Maiden Holdings, Ltd. — Director's Dealing 2013

Mar 18, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Maiden Holdings, Ltd. (MHLD)
CIK: 0001412100
Period of Report: 2013-03-15

Reporting Person: METZ LAWRENCE F. (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-15	Restricted Common Shares	A	6500	—	Acquired	6500	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-03-15	Restricted Share Units	$	A	27300	Acquired		Common Shares (27300.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options (right to buy)	$5.11	2019-06-01	Common Shares (10000.0)	0	Direct
Options (right to buy)	$7.25	2020-03-04	Common Shares (50000.0)	0	Direct
Restricted Share Units	$		Common Shares (33064.0)	33064	Direct

Footnotes

F1: These restricted shares were granted pursuant to the Amended and Restated 2007 Share Incentive Plan (the "Plan") and will vest 50% on the one year anniversary of grant, and 50% on the two year anniversary of grant.

F2: The Stock Options were granted pursuant to the Amended and Restated 2007 Share Incentive Plan (the "Plan") and will vest 25% on the one year anniversary of grant, and 6.25% each quarter thereafter.

F3: The restricted share units were issued pursuant to the Plan. Each restricted share unit represents a contingent right to receive one common share of the Registrant.

F4: The restricted share units shall be settled in common shares or, at the discretion of the Compensation Committee, an amount in cash equal to the fair market value of the shares, and shall be settled shortly after the Committee certifies the attainment of performance goals (the "settlement date"), but in no event later than 2 1/2 months after the expiration of the performance period. The units are forfeited if the reporting person's employment is terminated prior to the settlement date. Certain special terms apply in the event of death, disability or a change of control.

F5: The reporting person received restricted share units that shall vest based upon the achievement of performance criteria relating to return on equity, underwriting performance, revenue growth and operating expense during the performance period from January 1, 2012 to December 31, 2014. The recipient received a target award of 16,532 restricted share units, and 0 to 200% of such target award may vest depending upon the degree to which the performance targets are met. The 33,064 units reported represent 200% of the target award, which is the maximum number of units that may be earned.

F6: The reporting person received restricted share units that shall vest based upon the achievement of performance criteria relating to return on equity, underwriting performance, revenue growth and operating expense during the performance period from January 1, 2013 to December 31, 2015. The recipient received a target award of 13,650 restricted share units, and 0 to 200% of such target award may vest depending upon the degree to which the performance targets are met. The 27,300 units reported represent 200% of the target award, which is the maximum number of units that may be earned.