SEC Form 4 · accession 0001582086-17-000016
Blue Capital Reinsurance Holdings Ltd. · BCRH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
ENDURANCE SPECIALTY HOLDINGS LTD
10% Owner
SOMPO HOLDINGS, INC.
10% Owner
Sompo Japan Nipponkoa Insurance Inc.
10% Owner
Period of report
Jun 15, 2017
Accepted (ET)
Jun 19, 2017 · 4:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001582086
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares | Jun 15, 2017 | M | 940 | $18.83 | A | 412,458 | D | |
| Common SharesF1 | holding | — | — | — | 2,500,000 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF4,F3 | $0.00 | Jun 15, 2017 | J | 2,616 | A | — | — | Common Shares | 2,616 | 4,968 | D |
| Restricted Share UnitsF5 | $0.00 | Jun 15, 2017 | M | 940 | D | — | — | Common Shares | 940 | 4,028 | D |
Explanation of responses
- F1Owned by Endurance Specialty Insurance Ltd., a wholly-owned subsidiary of Endurance Specialty Holdings Ltd.
- F2In accordance with agreements between Endurance Specialty Holdings Ltd. ("ESHL") and Mr. Del Col and Mr. McGuire, respectively, all remuneration, including cash fees, restricted share units, any other equity-based awards and other compensation, to which they are or will become entitled for their service as Directors of the Issuer will be assigned or paid directly to ESHL. Mr. Del Col and Mr. McGuire disclaim beneficial ownership of all such restricted share units. ESHL is an indirect, wholly-owned subsidiary of Sompo Holdings, Inc. and a direct, wholly-owned subsidiary of Sompo Japan Nipponkoa Insurance, Inc.
- F3These awards will vest in three equal tranches on June 15, 2018, 2019 and 2020, subject to Messrs. Del Col and McGuire remaining actively engaged as directors of the Issuer in good standing on such dates.
- F4The number of restricted share units beneficially owned has been adjusted to reflect the disposal of 2,352 restricted share units due to a previous unreportable transaction.
- F5Mandatory conversion of previously granted restricted share units.