Steven H. Nigro - 27 May 2025 Form 4 Insider Report for Ranger Bermuda Topco Ltd (KG)

Reporting relationship: Director
Issuer ticker: KG
Reported as of: 27 May 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 29 May 2025, 21:59:40 UTC
Prior SEC filing: 04 Jun 2024
Next SEC filing: 09 Sep 2025
Source filing: View source filing
Reporting owner signature: /s/ Steven H. Nigro

Key filing fact

Steven H. Nigro filed Form 4 for Ranger Bermuda Topco Ltd (KG) on 29 May 2025.

Key facts

This page summarizes Steven H. Nigro's Form 4 filing for Ranger Bermuda Topco Ltd (KG).
3 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 29 May 2025, 21:59.

Change

Previous filing in this sequence was filed on 04 Jun 2024.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001434374 Primary reporting owner

NIGRO STEVEN HAROLD

Relationship: Director
Address: 48 PAR-LA-VILLE ROAD, SUITE 1141, HAMILTON, BERMUDA
Signature: /s/ Steven H. Nigro
Signature date: 29 May 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

KG transaction

Common Shares

Award

Transaction value
Shares: +12,240
Change %
Price
Shares after: 12,240
Date: 27 May 2025
Ownership: Direct
Footnotes: F1

KG transaction

Common Shares

Award

Transaction value
Shares: +1,760
Change %: +14%
Price
Shares after: 14,000
Date: 27 May 2025
Ownership: Direct
Footnotes: F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

KG transaction Derivative

Stock Options (right to buy)

Award

Transaction value: $0
Shares: +600
Change %
Price: $0.000000
Shares after: 600
Date: 27 May 2025
Ownership: Direct
Underlying class: Common Shares
Underlying amount: 600
Exercise price: $271.00
Footnotes: F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

On May 27, 2025, pursuant to that certain Combination Agreement (as amended, the "Combination Agreement"), dated as of December 29, 2024, by and between Kestrel Group, LLC ("Kestrel"), all of the equityholders of Kestrel, Maiden Holdings, Ltd. ("Maiden"), Ranger U.S. Newco LLC, Ranger Bermuda Merger Sub Ltd, Ranger Merger Sub 2 LLC and Kestrel Group Ltd. (f/k/a Ranger Bermuda Topco Ltd) (the "Issuer"), Maiden became a wholly-owned subsidiary of the Issuer (the "Merger"). In connection with the Merger, each issued and outstanding Maiden share, subject to certain exceptions, were automatically canceled and converted into the right to receive one-twentieth (0.05) of a common share of the Issuer.

Footnote F2

In connection with the Merger, each Maiden restricted share that was issued and outstanding immediately prior to the closing of the Merger was automatically converted into one-twentieth (0.05) of a common share of the Issuer that is unvested and/or subject to a risk of forfeiture, on substantially the same terms and conditions (including vesting schedule) as applied to such Maiden restricted share immediately prior to the closing of the Merger.

Footnote F3

In connection with the Merger, each Maiden option that was outstanding immediately prior to the closing of the Merger was automatically converted into an option to purchase a number of Issuer common shares equal to one-twentieth (0.05) of the Maiden shares subject to the Maiden option (rounded down to the nearest whole share), with an exercise price determined by dividing the exercise price of such Maiden option by 0.05 (rounded up to the nearest whole cent). The Issuer option as converted otherwise has substantially the same terms and conditions, including vesting schedule, as applied to such Maiden option immediately prior to the closing of the Merger.