Statement of Changes in Beneficial Ownership (4)

Date : 02/21/2020 @ 10:12PM
Source : Edgar (US Regulatory)
Stock : Tiptree Inc (TIPT)
Quote : 5.12  0.0 (0.00%) @ 1:00AM

Statement of Changes in Beneficial Ownership (4)

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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OMB Number: 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
                      

1. Name and Address of Reporting Person *

Ilany Jonathan
2. Issuer Name and Ticker or Trading Symbol

TIPTREE INC. [ TIPT ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

C/O TIPTREE INC., 299 PARK AVENUE, 13TH FL.
3. Date of Earliest Transaction (MM/DD/YYYY)

2/20/2020
(Street)

NEW YORK, NY 10171
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (1)$7.25 2/20/2020  A   255166     (2)2/20/2030 (3)Common Stock 255166.0 $0 255166 D  

Explanation of Responses:
(1) The Reporting Person was granted non-qualified stock options to purchase 255,166 shares of common stock of the Registrant, subject to the terms of a Stock Option Agreement between the Registrant and the Reporting person (the "Stock Option Agreement").
(2) Exercise of the Stock Option is subject to both (1) a time-based vesting requirement with one-third vesting each of February 20, 2023, 2024 and 2025 and (2) a performance-based vesting requirement that, at any time during the option term, achievement of a 20-day volume weighted average stock price of Registrant's Common Stock, that exceeds the per share book value on an as exchanged basis as of December 31, 2019 (as reported in the Registrant's filings with the Securities and Exchange Commission).
(3) The Stock Option will expire on the earlier of (1) February 20, 2030 and (2) the date of the termination of the Reporting Person's service with the Registrant for Cause (as defined in the Stock Option Agreement) or the Reporting Person's voluntary termination of service with the Registrant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Ilany Jonathan
C/O TIPTREE INC.
299 PARK AVENUE, 13TH FL.
NEW YORK, NY 10171
X
Chief Executive Officer

Signatures
/s/ Neil C. Rifkind as Attorney-in-Fact for Jonathan Ilany2/21/2020
**Signature of Reporting PersonDate

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