Andrew O'Brien - Apr 21, 2023 Form 4 Insider Report for Trean Insurance Group, Inc. (TIG)

Signature
/s/ Patricia A. Ryan, attorney-in-fact
Stock symbol
TIG
Transactions as of
Apr 21, 2023
Transactions value $
-$21,581,088
Form type
4
Date filed
4/24/2023, 04:13 PM
Previous filing
Nov 16, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TIG Common Stock Disposed to Issuer -$21.6M -3.51M -100% $6.15 0 Apr 21, 2023 See footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Andrew O'Brien is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the Agreement and Plan of Merger, dated as of December 15, 2022 (the "Merger Agreement"), by and among Treadstone Parent Inc., a Delaware corporation ("Parent"), Treadstone Merger Sub Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent, and Trean Insurance Group, Inc. (the "Company"), each share of common stock, par value $0.01 per share, of the Company ("Company Common Stock") was converted into the right to receive a cash payment (without interest and subject to any applicable taxes) equal to the per share merger consideration of $6.15. As a result of the Merger, Reporting Person no longer beneficially owns, directly or indirectly, any shares of Company Common Stock, and after giving effect to the Company's delisting and deregistration, will cease to have reporting obligations.
F2 2,000,000 shares of Company Common Stock were disposed of pursuant to a contribution and exchange agreement between the Reporting Person and an indirect owner of Parent in exchange for equity interests of such indirect owner of Parent, having an equivalent value as of the effective date of the merger based on the per share merger consideration of $6.15. 1,509,120 shares of Company Common Stock will be settled for cash, as described in Footnote 1.
F3 These shares of Company Common Stock were held by the Andrew M. O'Brien Premarital Trust, of which the Reporting Person is the trustee.