- Statement of Changes in Beneficial Ownership (4)
September 30 2011 - 1:40PM
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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3235-0287
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November 30, 2011
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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Capital Z Partners III GP, Ltd.
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2. Issuer Name
and
Ticker or Trading Symbol
NewStar Financial, Inc.
[
NEWS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
_____ Officer (give title below)
__
X
__ Other (specify below)
See Remarks Section
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(Last)
(First)
(Middle)
142 WEST 57TH STREET,
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/28/2011
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(Street)
NEW YORK, NY 10019
(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)
___ Form filed by One Reporting Person
_
X
_ 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 Stock, $0.01 par value
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4000000
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I
(1)
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See Footnote
(1)
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Common Stock, $0.01 par value
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9/28/2011
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J
(3)
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4945
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A
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$
0
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5529743
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I
(2)
(3)
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See Footnotes
(2)
(3)
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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 Option (Right to Buy)
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$10.11
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9/28/2011
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J
(3)
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5000
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(4)
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5/11/2018
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Common Stock
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5000
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$
0
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5000
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I
(3)
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See Footnote
(3)
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Explanation of Responses:
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(
1)
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Due to the limitation on the amount of characters used, please see Item 1 of Exhibit 99.2 Explanation of Response.
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(
2)
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Due to the limitation on the amount of characters used, please see Item 2 of Exhibit 99.2 Explanation of Response.
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(
3)
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Due to the limitation on the amount of characters used, please see Item 3 of Exhibit 99.2 Explanation of Response.
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(
4)
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Due to the limitation on the amount of characters used, please see Item 4 of Exhibit 99.2 Explanation of Response.
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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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Capital Z Partners III GP, Ltd.
142 WEST 57TH STREET
NEW YORK, NY 10019
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See Remarks Section
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Capital Z Partners III, L.P.
230 PARK AVENUE SOUTH
11TH FLOOR
NEW YORK, NY 10003
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See Remarks Section
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Capital Z Partners III GP, L.P.
230 PARK AVENUE SOUTH
11TH FLOOR
NEW YORK, NY 10003
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See Remarks Section
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CAPITAL Z FINANCIAL SERVICES FUND II LP
ONE CHASE MANHATTAN PLAZA
NEW YORK, NY 10005
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See Remarks Section
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CAPITAL Z FINANCIAL SERVICES PRIVATE FUND II, L.P.
54 THOMPSON ST.
NEW YORK, NY 10012
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See Remarks Section
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CAPITAL Z PARTNERS LP
ONE CHASE MANHATTAN PLAZA
NEW YORK, NY 10005
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See Remarks Section
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CAPITAL Z PARTNERS LTD
ONE CHASE MANHATTAN PLAZA
NEW YORK, NY 10005
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See Remarks Section
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Capital Z Management, LLC
142 WEST 57TH STREET
3RD FLOOR
NEW YORK, NY 10019
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See Footnote (1)
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Signatures
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/s/ Craig Fisher, Authorized Signatory for Capital Z Partners III GP, Ltd.
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9/29/2011
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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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