Madhu Sanjay bought $59,860 worth of Ordinary Shares (50,000 units at $1.20), increasing direct ownership by 62% to 130,000 units (SEC Form 4)
$OXBR
Property-Casualty Insurers
Finance
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
OXBRIDGE RE HOLDINGS Ltd [ OXBR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/29/2023 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | ||||||
| Ordinary Shares | 09/29/2023 | P | 50,000 | A | $1.1972(1) | 130,000 | D | |||
| Ordinary Shares | 125,231 | I | See Footnote(2) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
| Share Options (right to buy) | $6 | (3) | 03/02/2031 | Ordinary Shares | 175,000 | 175,000 | D | ||||||||
| Share Options (right to buy) | $2 | (3) | 03/16/2029 | Ordinary Shares | 200,000 | 200,000 | D | ||||||||
| Share Options (right to buy) | $6.06 | (3) | 01/20/2027 | Ordinary Shares | 25,000 | 25,000 | D | ||||||||
| Share Options (right to buy) | $6 | (3) | 01/16/2026 | Ordinary Shares | 25,000 | 25,000 | D | ||||||||
| Share Options (right to buy) | $6 | (3) | 01/23/2025 | Ordinary Shares | 120,000 | 120,000 | D | ||||||||
| Warrants to Purchase Ordinary Shares | $7.5 | (4) | 03/26/2024 | Ordinary Shares | 105,000 | 105,000 | I | See Footnote(2) | |||||||
| Warrants to Purchase Ordinary Shares | $7.5 | (4) | 03/26/2024 | Ordinary Shares | 98,768 | 98,768 | I | See Footnote(2) | |||||||
| Explanation of Responses: |
| 1. The price in Column 4 is a weighted average price. The prices actually received ranged from $1.06 to $1.40. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price. |
| 2. Shares indirectly held in the name of Universal Finance and Investments, L.C., which is 100% owned by the Reporting Person. |
| 3. These share options vest in increments of 6.25% each on a quarterly basis, commencing on the date granted, and continuing on April 1st, July 1st, October 1st and January 1st of each calendar year, over a four-year period. |
| 4. Currently exercisable. |
| /s/ Sanjay Madhu | 10/02/2023 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||