TIPTREE INC. — Director's Dealing 2014

Nov 5, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIPTREE FINANCIAL INC. (TIPT)
CIK: 0001393726
Period of Report: 2014-11-03

Reporting Person: Barnes Michael Gene (Director, Executive Chairman, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-11-03	Tiptree Financial Partners, L.P. partnership unit	$	J	86155	Disposed		Class A Common Stock (241063)	Indirect

Footnotes

F1: Partnership units of Tiptree Financial Partners, L.P. ("TFP") are exchangeable for Class A common stock at a rate of one partnership unit of TFP for 2.798 shares of Class A common stock of the Issuer.

F2: At the direction of certain members of TFPLP Holdings III LLC ("TFPLP III") in accordance with the terms and conditions set forth in a Redemption Election Notice sent to limited partners of TFP on May 2, 2014 as supplemented on July 18, 2014, TFPLP III exchanged an aggregate of 86,155 limited partnership units of TFP for an aggregate of 241,063 shares of Class A common stock of the Issuer (which have been distributed to such members of TFPLP III). The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest.

F3: The reporting person is a principal of Tricadia Holdings, L.P., which is the managing member of TFPLP III LLC. The number of shares reflects a total which is greater than the reporting person's pecuniary interest. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest.