09/29/2025 | Press release | Distributed by Public on 09/29/2025 15:00
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Elk Insurance Holdings, LLC 2100 MCKINNEY AVENUE, SUITE 1500 DALLAS, TX 75201 |
X |
/s/ A. Michael Muscolino, Managing Member of Elk Insurance Holdings, LLC | 09/29/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Subsequent to the Form 3 filed by Enstar Group Limited ("EGL"), Kenmare Holdings Ltd. ("Kenmare") and Cavello Bay Reinsurance Limited ("Cavello Bay") on July 23, 2019 (the "Original Form 3"), an aggregate 55,076 shares of Common Stock of the Issuer were acquired through broker-administered reinvestments with terms similar to the Issuer's dividend reinvestment plan, which are reported on this Form 3 in addition to the securities reported on the Original Form 3. |
(2) | These shares are owned directly by (i) Clarendon National Insurance Company, (ii) Enstar Holdings (US) LLC, (iii) Yosemite Insurance Company and (iv) Cavello Bay ((i) through (iv), collectively, the "Holders"), each of which is a wholly-owned indirect subsidiary of EGL, which, as a result of a series of mergers that closed on July 2, 2025, is now indirectly controlled by Elk Insurance Holdings, LLC ("Elk Insurance Holdings"). The sole shareholder of EGL is Elk Bidco Limited. The sole owner of the ordinary shares of Elk Bidco Limited is Elk Parent Limited, which is wholly owned by Elk Intermediate Holdings, LLC, which is in turn wholly owned by Elk Topco, LLC ("Elk Topco"). Elk Insurance Holdings owns 100% of the voting non-economic interests in Elk Topco. The Reporting Person disclaims beneficial ownership over the reported securities herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of its pecuniary interest therein. |