SEC Form 5 · accession 0001209191-19-009269
SiriusPoint Ltd · SPNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF2,F3,F4,F5,F6,F7,F8 | Aug 1, 2018 | S | 81,129 | $13.688 | D | 5,392,561 | D | |
| Common SharesF2,F4,F5,F6,F7,F8,F9 | Aug 1, 2018 | S | 14,690 | $13.688 | D | 976,403 | D | |
| Common SharesF10,F3,F4,F5,F6,F7,F8 | Aug 2, 2018 | S | 129,273 | $13.5355 | D | 5,392,561 | D | |
| Common SharesF10,F4,F5,F6,F7,F8,F9 | Aug 2, 2018 | S | 23,407 | $13.5355 | D | 976,403 | D | |
| Common SharesF11,F3,F4,F5,F6,F7,F8 | Aug 3, 2018 | S | 190,107 | $13.55 | D | 5,392,561 | D | |
| Common SharesF11,F4,F5,F6,F7,F8,F9 | Aug 3, 2018 | S | 34,422 | $13.55 | D | 976,403 | D | |
| Common SharesF12,F3,F4,F5,F6,F7,F8 | Aug 6, 2018 | S | 202,370 | $13.5328 | D | 5,392,561 | D | |
| Common SharesF12,F4,F5,F6,F7,F8,F9 | Aug 6, 2018 | S | 36,642 | $13.5328 | D | 976,403 | D | |
| Common SharesF13,F3,F4,F5,F6,F7,F8 | Aug 7, 2018 | S | 5,758 | $13.5007 | D | 5,392,561 | D | |
| Common SharesF13,F4,F5,F6,F7,F8,F9 | Aug 7, 2018 | S | 1,042 | $13.5007 | D | 976,403 | D | |
| Common SharesF3,F4,F5,F6,F7,F8 | Aug 17, 2018 | S | 846,693 | $13.15 | D | 5,392,561 | D | |
| Common SharesF4,F5,F6,F7,F8,F9 | Aug 17, 2018 | S | 153,307 | $13.15 | D | 976,403 | D | |
| Common SharesF3,F4,F5,F6,F7,F8 | Aug 20, 2018 | S | 7,554 | $13.50 | D | 5,392,561 | D | |
| Common SharesF4,F5,F6,F7,F8,F9 | Aug 20, 2018 | S | 1,368 | $13.50 | D | 976,403 | D | |
| Common SharesF3,F4,F5,F6,F7,F8 | Aug 21, 2018 | S | 44,757 | $13.50 | D | 5,392,561 | D | |
| Common SharesF4,F5,F6,F7,F8,F9 | Aug 21, 2018 | S | 8,104 | $13.50 | D | 976,403 | D | |
| Common SharesF13,F3,F4,F5,F6,F7,F8 | Aug 22, 2018 | S | 68,362 | $13.5163 | D | 5,392,561 | D | |
| Common SharesF13,F4,F5,F6,F7,F8,F9 | Aug 22, 2018 | S | 12,377 | $13.5163 | D | 976,403 | D | |
| Common SharesF3,F4,F5,F6,F7,F8 | Aug 23, 2018 | S | 3,556 | $13.50 | D | 5,392,561 | D | |
| Common SharesF4,F5,F6,F7,F8,F9 | Aug 23, 2018 | S | 644 | $13.50 | D | 976,403 | D | |
| Common SharesF3,F4,F5,F6,F7,F8 | Aug 24, 2018 | S | 103,314 | $13.50 | D | 5,392,561 | D | |
| Common SharesF4,F5,F6,F7,F8,F9 | Aug 24, 2018 | S | 18,707 | $13.50 | D | 976,403 | D | |
| Common SharesF13,F3,F4,F5,F6,F7,F8 | Aug 27, 2018 | S | 104,739 | $13.5016 | D | 5,392,561 | D | |
| Common SharesF13,F4,F5,F6,F7,F8,F9 | Aug 27, 2018 | S | 18,965 | $13.5016 | D | 945,846 | D | |
| Common SharesF3,F4,F5,F6,F7,F8 | Aug 28, 2018 | S | 16,721 | $13.50 | D | 5,392,561 | D | |
| Common SharesF4,F5,F6,F7,F8,F9 | Aug 28, 2018 | S | 3,028 | $13.50 | D | 976,403 | D | |
| Common SharesF3,F4,F5,F6,F7,F8 | Aug 31, 2018 | S | 1,270,040 | $13.35 | D | 5,392,561 | D | |
| Common SharesF4,F5,F6,F7,F8,F9 | Aug 31, 2018 | S | 229,960 | $13.35 | D | 976,403 | D |
Table II — derivative securities
Explanation of responses
- F1This Form 5 reports transactions which should have been reported on Form 4 during the previous fiscal year but were inadvertently not reported.
- F10The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.5000 to $13.6500, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 5.
- F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.5000 to $13.7000, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 5.
- F12The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.5000 to $13.6250, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 5.
- F13The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.5000 to $13.5500, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 5.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.5000 to $14.3500, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 5.
- F3Securities held directly by KIA TP Holdings, L.P. ("KIA TP").
- F4Kelso GP VIII (Cayman) Ltd. ("GP VIII LTD") is the general partner of Kelso GP VIII (Cayman), L.P. ("GP VIII LP", and, together with GP VIII LTD and KIA TP, the "KIA Entities"). GP VIII LP is the general partner of KIA TP. KEP VI (Cayman) GP Ltd. ("KEP VI GP LTD", and, together with KEP TP, the "KEP Entities") is the general partner of KEP TP. The KIA Entities and the KEP Entities, due to their common control, could be deemed to beneficially own each of the other's securities. Each of the KIA Entities and the KEP Entities disclaims such beneficial ownership and this report shall not be deemed an admission of beneficial ownership of such securities for any purpose.
- F5Each of the KIA Entities, due to their common control, could be deemed to beneficially own each other's securities. GP VIII LTD disclaims beneficial ownership of all of the securities owned of record, or deemed beneficially owned, by each of GP VIII LP and KIA TP, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for any purpose. GP VIII LP disclaims beneficial ownership of all of the securities owned of record, or deemed beneficially owned, by each of GP VIII LTD and KIA TP, except, in the case of KIA TP, to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for any purpose.
- F6KIA TP disclaims beneficial ownership of all of the securities owned of record, or deemed beneficially owned, by each of GP VIII LTD and GP VIII LP, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for any purpose.
- F7Each of the KEP Entities, due to their common control, could be deemed to beneficially own each other's securities. KEP VI GP LTD disclaims beneficial ownership of all of the securities owned of record, or deemed beneficially owned, by KEP TP, except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for any purpose. KEP TP disclaims beneficial ownership of all of the securities owned of record, or deemed beneficially owned, by KEP VI GP LTD, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported securities for any purpose.
- F8Frank T. Nickell, Thomas R. Wall, IV, George E. Matelich, Michael B. Goldberg, David I. Wahrhaftig, Frank K. Bynum, Jr., Philip E. Berney, Frank J. Loverro, James J. Connors, II, Church M. Moore, Stanley de J. Osborne, Christopher L. Collins, A. Lynn Alexander, Stephen C. Dutton, Matthew S. Edgerton, John K. Kim, Henry Mannix III and Howard A. Matlin (the "Kelso Individuals") may be deemed to share beneficial ownership of securities owned of record or beneficially owned by GP VIII LTD, GP VIII LP, KIA TP, KEP VI GP LTD, and KEP TP, by virtue of their status as directors of GP VIII LTD and KEP VI GP LTD, but disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that any of the Kelso Individuals is the beneficial owner of these securities for any purpose.
- F9Securities held directly by KEP TP Holdings, L.P. ("KEP TP").
Remarks
Because an electronically filed joint filing is limited to a maximum of ten reporting persons, this Form 5 is one of three filed today reporting on the same securities by the following joint filers: KIA TP Holdings, L.P.; KEP TP Holdings, L.P.; Kelso GP VIII (Cayman) Ltd.; Kelso GP VIII (Cayman), L.P.; KEP VI (Cayman) GP Ltd.; Frank T. Nickell; Thomas R. Wall, IV; George E. Matelich; Michael B. Goldberg; David I. Wahrhaftig; Frank K. Bynum, Jr.; Philip E. Berney; Frank J. Loverro; James J. Connors, II; Church M. Moore; Stanley de J. Osborne; Christopher L. Collins; A. Lynn Alexander; Stephen C. Dutton; Matthew S. Edgerton; John K. Kim; Henry Mannix III and Howard A. Matlin.