Michelle C. Bunch - 17 Jul 2024 Form 3 Insider Report for TWFG, Inc. (TWFG)

Role
Director
Signature
/s/ Julie E. Benes, as Attorney-in-Fact for Michelle C. Bunch
Issuer symbol
TWFG
Transactions as of
17 Jul 2024
Net transactions value
$0
Form type
3
Filing time
17 Jul 2024, 18:17:12 UTC
Next filing
22 Jan 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding TWFG Class A Common Stock 100 17 Jul 2024 By LLC 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
holding TWFG Class C LLC Units in TWFG Holding Company, LLC 17 Jul 2024 Class A Common Stock 34,236,072 By LLC F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares of Class A common Stock of the Issuer and the Class C LLC Units of TWFG Holding Company, LLC ("TWFG Holding") are owned directly by Bunch Family Holdings LLC ("Bunch Holdings"), a ten percent owner of the Issuer, and indirectly by Richard F. Bunch III, who is sole member of Bunch Holdings. Richard F. Bunch III is the husband of the Reporting Person.
F2 Pursuant to the "reorganization transactions" (as defined in the Issuer's Registration Statement on Form S-1, as amended (File No. 333-280439)), as part of the Issuer's initial public offering, (i) the Class C LLC Units of TWFG Holding held by Bunch Holdings will be reclassified as LLC Units of TWFG Holding, (ii) Bunch Holdings will exchange 342,362 LLC Units of TWFG Holding for 342,362 shares of Class A Common Stock of the Issuer, and (iii) Bunch Holdings will continue to hold 33,893,810 LLC Units of TWFG Holdings and will hold a corresponding number of shares of Class C Common Stock of the Issuer. Each LLC Unit of TWFG Holdings held by Bunch Holdings is exchangeable for shares of Class A Common Stock of the Issuer on a one-for-one basis, and upon such exchange, an equivalent number of shares of Class C Common Stock of the Issuer held by Bunch Holdings will be canceled.

Remarks:

Exhibit 24 - Power of Attorney