TIPTREE INC. — Director's Dealing 2015

Apr 15, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TIPTREE FINANCIAL INC. (TIPT)
CIK: 0001393726
Period of Report: 2014-12-10-05:00

Reporting Person: GOLDMAN SACHS GROUP INC (N/A)
Reporting Person: GOLDMAN SACHS & CO (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-10-05:00	Class A Common Stock	P	2092	$7.8035	Acquired	5611743	Indirect
2014-12-10-05:00	Class A Common Stock	S	884	$7.5755	Disposed	5610859	Indirect
2014-12-11-05:00	Class A Common Stock	P	1736	$7.8445	Acquired	5612595	Indirect
2014-12-11-05:00	Class A Common Stock	S	550	$7.6976	Disposed	5612045	Indirect
2014-12-12-05:00	Class A Common Stock	P	1023	$7.7256	Acquired	5613068	Indirect
2014-12-12-05:00	Class A Common Stock	S	1067	$7.6632	Disposed	5612001	Indirect
2014-12-15-05:00	Class A Common Stock	P	9324	$7.8039	Acquired	5621323	Indirect
2014-12-15-05:00	Class A Common Stock	S	1144	$7.681	Disposed	5620181	Indirect
2014-12-16-05:00	Class A Common Stock	P	8879	$7.7944	Acquired	5629060	Indirect
2014-12-16-05:00	Class A Common Stock	S	1129	$7.6037	Disposed	5627931	Indirect
2014-12-17-05:00	Class A Common Stock	P	10742	$7.7492	Acquired	5638673	Indirect
2014-12-17-05:00	Class A Common Stock	S	501	$7.6963	Disposed	5638172	Indirect
2014-12-18-05:00	Class A Common Stock	P	8935	$7.7747	Acquired	5647107	Indirect
2014-12-18-05:00	Class A Common Stock	S	227	$7.7845	Disposed	5646880	Indirect
2014-12-19-05:00	Class A Common Stock	P	9353	$7.93	Acquired	5656233	Indirect
2014-12-19-05:00	Class A Common Stock	S	25917	$7.9487	Disposed	5630316	Indirect
2014-12-22-05:00	Class A Common Stock	P	748	$7.673	Acquired	5630064	Indirect
2014-12-22-05:00	Class A Common Stock	S	571	$7.6248	Disposed	5630493	Indirect
2014-12-23-05:00	Class A Common Stock	P	6061	$7.7998	Acquired	5636554	Indirect
2014-12-23-05:00	Class A Common Stock	S	461	$7.8015	Disposed	5636093	Indirect
2014-12-24-05:00	Class A Common Stock	P	2554	$7.8905	Acquired	5638647	Indirect
2014-12-24-05:00	Class A Common Stock	S	422	$7.6405	Disposed	5638225	Indirect
2014-12-26-05:00	Class A Common Stock	P	2552	$8.1897	Acquired	5640777	Indirect
2014-12-26-05:00	Class A Common Stock	S	316	$8.0458	Disposed	5640461	Indirect
2014-12-29-05:00	Class A Common Stock	P	6916	$8.2314	Acquired	5647377	Indirect
2014-12-29-05:00	Class A Common Stock	S	574	$8.1652	Disposed	5646803	Indirect
2014-12-30-05:00	Class A Common Stock	P	825	$8.1835	Acquired	5647628	Indirect
2014-12-30-05:00	Class A Common Stock	S	553	$8.1133	Disposed	5647075	Indirect
2014-12-31-05:00	Class A Common Stock	P	1425	$8.0453	Acquired	5648500	Indirect
2014-12-31-05:00	Class A Common Stock	S	860	$8.0094	Disposed	5647529	Indirect

Footnotes

F1: This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

F2: The shares of common stock, par value $0.001 per share (the "Common Stock") of Tiptree Financial, Inc. (the "Company") reported herein as purchased and sold were beneficially owned directly by Goldman Sachs, and indirectly by GS Group. Without admitting any legal obligation, Goldman Sachs or another wholly-owned subsidiary of GS Group will remit appropriate profits, if any, to the Company.

F3: For purposes of Rule 13d-3(a) and Rule 16a-1(a) only (and not for any other applicable purpose), GS Group and Goldman Sachs may be deemed to beneficially own indirectly the 5,596,000 shares of Common Stock held by indirect subsidiaries of ProSight Global Holdings Ltd. ("ProSight Global") because (i) certain investment partnerships (the "Funds") own ProSight Investment LLC ("ProSight Investment") and ProSight Parallel Investment LLC ("ProSight Parallel Investment"), shareholders of ProSight Global, (ii) the general partners of the Funds are affiliates of GS Group and Goldman Sachs, (iii) Goldman Sachs is the investment manager of certain of the Funds and (iv) of the relationship between ProSight Equity Management Inc., the manager of ProSight Investment and ProSight Parallel Investment, and Goldman Sachs.

F4: As of December 31, 2014, Goldman Sachs beneficially owned directly, and GS Group may have been deemed to have beneficially owned indirectly, 51,529 shares of Common Stock, and Goldman Sachs also had open short positions of 59,856 shares of Common Stock, reflecting changes due to exempt transactions.

F5: Reflects a weighted average purchase price of $7.8035 per share, at prices ranging from $7.57 to $8.14 per share.

F6: Reflects a weighted average sale price of $7.5755 per share, at prices ranging from $7.57 to $7.7096 per share.

F7: Reflects a weighted average purchase price of $7.8445 per share, at prices ranging from $7.6004 to $7.93 per share.

F8: Reflects a weighted average sale price of $7.6976 per share, at prices ranging from $7.6004 to $7.91 per share.

F9: Reflects a weighted average purchase price of $7.7256 per share, at prices ranging from $7.66 to $7.88 per share.

F10: Reflects a weighted average sale price of $7.6632 per share, at prices ranging from $7.66 to $7.78 per share.

F11: Reflects a weighted average purchase price of $7.8039 per share, at prices ranging from $7.68 to $7.90 per share.

F12: Reflects a weighted average sale price of $7.681 per share, at prices ranging from $7.68 to $7.745 per share.

F13: Reflects a weighted average purchase price of $7.7944 per share, at prices ranging from $7.60 to $7.89 per share.

F14: Reflects a weighted average sale price of $7.6037 per share, at prices ranging from $7.60 to $7.70 per share.

F15: Reflects a weighted average purchase price of $7.7492 per share, at prices ranging from $7.645 to $7.81 per share.

F16: Reflects a weighted average sale price of $7.6963 per share, at prices ranging from $7.645 to $7.735 per share.

F17: Reflects a weighted average purchase price of $7.7747 per share, at prices ranging from $7.6131 to $8.00 per share.

F18: Reflects a weighted average sale price of $7.7845 per share, at prices ranging from $7.6131 to $7.80 per share.

F19: Reflects a weighted average purchase price of $7.93 per share, at prices ranging from $7.85 to $8.08 per share.

F20: Reflects a weighted average sale price of $7.9487 per share, at prices ranging from $7.71 to $8.05 per share.

F21: Reflects a weighted average purchase price of $7.673 per share, at prices ranging from $7.4813 to $7.97 per share.

F22: Reflects a weighted average sale price of $7.6248 per share, at prices ranging from $7.4813 to $7.8406 per share.

F23: Reflects a weighted average purchase price of $7.7998 per share, at prices ranging from $7.7729 to $7.87 per share.

F24: Reflects a weighted average sale price of $7.8015 per share, at prices ranging from $7.7729 to $7.87 per share.

F25: Reflects a weighted average purchase price of $7.8905 per share, at prices ranging from $7.6113 to $7.94 per share.

F26: Reflects a weighted average sale price of $7.6405 per share, at prices ranging from $7.6113 to $7.72 per share.

F27: Reflects a weighted average purchase price of $8.1897 per share, at prices ranging from $8.0394 to $8.21 per share.

F28: Reflects a weighted average sale price of $8.0458 per share, at prices ranging from $8.0394 to $8.21 per share.

F29: Reflects a weighted average purchase price of $8.2314 per share, at prices ranging from $8.0462 to $8.2401 per share.

F30: Reflects a weighted average sale price of $8.1652 per share, at prices ranging from $8.0462 to $8.2035 per share.

F31: Reflects a weighted average purchase price of $8.1835 per share, at prices ranging from $8.1034 to $8.36 per share.

F32: Reflects a weighted average sale price of $8.1133 per share, at prices ranging from $8.02 to $8.165 per share.

F33: Reflects a weighted average purchase price of $8.0453 per share, at prices ranging from $7.8468 to $8.10 per share.

F34: Reflects a weighted average sale price of $8.0094 per share, at prices ranging from $7.8468 to $8.10 per share.

F35: Upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.