TIPTREE INC. — Director's Dealing 2013

Jul 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIPTREE FINANCIAL INC. (CVTR)
CIK: 0001393726
Period of Report: 2013-07-01

Reporting Person: Kauffman Geoffrey (Director, President, CEO and V. Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-01	Class A Common Stock	J	335648	—	Acquired	335648	Direct

Footnotes

F1: On July 1, 2013, the reporting person received 334,937 shares of Class A Common Stock (the "Tiptree LP Shares") of the Issuer previously beneficially owned by Tiptree Financial Partners, L.P. ("Tiptree LP"), in exchange for the redemption of certain of his limited partnership interests in Tiptree LP in accordance with a private offer by Tiptree LP to its limited partners.

On July 1, 2013, the reporting person received 711 shares of Class A Common Stock (the "Tricadia Shares") of the Issuer previously beneficially owned by Tricadia Holdings, L.P. and its wholly-owned subsidiary ("Tricadia") in connection with a pro rata distribution by Tricadia of its interests in the Issuer to its partners.

F2: The consideration for the acquisition of the Tiptree LP Shares by the reporting person was the reporting person's proportionate interests in Tiptree LP, at a ratio of 2.798 shares of Class A Common Stock of the Issuer in exchange for each limited partnership unit of Tiptree LP, transferred by the reporting person to Tiptree LP for cancellation. As of December 31, 2012, Tiptree LP had a GAAP book value of $34.84 per limited partnership unit.

The reporting person received the Tricadia Shares as part of a pro rata distribution by Tricadia in accordance with the reporting person's partnership interests in such entity.