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: 2014-10-28-04:00

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
2014-10-28-04:00	Class A Common Stock	P	751	$7.6816	Acquired	5609819	Indirect
2014-10-28-04:00	Class A Common Stock	S	703	$7.7753	Disposed	5609116	Indirect
2014-10-29-04:00	Class A Common Stock	P	372	$8.1717	Acquired	5609488	Indirect
2014-10-29-04:00	Class A Common Stock	S	1549	$8.2318	Disposed	5607939	Indirect
2014-10-30-04:00	Class A Common Stock	P	386	$7.9988	Acquired	5608325	Indirect
2014-10-30-04:00	Class A Common Stock	S	386	$7.9988	Disposed	5607939	Indirect
2014-10-31-04:00	Class A Common Stock	P	1248	$8.0194	Acquired	5609187	Indirect
2014-10-31-04:00	Class A Common Stock	S	1373	$8.0249	Disposed	5607814	Indirect
2014-11-03-05:00	Class A Common Stock	P	356	$7.872	Acquired	5608170	Indirect
2014-11-03-05:00	Class A Common Stock	S	387	$7.8662	Disposed	5607783	Indirect
2014-11-04-05:00	Class A Common Stock	P	322	$7.7631	Acquired	5608105	Indirect
2014-11-04-05:00	Class A Common Stock	S	239	$7.7164	Disposed	5607866	Indirect
2014-11-05-05:00	Class A Common Stock	P	323	$8.023	Acquired	5608189	Indirect
2014-11-05-05:00	Class A Common Stock	S	323	$8.023	Disposed	5607866	Indirect
2014-11-06-05:00	Class A Common Stock	P	1228	$8.1948	Acquired	5609094	Indirect
2014-11-06-05:00	Class A Common Stock	S	771	$8.1442	Disposed	5608323	Indirect
2014-11-07-05:00	Class A Common Stock	P	473	$7.68	Acquired	5608796	Indirect
2014-11-07-05:00	Class A Common Stock	S	1789	$7.7569	Disposed	5607007	Indirect
2014-11-10-05:00	Class A Common Stock	P	402	$7.9629	Acquired	5606476	Indirect
2014-11-10-05:00	Class A Common Stock	S	933	$8.0476	Disposed	5606476	Indirect
2014-11-11-05:00	Class A Common Stock	P	219	$8.0194	Acquired	5606695	Indirect
2014-11-11-05:00	Class A Common Stock	S	5	$7.825	Disposed	5606690	Indirect
2014-11-12-05:00	Class A Common Stock	P	101	$7.9796	Acquired	5606791	Indirect
2014-11-12-05:00	Class A Common Stock	S	23	$8.08	Disposed	5606768	Indirect
2014-11-13-05:00	Class A Common Stock	P	33	$8.0653	Acquired	5606801	Indirect
2014-11-13-05:00	Class A Common Stock	S	33	$8.0653	Disposed	5606768	Indirect
2014-11-14-05:00	Class A Common Stock	P	9	$7.5547	Acquired	5606777	Indirect
2014-11-14-05:00	Class A Common Stock	S	59	$7.6947	Disposed	5606718	Indirect
2014-11-17-05:00	Class A Common Stock	P	368	$7.5251	Acquired	5607086	Indirect
2014-11-17-05:00	Class A Common Stock	S	368	$7.5251	Disposed	5607047	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 November 17, 2014, Goldman Sachs beneficially owned directly, and GS Group may have been deemed to have beneficially owned indirectly, 11,047 shares of Common Stock, and Goldman Sachs also had open short positions of 63,674 shares of Common Stock, reflecting changes due to exempt transactions.

F5: Reflects a weighted average purchase price of $7.6816 per share, at prices ranging from $7.5112 to $7.97 per share.

F6: Reflects a weighted average sale price of $7.7753 per share, at prices ranging from $7.5112 to $7.97 per share.

F7: Reflects a weighted average purchase price of $8.1717 per share, at prices ranging from $8.0434 to $8.33 per share.

F8: Reflects a weighted average sale price of $8.2318 per share, at prices ranging from $8.00 to $8.33 per share.

F9: Reflects a weighted average purchase price of $7.9988 per share, at prices ranging from $7.9692 to $8.07 per share.

F10: Reflects a weighted average sale price of $7.9988 per share, at prices ranging from $7.9692 to $8.07 per share.

F11: Reflects a weighted average purchase price of $8.0194 per share, at prices ranging from $7.7317 to $8.08 per share.

F12: Reflects a weighted average sale price of $8.0249 per share, at prices ranging from $7.7317 to $8.08 per share.

F13: Reflects a weighted average purchase price of $7.8720 per share, at prices ranging from $7.79 to $7.927 per share.

F14: Reflects a weighted average sale price of $7.8662 per share, at prices ranging from $7.79 to $7.927 per share.

F15: Reflects a weighted average purchase price of $7.7631 per share, at prices ranging from $7.6317 to $8.10 per share.

F16: Reflects a weighted average sale price of $7.7164 per share, at prices ranging from $7.6317 to $8.10 per share.

F17: Reflects a weighted average purchase price of $8.0230 per share, at prices ranging from $8.0226 to $8.0275 per share.

F18: Reflects a weighted average sale price of $8.0230 per share, at prices ranging from $8.0226 to $8.0275 per share.

F19: Reflects a weighted average purchase price of $8.1948 per share, at prices ranging from $7.944 to $8.28 per share.

F20: Reflects a weighted average sale price of $8.1442 per share, at prices ranging from $7.944 to $8.28 per share.

F21: Reflects a weighted average sale price of $7.7569 per share, at prices ranging from $7.53 to $8.09 per share.

F22: Reflects a weighted average purchase price of $7.9629 per share, at prices ranging from $7.70 to $8.05 per share.

F23: Reflects a weighted average sale price of $8.0476 per share, at prices ranging from $7.61 to $8.05 per share.

F24: Reflects a weighted average purchase price of $8.0194 per share, at prices ranging from $7.825 to $8.08 per share.

F25: Reflects a weighted average purchase price of $7.9796 per share, at prices ranging from $7.95 to $8.08 per share.

F26: Reflects a weighted average purchase price of $8.0653 per share, at prices ranging from $7.72 to $8.21 per share.

F27: Reflects a weighted average sale price of $8.0653 per share, at prices ranging from $7.72 to $8.21 per share.

F28: Reflects a weighted average sale price of $7.6947 per share, at prices ranging from $7.5547 to $7.7199 per share.

F29: Reflects a weighted average purchase price of $7.5251 per share, at prices ranging from $7.4919 to $7.53 per share.

F30: Reflects a weighted average sale price of $7.5251 per share, at prices ranging from $7.4919 to $7.53 per share.

F31: 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.