James D. Carey - 02 Jul 2025 Form 4 Insider Report for Enstar Group LTD (ESGR)

Role: Director
Signature: /s/ Audrey B. Taranto by power of attorney
Issuer symbol: ESGR
Transactions as of: 02 Jul 2025
Net transactions value: $0
Form type: 4
Filing time: 03 Jul 2025, 16:25:05 UTC
Previous filing: 03 Oct 2024
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Carey James D	Director	C/O STONE POINT CAPITAL LLC, 20 HORSENECK LANE, GREENWICH	/s/ Audrey B. Taranto by power of attorney	03 Jul 2025	0001490137

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ESGR	Share Unit	Disposed to Issuer	$0	-10,113	-100%	$0.000000	0	02 Jul 2025	Ordinary Shares	10,113		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

James D. Carey is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On July 2, 2025, Enstar Group Limited (the "Issuer") consummated the previously announced transaction with Sixth Street Partners, LLC ("Sixth Street"), pursuant to the Agreement and Plan of Merger, dated as of July 29, 2024, by and among Elk Bidco Limited, Enstar Group Limited and the other parties thereto, whereby Sixth Street indirectly acquired the Issuer (the "Merger"). In connection with the Merger, each Share Unit was canceled and converted into the right to receive a cash payment equal to the Merger Consideration.
F2	These Share Units are held by Mr. Carey solely for the benefit of Stone Point Capital LLC ("Stone Point"), of which Mr. Carey is Co-Chief Executive Officer. Mr. Carey disclaims beneficial ownership of these Share Units, except to the extent of his pecuniary interest therein, if any. Stone Point may be deemed an indirect beneficial owner of these Share Units.

Content

On July 2, 2025, Enstar Group Limited (the "Issuer") consummated the previously announced transaction with Sixth Street Partners, LLC ("Sixth Street"), pursuant to the Agreement and Plan of Merger, dated as of July 29, 2024, by and among Elk Bidco Limited, Enstar Group Limited and the other parties thereto, whereby Sixth Street indirectly acquired the Issuer (the "Merger"). In connection with the Merger, each Share Unit was canceled and converted into the right to receive a cash payment equal to the Merger Consideration.

These Share Units are held by Mr. Carey solely for the benefit of Stone Point Capital LLC ("Stone Point"), of which Mr. Carey is Co-Chief Executive Officer. Mr. Carey disclaims beneficial ownership of these Share Units, except to the extent of his pecuniary interest therein, if any. Stone Point may be deemed an indirect beneficial owner of these Share Units.