Statement of Changes in Beneficial Ownership (4)
March 18 2013 - 4:26PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
RASCHBAUM ARTURO MANUEL
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2. Issuer Name
and
Ticker or Trading Symbol
Maiden Holdings, Ltd.
[
MHLD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
PRESIDENT AND CEO
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(Last)
(First)
(Middle)
C/O MAIDEN HOLDINGS, LTD., 131 FRONT STREET, 2ND FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/15/2013
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(Street)
HAMILTON, D0 HM12
(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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Common Shares
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126287
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D
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Options
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$3.28
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(1)
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11/12/2018
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Common Shares
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302487.0
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0
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D
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Stock Options
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$7.25
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(1)
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11/12/2019
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Common Shares
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333333.0
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0
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D
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Stock Options
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$7.85
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(1)
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11/12/2020
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Common Shares
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333333.0
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0
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D
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Restricted Share Units
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(2)
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(3)
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(3)
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Common Shares
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86705.0
(3)
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86705
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D
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Restricted Share Units
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(2)
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(4)
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(4)
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Common Shares
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150000.0
(4)
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150000
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D
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Explanation of Responses:
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(
1)
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Pursuant to Mr. Raschbaum's employment agreement, the Stock Options were granted pursuant to the Amended and Restated 2007 Share Incentive Plan (the "Plan") and vest 25% on the one year anniversary of grant, and 6.25% each quarter thereafter.
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(
2)
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The restricted share units were issued pursuant to the Plan. Each restricted share unit represents a contingent right to receive one common share of the Registrant.
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(
3)
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The restricted share units shall be settled in common shares or, at the discretion of the Compensation Committee, an amount in cash equal to the fair market value of the shares, and have a two year vesting period (the units shall be settled no later than 2 1/2 months after December 31, 2013). The units are forfeited if the reporting person's employment is terminated prior to the settlement date. Certain special terms apply in the event of death, disability or a change of control.
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(
4)
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The restricted share units shall be settled in common shares or, at the discretion of the Compensation Committee, an amount in cash equal to the fair market value of the shares, and will vest one-third on the one year anniversary of grant, one-third on the two year anniversary of grant, and one-third on the three year anniversary of grant. The units are forfeited if the reporting person's employment is terminated prior to the settlement date. Certain special terms apply in the event of death, disability or a change of control.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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RASCHBAUM ARTURO MANUEL
C/O MAIDEN HOLDINGS, LTD.
131 FRONT STREET, 2ND FLOOR
HAMILTON, D0 HM12
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PRESIDENT AND CEO
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Signatures
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/s/ Arturo M. Raschbaum
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3/15/2013
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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