SEC Form 4 · accession 0001209191-16-139121
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
Aug 26, 2016
Accepted (ET)
Aug 30, 2016 · 4:07 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 | Aug 26, 2016 | J | 71 | — | A | 748,783 | I | See Footnote |
| Class A Ordinary SharesF1,F3 | Aug 26, 2016 | J | 11 | — | A | 2,689 | I | See Footnote |
| Class A Ordinary SharesF1,F4 | Aug 26, 2016 | J | 60 | — | A | 14,763 | I | See Footnote |
| Class A Ordinary SharesF5 | holding | — | — | — | 16,138 | I | See Footnote | |
| Class A Ordinary SharesF6 | holding | — | — | — | 6,424 | I | See Footnote | |
| Class A Ordinary SharesF7 | holding | — | — | — | 675 | I | See Footnote | |
| Class A Ordinary SharesF8 | holding | — | — | — | 338 | I | See Footnote | |
| Class A Ordinary SharesF9 | 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,F11,F12,F10 | — | Aug 26, 2016 | J | 15,973 | A | — | — | Class A Ordinary Shares | 15,973 | 4,133,366 | I |
| Class B Ordinary SharesF1,F3,F10 | — | Aug 26, 2016 | J | 7,864 | A | — | — | Class A Ordinary Shares | 7,864 | 1,965,885 | I |
| Class B Ordinary SharesF1,F4,F10 | — | Aug 26, 2016 | J | 8,109 | A | — | — | Class A Ordinary Shares | 8,109 | 2,027,171 | I |
| Class B Ordinary SharesF6,F10 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 20,995 | 20,995 | I |
| Class B Ordinary SharesF7,F10 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 2,208 | 2,208 | I |
| Class B Ordinary SharesF8,F10 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 1,104 | 1,104 | I |
| Class B Ordinary SharesF11,F10 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 5,534 | 5,534 | I |
| Class B Ordinary SharesF12,F10 | — | holding | — | — | — | — | — | Class A Ordinary Shares | 44 | 44 | I |
Explanation of responses
- F1On August 26, 2016, Mercury Assets Delaware LLC acquired approximately 0.4% (as defined below) limited partnership interest in F. P. International LPH, L.P. which is the sole general partner of Fund II (as defined below), not previously controlled by Mr. Fox for an aggregate purchase price of $290,277. See footnote 2 for more information regarding Mercury Assets Delaware LLC.
- F10Each B Ordinary Share is convertible into one A Ordinary Share.
- F11Shares 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 these securities except to the extent of his indirect pecuniary interest therein.
- F12Shares owned by Fox Paine Capital Co-Investors International GP Ltd. Mr. Fox is a director of Fox Paine Capital Co-Investors GP, Ltd. Mr. Fox disclaims beneficial ownership of the securities 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 disclaims beneficial ownership of these securities 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 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 Ordinary Shares owned by U.N. Holdings (Cayman), Ltd. Mr. Fox is a director of GPLTD. Mr. Fox disclaims beneficial ownership of these securities 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 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 Ordinary Shares owned by U.N. Holdings (Cayman) II, Ltd. Mr. Fox is a director of GPLTD. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
- F5Shares owned by U.N. Co-Investment Fund III (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors International GP, Ltd., which is the general partner of U.N. Co-Investment Fund III (Cayman), L.P. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
- F6Shares owned by U.N. Co-Investment Fund V (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors International GP, Ltd., which is the general partner of U.N. Co-Investment Fund V (Cayman), L.P. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
- F7Shares owned by U.N. Co-Investment Fund VI (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors International GP, Ltd., which is the general partner of U.N. Co-Investment Fund VI (Cayman), L.P. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
- F8Shares owned by U.N. Co-Investment Fund VIII (Cayman), L.P. Mr. Fox is a director of Fox Paine Capital Co-Investors International GP, Ltd., which is the general partner of U.N. Co-Investment Fund VIII (Cayman), L.P. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
- F9Shares held indirectly by Fox Paine Global, Inc. Mr. Fox is a director of Fox Paine Global, Inc. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.