Statement of Changes in Beneficial Ownership (4)
June 05 2020 - 7:44PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Loper Enterprises, LLC |
2. Issuer Name and Ticker or Trading Symbol
BRP Group, Inc.
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BRP
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O BRP GROUP, INC., 4211 W. BOY SCOUT BLVD., SUITE 800 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/3/2020 |
(Street)
TAMPA, FL 33607
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class B Common Stock | 6/3/2020 | | C | | 100 | D | $0 | 0 | D | |
Class A Common Stock | 6/3/2020 | | C | | 100 | A | $0 | 100 | D | |
Class A Common Stock | 6/3/2020 | | S | | 100 | D | $14.51 (1) | 0 | D | |
Class B Common Stock | 6/4/2020 | | C | | 4675 | D | $0 | 0 | D | |
Class A Common Stock | 6/4/2020 | | C | | 4675 | A | $0 | 4675 | D | |
Class A Common Stock | 6/4/2020 | | S | | 4675 | D | $14.5269 (1)(2) | 0 | D | |
Class B Common Stock | 6/5/2020 | | C | | 35987 | D | $0 | 0 | D | |
Class A Common Stock | 6/5/2020 | | C | | 35987 | A | $0 | 35987 | D | |
Class A Common Stock | 6/5/2020 | | S | | 35987 | D | $14.7503 (1)(2) | 0 | D | |
Class B Common Stock | | | | | | | | 18893145 (3) | I | By Baldwin Insurance Group Holdings, LLC |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
LLC Units in Baldwin Risk Partners, LLC | $0 | 6/3/2020 | | C | | | 100 | (4) | (4) | Class A Common Stock | 100 | $0 | 0 | D | |
LLC Units in Baldwin Risk Partners, LLC | $0 | 6/4/2020 | | C | | | 4675 | (4) | (4) | Class A Common Stock | 4675 | $0 | 0 | D | |
LLC Units in Baldwin Risk Partners, LLC | $0 | 6/5/2020 | | C | | | 35987 | (4) | (4) | Class A Common Stock | 35987 | $0 | 0 | D | |
LLC Units in Baldwin Risk Partners, LLC | $0 | | | | | | | (4) | (4) | Class A Common Stock | 18893145 | | 18893145 (3) | I | By Baldwin Insurance Group Holdings, LLC |
Explanation of Responses: |
(1) | This sale was conducted pursuant to a Rule 10b5-1 trading plan. No further sales are contemplated under such plan. |
(2) | The price reported is a weighted average price. The shares sold on (i) June 4, 2020 were sold in multiple transactions at prices ranging from $14.50 to $14.63 inclusive and (ii) June 5, 2020 were sold in multiple transactions at prices ranging from $14.50 to $15.3650 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 applicable range set forth in this footnote to this Form 4. |
(3) | The reporting person disclaims beneficial ownership in these securities except to the extent of its pecuniary interest therein. |
(4) | Each LLC Unit, together with a share of Class B common stock, may be converted by the holder into one share of Class A common stock at any time. The LLC Units do not expire. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Loper Enterprises, LLC C/O BRP GROUP, INC. 4211 W. BOY SCOUT BLVD., SUITE 800 TAMPA, FL 33607 |
| X |
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Signatures
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/s/ Christopher Stephens as Attorney-in Fact, for Loper Enterprises, LLC | | 6/5/2020 |
**Signature of Reporting Person | Date |
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