CUSIP: 14064F100
ITEM 1.
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SECURITY AND ISSUER
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This Schedule 13D relates to the shares of common stock, $0.0001 par value (Common Stock), of the Issuer. The address of the principal
executive offices of the Issuer is 101 Mission Street, San Francisco, CA 94105.
ITEM 2.
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IDENTITY AND BACKGROUND
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(a) This Schedule 13D is being filed by Lennar Corporation (Lennar), a Delaware corporation, Len X, LLC (LenX), a Florida limited
liability company, and LENX ST Investor LLC (ST Investor and, together with Lennar and LenX, the Reporting Persons), a Delaware limited liability company. LenX is wholly owned by Lennar and is the sole member of ST Investor.
(b) The principal business of Lennar is homebuilding. The principal business of LenX is seeking opportunities for subsidiaries of Lennar to invest in
companies that provide technology solutions across the homebuilding industry. ST Investor was formed to hold interests in companies acquired by Lennar and LenX, including the Issuer. The principal business address of each of the Reporting Persons is
700 NW 107 Avenue, Miami, Florida 33172.
(c) Lennar is a corporation organized under the laws of the State of Delaware. LenX is a limited liability
company organized under the laws of the State of Florida. ST Investor is a limited liability company organized under the laws of the State of Delaware.
(d)-(e) During the last five years, neither any Reporting Person nor any person named in Schedule I has been (i) convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) The name, business address, present principal occupation or employment and citizenship of the executive officers and, where applicable, members of the
Board of Directors of the Reporting Persons is set forth on Schedule I and is incorporated by reference into this Item 2(f).
ITEM 3.
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SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
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Immediately prior to July 29, 2021, ST Investor owned 13,635,296 shares of preferred stock of the former Doma Holdings, Inc (Old Doma). Of
those shares, 8,819,498 shares had been acquired by a Lennar subsidiary in several transactions in 2019 for a total of $69,237,411, and 4,815,798 shares had been acquired in April 2021 by exercise of a warrant which the Lennar subsidiary had
acquired in one of the 2019 transactions. The cash for the payments in 2019 and for the exercise of the warrant was provided by Lennar from its working capital. The Lennar subsidiary transferred the Doma preferred stock to ST Investor in July 2021
for no consideration. In addition, ST Investor had assumed the subscribers rights and obligations under a Subscription Agreement relating to the purchase of 500,000 shares of Common Stock from the Issuer in a private placement for
$5 million. On July 29, 2021, Old Doma was merged with a wholly owned subsidiary of the Issuer (the Merger), and ST Investor received 81,742,689 shares of Issuers Common Stock as Merger consideration with regard to its
Doma preferred stock. Simultaneously with the Merger, ST Investor purchased the 500,000 shares that were the subject of the Subscription Agreement. Lennar provided the $5 million purchase price from its working capital.
Following the Merger and the purchase of shares in the private placement, the Reporting Persons beneficially own 82,242,689 shares of the Issuers Common
Stock.
ITEM 4.
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PURPOSE OF TRANSACTION
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The information contained in Item 3 above is incorporated in its entirety into this Item 4.
Lennar intends from time to time to review its investment in the Issuer on the basis of various factors, including the Issuers business, financial
condition, results of operations and prospects, general economic and industry conditions,