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: 2014-10-07-04:00

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
2014-10-07-04:00	Class A Common Stock	P	455	$7.2882	Acquired	5609508	Indirect
2014-10-07-04:00	Class A Common Stock	S	455	$7.2882	Disposed	5609053	Indirect
2014-10-08-04:00	Class A Common Stock	P	1333	$7.3721	Acquired	5610386	Indirect
2014-10-08-04:00	Class A Common Stock	S	1141	$7.3709	Disposed	5609245	Indirect
2014-10-09-04:00	Class A Common Stock	P	1051	$7.2627	Acquired	5610296	Indirect
2014-10-09-04:00	Class A Common Stock	S	1051	$7.2693	Disposed	5609245	Indirect
2014-10-10-04:00	Class A Common Stock	P	1252	$7.2318	Acquired	5610497	Indirect
2014-10-10-04:00	Class A Common Stock	S	1457	$7.229	Disposed	5609040	Indirect
2014-10-13-04:00	Class A Common Stock	P	513	$7.2541	Acquired	5609553	Indirect
2014-10-13-04:00	Class A Common Stock	S	547	$7.2532	Disposed	5609006	Indirect
2014-10-14-04:00	Class A Common Stock	P	456	$7.2828	Acquired	5609462	Indirect
2014-10-14-04:00	Class A Common Stock	S	556	$7.2949	Disposed	5608906	Indirect
2014-10-15-04:00	Class A Common Stock	P	1442	$7.1861	Acquired	5610348	Indirect
2014-10-15-04:00	Class A Common Stock	S	2883	$7.1932	Disposed	5607465	Indirect
2014-10-16-04:00	Class A Common Stock	P	1577	$7.2891	Acquired	5609042	Indirect
2014-10-16-04:00	Class A Common Stock	S	2787	$7.2846	Disposed	5606255	Indirect
2014-10-17-04:00	Class A Common Stock	P	1359	$7.3318	Acquired	5607614	Indirect
2014-10-17-04:00	Class A Common Stock	S	1445	$7.3299	Disposed	5606169	Indirect
2014-10-20-04:00	Class A Common Stock	P	1023	$7.4328	Acquired	5607192	Indirect
2014-10-20-04:00	Class A Common Stock	S	823	$7.4082	Disposed	5606369	Indirect
2014-10-21-04:00	Class A Common Stock	P	1111	$7.6006	Acquired	5607480	Indirect
2014-10-21-04:00	Class A Common Stock	S	1111	$7.6006	Disposed	5606369	Indirect
2014-10-22-04:00	Class A Common Stock	P	529	$7.4098	Acquired	5606898	Indirect
2014-10-22-04:00	Class A Common Stock	S	456	$7.4001	Disposed	5606442	Indirect
2014-10-23-04:00	Class A Common Stock	P	2690	$7.5659	Acquired	5609132	Indirect
2014-10-23-04:00	Class A Common Stock	S	1650	$7.5568	Disposed	5607482	Indirect
2014-10-24-04:00	Class A Common Stock	P	42	$7.52	Acquired	5573485	Indirect
2014-10-24-04:00	Class A Common Stock	S	42	$7.52	Disposed	5573443	Indirect
2014-10-27-04:00	Class A Common Stock	P	390	$7.5063	Acquired	5607872	Indirect
2014-10-27-04:00	Class A Common Stock	S	390	$7.5063	Disposed	5609068	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 October 27, 2014, Goldman Sachs beneficially owned directly, and GS Group may have been deemed to have beneficially owned indirectly, 13,068 shares of Common Stock, and Goldman Sachs also had open short positions of 62,445 shares of Common Stock reflecting changes due to exempt transactions.

F5: Reflects a weighted average purchase price of $7.2882 per share, at prices ranging from $7.2617 to $7.49 per share.

F6: Reflects a weighted average sale price of $7.2882 per share, at prices ranging from $7.2617 to $7.49 per share.

F7: Reflects a weighted average purchase price of $7.3721 per share, at prices ranging from $7.3127 to $7.4668 per share.

F8: Reflects a weighted average sale price of $7.3709 per share, at prices ranging from $7.3127 to $7.4668 per share.

F9: Reflects a weighted average purchase price of $7.2627 per share, at prices ranging from $7.23 to $7.3079 per share.

F10: Reflects a weighted average sale price of $7.2693 per share, at prices ranging from $7.19 to $7.3079 per share.

F11: Reflects a weighted average purchase price of $7.2318 per share, at prices ranging from $7.21 to $7.3863 per share.

F12: Reflects a weighted average sale price of $7.229 per share, at prices ranging from $7.2243 to $7.3863 per share.

F13: Reflects a weighted average purchase price of $7.2541 per share, at prices ranging from $7.2236 to $7.4065 per share.

F14: Reflects a weighted average sale price of $7.2532 per share, at prices ranging from $7.2236 to $7.4065 per share.

F15: Reflects a weighted average purchase price of $7.2828 per share, at prices ranging from $7.2827 to $7.2832 per share.

F16: Reflects a weighted average sale price of $7.2949 per share, at prices ranging from $7.2827 to $7.35 per share.

F17: Reflects a weighted average purchase price of $7.1861 per share, at prices ranging from $7.1239 to $7.21 per share.

F18: Reflects a weighted average sale price of $7.1932 per share, at prices ranging from $7.02 to $7.36 per share.

F19: Reflects a weighted average purchase price of $7.2891 per share, at prices ranging from $7.28 to $7.44 per share.

F20: Reflects a weighted average sale price of $7.2846 per share, at prices ranging from $7.28 to $7.3122 per share.

F21: Reflects a weighted average purchase price of $7.3318 per share, at prices ranging from $7.242 to $7.42 per share.

F22: Reflects a weighted average sale price of $7.3299 per share, at prices ranging from $7.242 to $7.42 per share.

F23: Reflects a weighted average purchase price of $7.4328 per share, at prices ranging from $7.2804 to $7.56 per share.

F24: Reflects a weighted average sale price of $7.4082 per share, at prices ranging from $7.2804 to $7.56 per share.

F25: Reflects a weighted average purchase price of $7.6006 per share, at prices ranging from $7.5243 to $7.65 per share.

F26: Reflects a weighted average sale price of $7.6006 per share, at prices ranging from $7.5243 to $7.65 per share.

F27: Reflects a weighted average purchase price of $7.4098 per share, at prices ranging from $7.3949 to $7.47 per share.

F28: Reflects a weighted average sale price of $7.4001 per share, at prices ranging from $7.3949 to $7.46 per share.

F29: Reflects a weighted average purchase price of $7.5659 per share, at prices ranging from $7.3702 to $7.61 per share.

F30: Reflects a weighted average sale price of $7.5568 per share, at prices ranging from $7.3702 to $7.6 per share.

F31: Reflects a weighted average purchase price of $7.5063 per share, at prices ranging from $7.4833 to $7.59 per share.

F32: Reflects a weighted average sale price of $7.5063 per share, at prices ranging from $7.4833 to $7.59 per share.

F33: 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