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: 2014-11-18-05:00

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
2014-11-18-05:00	Class A Common Stock	P	357	$7.4812	Acquired	5607404	Indirect
2014-11-18-05:00	Class A Common Stock	S	224	$7.47	Disposed	5607180	Indirect
2014-11-19-05:00	Class A Common Stock	P	179	$7.3692	Acquired	5607359	Indirect
2014-11-19-05:00	Class A Common Stock	S	221	$7.3607	Disposed	5607138	Indirect
2014-11-20-05:00	Class A Common Stock	P	446	$7.36	Acquired	5607584	Indirect
2014-11-20-05:00	Class A Common Stock	S	48	$7.3477	Disposed	5607536	Indirect
2014-11-21-05:00	Class A Common Stock	P	480	$7.4394	Acquired	5608016	Indirect
2014-11-21-05:00	Class A Common Stock	S	895	$7.4885	Disposed	5607121	Indirect
2014-11-24-05:00	Class A Common Stock	P	713	$7.4837	Acquired	5607834	Indirect
2014-11-24-05:00	Class A Common Stock	S	391	$7.4702	Disposed	5607443	Indirect
2014-11-25-05:00	Class A Common Stock	P	585	$7.4675	Acquired	5608028	Indirect
2014-11-25-05:00	Class A Common Stock	S	1183	$7.5092	Disposed	5570891	Indirect
2014-11-26-05:00	Class A Common Stock	P	201	$7.4637	Acquired	5607046	Indirect
2014-11-26-05:00	Class A Common Stock	S	119	$7.4042	Disposed	5606927	Indirect
2014-11-28-05:00	Class A Common Stock	P	1180	$7.3001	Acquired	5608107	Indirect
2014-11-28-05:00	Class A Common Stock	S	2355	$7.3001	Disposed	5605752	Indirect
2014-12-01-05:00	Class A Common Stock	P	1498	$7.2701	Acquired	5607250	Indirect
2014-12-01-05:00	Class A Common Stock	S	1506	$7.2807	Disposed	5605744	Indirect
2014-12-02-05:00	Class A Common Stock	P	378	$7.4331	Acquired	5606122	Indirect
2014-12-02-05:00	Class A Common Stock	S	378	$7.4331	Disposed	5605744	Indirect
2014-12-03-05:00	Class A Common Stock	P	154	$7.4257	Acquired	5605898	Indirect
2014-12-03-05:00	Class A Common Stock	S	155	$7.4246	Disposed	5605743	Indirect
2014-12-04-05:00	Class A Common Stock	P	1600	$7.4388	Acquired	5607343	Indirect
2014-12-04-05:00	Class A Common Stock	S	1934	$7.4359	Disposed	5605409	Indirect
2014-12-05-05:00	Class A Common Stock	P	155	$7.7128	Acquired	5605564	Indirect
2014-12-05-05:00	Class A Common Stock	S	155	$7.7128	Disposed	5605409	Indirect
2014-12-08-05:00	Class A Common Stock	P	994	$8.1726	Acquired	5606403	Indirect
2014-12-08-05:00	Class A Common Stock	S	229	$7.5213	Disposed	5606174	Indirect
2014-12-09-05:00	Class A Common Stock	P	3273	$8.2575	Acquired	5609447	Indirect
2014-12-09-05:00	Class A Common Stock	S	189	$8.3074	Disposed	5609651	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 9, 2014, Goldman Sachs beneficially owned directly, and GS Group may have been deemed to have beneficially owned indirectly, 13,651 shares of Common Stock, and Goldman Sachs also had open short positions of 64,267 shares of Common Stock, reflecting changes due to exempt transactions.

F5: Reflects a weighted average purchase price of $7.4812 per share, at prices ranging from $7.41 to $7.50 per share.

F6: Reflects a weighted average sale price of $7.47 per share, at prices ranging from $7.41 to $7.50 per share.

F7: Reflects a weighted average purchase price of $7.3692 per share, at prices ranging from $7.25 to $7.46 per share.

F8: Reflects a weighted average sale price of $7.3607 per share, at prices ranging from $7.25 to $7.42 per share.

F9: Reflects a weighted average purchase price of $7.36 per share, at prices ranging from $7.2544 to $7.41 per share.

F10: Reflects a weighted average sale price of $7.3477 per share, at prices ranging from $7.2544 to $7.35 per share.

F11: Reflects a weighted average purchase price of $7.4394 per share, at prices ranging from $7.41 to $7.51 per share.

F12: Reflects a weighted average sale price of $7.4885 per share, at prices ranging from $7.41 to $7.51 per share.

F13: Reflects a weighted average purchase price of $7.4837 per share, at prices ranging from $7.312 to $7.50 per share.

F14: Reflects a weighted average sale price of $7.4702 per share, at prices ranging from $7.312 to $7.50 per share.

F15: Reflects a weighted average purchase price of $7.4675 per share, at prices ranging from $7.45 to $7.55 per share.

F16: Reflects a weighted average sale price of $7.5092 per share, at prices ranging from $7.45 to $7.55 per share.

F17: Reflects a weighted average purchase price of $7.4637 per share, at prices ranging from $7.3282 to $7.55 per share.

F18: Reflects a weighted average sale price of $7.4042 per share, at prices ranging from $7.3282 to $7.50 per share.

F19: Reflects a weighted average purchase price of $7.3001 per share, at prices ranging from $7.30 to $7.325 per share.

F20: Reflects a weighted average sale price of $7.3001 per share, at prices ranging from $7.30 to $7.325 per share.

F21: Reflects a weighted average purchase price of $7.2701 per share, at prices ranging from $7.27 to $7.435 per share.

F22: Reflects a weighted average sale price of $7.2807 per share, at prices ranging from $7.27 to $7.435 per share.

F23: Reflects a weighted average purchase price of $7.4331 per share, at prices ranging from $7.425 to $7.53 per share.

F24: Reflects a weighted average sale price of $7.4331 per share, at prices ranging from $7.425 to $7.53 per share.

F25: Reflects a weighted average purchase price of $7.4257 per share, at prices ranging from $7.39 to $7.445 per share.

F26: Reflects a weighted average sale price of $7.4246 per share, at prices ranging from $7.26 to $7.445 per share.

F27: Reflects a weighted average purchase price of $7.4388 per share, at prices ranging from $7.42 to $7.44 per share.

F28: Reflects a weighted average sale price of $7.4359 per share, at prices ranging from $7.31 to $7.44 per share.

F29: Reflects a weighted average purchase price of $7.7128 per share, at prices ranging from $7.3705 to $7.84 per share.

F30: Reflects a weighted average sale price of $7.7128 per share, at prices ranging from $7.3705 to $7.84 per share.

F31: Reflects a weighted average purchase price of $8.1726 per share, at prices ranging from $7.5708 to $8.50 per share.

F32: Reflects a weighted average sale price of $7.5213 per share, at prices ranging from $7.42 to $7.83 per share.

F33: Reflects a weighted average purchase price of $8.2575 per share, at prices ranging from $7.92 to $8.4 per share.

F34: Reflects a weighted average sale price of $8.3074 per share, at prices ranging from $8.225 to $8.4 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.