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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Capital Z Partners III GP, Ltd. 142 WEST 57TH STREET NEW YORK, NY 10019 |
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Capital Z Partners Management, LLC 142 WEST 57TH STREET NEW YORK, NY 10019 |
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Capital Z Partners III, L.P. 142 WEST 57TH STREET NEW YORK, NY 10019 |
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Capital Z Partners III GP, L.P. 142 WEST 57TH STREET NEW YORK, NY 10019 |
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CAPITAL Z FINANCIAL SERVICES PRIVATE FUND II, L.P. 142 WEST 57TH STREET NEW YORK, NY 10019 |
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CAPITAL Z FINANCIAL SERVICES FUND II LP 142 WEST 57TH STREET NEW YORK, NY 10019 |
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CAPITAL Z PARTNERS LP 142 WEST 57TH STREET NEW YORK, NY 10019 |
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CAPITAL Z PARTNERS LTD 142 WEST 57TH STREET NEW YORK, NY 10019 |
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COOPER BRADLEY E 142 WEST 57TH STREET NEW YORK, NY 10019 |
/s/ Craig Fisher, Authorized Signatory for Capital Z Partners III GP, Ltd. | 11/09/2016 | |
**Signature of Reporting Person | Date | |
/s/ Craig Fisher, Authorized Signatory for Capital Z Partners Management, LLC | 11/09/2016 | |
**Signature of Reporting Person | Date | |
/s/ Craig Fisher, Authorized Signatory for Capital Z Partners III, L.P. | 11/09/2016 | |
**Signature of Reporting Person | Date | |
/s/ Craig Fisher, Authorized Signatory for Capital Z Partners III GP, L.P. | 11/09/2016 | |
**Signature of Reporting Person | Date | |
/s/ Craig Fisher, Authorized Signatory for Capital Z Financial Services Private Fund II, L.P. | 11/09/2016 | |
**Signature of Reporting Person | Date | |
/s/ Craig Fisher, Authorized Signatory for Capital Z Financial Services Fund II, L.P. | 11/09/2016 | |
**Signature of Reporting Person | Date | |
/s/ Craig Fisher, Authorized Signatory for Capital Z Partners, L.P. | 11/09/2016 | |
**Signature of Reporting Person | Date | |
/s/ Craig Fisher, Authorized Signatory for Capital Z Partners, Ltd. | 11/09/2016 | |
**Signature of Reporting Person | Date | |
/s/ Bradley E. Cooper | 11/09/2016 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Pro rata distributions, without consideration, from Capital Z Financial Services Fund II, L.P. ("Capital Z Fund") and Capital Z Financial Services Private Fund II, L.P. ("Capital Z Private Fund"). |
(2) | Represents securities held directly by Capital Z Fund. |
(3) | The sole general partner of Capital Z Fund and Capital Z Private Fund is Capital Z Partners, L.P. ("Capital Z GP LP"), whose sole general partner is Capital Z Partners, Ltd. ("Capital Z GP LTD"). Capital Z Partners Management, LLC ("CZPM") performs investment management services for Capital Z Fund and Capital Z Private Fund. By reason of the provisions of Rule 16a-1 of the Exchange Act, Capital Z GP LP, Capital Z GP LTD and CZPM may be deemed to be the beneficial owners of the securities held by Capital Z Fund and Capital Z Private Fund, but each individual entity described above disclaims beneficial ownership of securities held by any other entity except to the extent of any indirect pecuniary interest therein. |
(4) | Represents securities held directly by Capital Z Private Fund. |
(5) | Represents securities held directly by CZPM. |
(6) | Represents securities held directly by Capital Z Partners III, L.P. ("Capital Z III Fund"). The sole general partner of Capital Z III Fund is Capital Z Partners III GP, L.P. ("Capital Z III GP LP"), whose sole general partner is Capital Z Partners III GP, Ltd. ("Capital Z III GP LTD"). CZPM performs investment management services for Capital Z III Fund. By reason of the provisions of Rule 16a-1 of the Exchange Act, Capital Z III GP LP, Capital Z III LP LTD and CZPM may be deemed to be the beneficial owners of the securities held by Capital Z III Fund, but each individual entity described above disclaims beneficial ownership of securities held by any other entity except to the extent of any indirect pecuniary interest therein. |
(7) | Directly owned by Bradley E. Cooper. Bradley E. Cooper is a limited partner of both Capital Z III GP LP and Capital Z GP LP, and he is an officer and co-owner of CZPM. Mr. Cooper disclaims beneficial ownership of securities beneficially owned by them, except to the extent of any pecuniary interest therein. |