P. except to the extent of his indirect pecuniary interest therein.
Remarks
See attached footnotes page.