Alexandre Scherer - Jul 1, 2021 Form 4 Insider Report for Watford Holdings Ltd. (WTRE)

Signature
/s/ Jonathan Levy, as attorney-in-fact
Stock symbol
WTRE
Transactions as of
Jul 1, 2021
Transactions value $
-$648,550
Form type
4
Date filed
7/2/2021, 09:07 AM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WTRE Common Shares, par value $0.01/share Disposed to Issuer -$649K -18.5K -100% $35.00 0 Jul 1, 2021 Direct F1

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 WTRE Restricted Share Units - 2019 Disposed to Issuer $0 -4.71K -100% $0.00* 0 Jul 1, 2021 Common Shares, par value $0.01/share 4.71K Direct F2
transaction WTRE Restricted Share Units - 2020 Disposed to Issuer $0 -4.53K -100% $0.00* 0 Jul 1, 2021 Common Shares, par value $0.01/share 4.53K Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On July 1, 2021, pursuant to the Agreement and Plan of Merger, dated October 9, 2020, among Watford Holdings Ltd. (the "Company"), Arch Capital Group Ltd. and Greysbridge Ltd. ("Merger Sub"), as amended by Amendment No. 1, dated November 2, 2020, Merger Sub merged with and into the Company, with the Company surviving as a subsidiary of Greysbridge Holdings Ltd. (the "Merger"). At the effective time of the Merger, these common shares were cancelled and converted into the right to receive $35.00 in cash per share.
F2 Pursuant to the Merger Agreement, (i) each performance-based restricted share unit grant held by the Reporting Person automatically vested in full on the basis of assuming the achievement in full of the applicable performance metric at the target level of performance and was canceled and converted into the right to receive and (ii) each time-based restricted share unit grant held by the Reporting Person automatically vested in full and was canceled and converted into the right to receive, in each case with respect to each common share of the Company subject to such restricted share unit, the Merger Consideration, less any applicable withholding.