Universal American Financial Corp (Other) (3)
September 28 2007 - 7:13PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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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(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
SWANI SANJAY
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2. Date of Event Requiring Statement (MM/DD/YYYY)
9/18/2007
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3. Issuer Name
and
Ticker or Trading Symbol
UNIVERSAL AMERICAN FINANCIAL CORP [UHCO]
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(Last)
(First)
(Middle)
C/O WELSH, CARSON, ANDERSON AND STOWE, 320 PARK AVENUE, SUITE 2500
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4. 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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(Street)
NEW YORK, NY 10022
(City)
(State)
(Zip)
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5. 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 Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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2083500
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I
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By Welsh, Carson, Anderson & Stowe X, L.P.
(1)
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Common Stock
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8244625
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I
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By Welsh, Carson, Anderson & Stowe IX, L.P.
(2)
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Common Stock
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5755
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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. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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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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Series A Preferred Stock
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(3)
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(4)
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Series B Preferred Stock
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5000
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(3)
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I
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By Welsh, Carson, Anderson & Stowe X, L.P.
(1)
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Series B Preferred Stock
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(5)
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(4)
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Common Stock
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4415700
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$20.00
(5)
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I
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By Welsh, Carson, Anderson & Stowe X, L.P.
(1)
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Explanation of Responses:
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(
1)
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The Reporting Person is a managing member of the sole general partner of Welsh, Carson, Anderson & Stowe X, L.P. Pursuant to Instruction (5)(b)(iv) of Form 3, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities beneficially owned by such entity. The Reporting Person disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributed to him.
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(
2)
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The Reporting Person is a managing member of the sole general partner of Welsh, Carson, Anderson & Stowe IX, L.P. Pursuant to Instruction (5)(b)(iv) of Form 3, the Reporting Person has elected to report as indirectly beneficially owned the entire number of securities beneficially owned by such entity. The Reporting Person disclaims beneficial ownership of any securities, and any proceeds thereof, that exceed his pecuniary interest therein and/or that are not actually distributed to him.
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(
3)
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Subject to certain conditions, the shares of Series A Preferred Stock are exchangeable for a correspoinding number of shares of Series B Preferred Stock at the option of the holder thereof.
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(
4)
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There is no applicable expiration date.
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(
5)
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Each share of Series B Preferred Stock is convertible into 100 shares of Common Stock at any time at the option of the holder thereof, subject to certain conditions, for no additional consideration.
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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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SWANI SANJAY
C/O WELSH, CARSON, ANDERSON AND STOWE
320 PARK AVENUE, SUITE 2500
NEW YORK, NY 10022
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X
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Signatures
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/s/ David Mintz, Attorney-in-fact
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9/28/2007
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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 5(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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