Statement of Changes in Beneficial Ownership (4)
July 06 2021 - 4:53PM
Edgar (US Regulatory)
FORM 4
[X]
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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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
*
ARCH CAPITAL GROUP LTD. |
2. Issuer Name and Ticker or Trading Symbol
Watford Holdings Ltd.
[
WTRE
]
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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 |
(Last)
(First)
(Middle)
100 PITTS BAY ROAD, WATERLOO HOUSE, GROUND FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/1/2021 |
(Street)
PEMBROKE, D0 HM 08
(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 Shares, $0.01 par value per share | 7/1/2021 | | J(1) | | 2039200 | D | $35 | 0 | I (2) | See Footnote 2 |
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 |
Explanation of Responses: |
(1) | On July 1, 2021, in connection with the acquisition of Watford Holdings Ltd. (Watford) by Greysbridge Holdings Ltd. (Greysbridge Holdings), Arch Reinsurance Ltd. (ARL) transferred the 2,039,200 common shares of Watford owned by ARL to Greysbridge Holdings in a transaction valued at $35.00 per share. Following consummation of the acquisition and certain related transactions, Watford is a wholly owned subsidiary of Greysbridge Holdings and Arch Capital Group Ltd. indirectly owns 40% of Greysbridge Holdings. |
(2) | The reported securities were owned directly by Arch Reinsurance Ltd., a wholly owned subsidiary of Arch Capital Group Ltd. |
Remarks: Prior to the transaction described in Table 1, Arch Reinsurance Ltd. was a 10% owner. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
ARCH CAPITAL GROUP LTD. 100 PITTS BAY ROAD WATERLOO HOUSE, GROUND FLOOR PEMBROKE, D0 HM 08 |
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| See remarks |
ARCH REINSURANCE LTD. 100 PITTS BAY ROAD WATERLOO HOUSE, 1ST FLOOR PEMBROKE, D0 HM 08 |
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| See remarks |
Signatures
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/s/ Francois Morin | | 7/6/2021 |
**Signature of Reporting Person | Date |
/s/ Tim Peckett | | 7/6/2021 |
**Signature of Reporting Person | Date |
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