American Family Mutual Insurance Company, S.I. - Oct 25, 2024 Form 4 Insider Report for Bowhead Specialty Holdings Inc. (BOW)

Role
Director, Other*, 10%+ Owner
Signature
American Family Mutual Insurance Company, S.I., By: /s/ Troy Van Beek, Chief Financial Officer
Stock symbol
BOW
Transactions as of
Oct 25, 2024
Transactions value $
-$37,728,483
Form type
4
Date filed
10/29/2024, 04:00 PM
Previous filing
Jul 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BOW Common Stock Sale -$37.7M -1.36M -22.47% $27.70 4.7M Oct 25, 2024 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares were sold in connection with an underwritten public offering of the Issuer's Common Stock (including pursuant to the underwriters' exercise of their over-allotment option) at a net price per share of $27.695, after underwriting discounts and commissions.
F2 Includes 117,679 shares that were distributed to American Family Mutual Insurance Company, S.I. ("AFMIC") in connection with the dissolution of Bowhead Insurance Holdings LP.
F3 GPC Partners Investments (SPV III) LP ("GPC") and AMFIC are parties to a Voting Agreement, dated May 22, 2024, and each may be deemed to be members of a "group," as defined in Rule 13d-5 of the Securities Exchange Act of 1934, as amended. The share ownership reported herein does not include any shares owned by GPC, and AFMIC disclaims membership in a group with GPC and disclaims beneficial ownership of any shares owned by GPC.

Remarks:

Troy Van Beek, the Enterprise Chief Financial Officer and Treasurer of AFMIC, was nominated as a director of the Issuer pursuant to the Investor Matters Agreement, dated May 23, 2024, between AFMIC and the Issuer. Accordingly, AFMIC may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934, as amended.