Basisstatistiken
| CIK | 1393726 |
SEC Filings
SEC Filings (Chronological Order)
| June 3, 2026 |
Table 1: Newly Registered Securities Calculation of Filing Fee Tables S-8 TIPTREE INC. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, $0.001 par value per share Other 4,000,000 $ 17.34 $ 69,360,000.00 0.0001381 $ 9,578.62 Total Offering Amo |
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| June 3, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TIPTREE INC. (Exact Name of Registrant as Specified in its Charter) Maryland 38-3754322 (State or Other Jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 660 Steamboat Road, 2nd Floor Greenwich, CT 06830 (Address of Principal Exe |
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| May 29, 2026 |
Tiptree and Warburg Pincus Announce Closing of Fortegra Sale EXHIBIT 99.1 Tiptree and Warburg Pincus Announce Closing of Fortegra Sale GREENWICH, Conn., May 29, 2026 – (BUSINESS WIRE) – Tiptree Inc. (NASDAQ: TIPT) (the “Company” or “Tiptree”) and Warburg Pincus LLC (“Warburg Pincus”) today announced the successful closing of the previously disclosed sale of The Fortegra Group, Inc. (“Fortegra”), a leading specialty insurer, to DB Insurance Co., Ltd., Korea' |
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| May 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2026 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 29, 2026 |
EXHIBIT 10.1 LIMITED CONSENT TO AMENDED AND RESTATED CREDIT AGREEMENT This LIMITED CONSENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 11, 2026 (this “Consent”), is by and among SOUTH BAY ACCEPTANCE CORPORATION, a corporation incorporated under the laws of the State of California (“SBAC”) and SOUTH BAY FUNDING LLC, a limited liability company organized under the laws of the State o |
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| May 29, 2026 |
EXHIBIT 10.2 SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 11, 2026 (this “Amendment”), is by and among FORTEGRA FINANCIAL CORPORATION, a corporation incorporated under the laws of the State of Delaware (“Fortegra”), THE FORTEGRA GROUP, INC., a corporation incorporated under the laws of the |
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| May 22, 2026 |
FORM 8-K Item 7.01 Regulation FD Disclosure. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2026 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 4, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 01, 2026 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| April 30, 2026 |
TIPTREE ANNOUNCES FIRST QUARTER 2026 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES FIRST QUARTER 2026 RESULTS Greenwich, Connecticut – April 30, 2026- Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three months ended March 31, 2026. Highlights • Returned capital to shareholders through approximately $5.0 million of share repurchases during the first quarter, at an average price of $16.13 per s |
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| April 30, 2026 |
Company Update April 2026 EXHIBIT 99.2 1 LIMITATIONS ON THE USE OF INFORMATION This presentation has been prepared by Tiptree Inc. and its consolidated subsidiaries (“Tiptree", "the Company" or "we”) solely for informational purposes, and not for the purpose of updating any information or forecast with respect to Tiptree, its subsidiaries or any of its affiliates or any other purpose. Tiptree repo |
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| April 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2026 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| April 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2026 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0 |
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| April 30, 2026 |
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER ARTICLE I AMENDMENTS ARTICLE II GENERAL PROVISIONS EXHIBIT 2.1 FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of April 28, 2026, is made and entered into by and among DB Insurance Co., Ltd., incorporated and existing under the laws of the Republic of Korea with its registered office at DB Financial Center, 432, Teheran-ro, Gangnam-gu, Seoul, Korea, 06194 (“Purchaser |
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| April 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2026 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| March 16, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Pursuant to § 240. |
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| March 9, 2026 |
Subsidiaries of Tiptree Inc.(1) EXHIBIT 21.1 Subsidiaries of Tiptree Inc.(1) Name Jurisdiction of Incorporation or Organization Fortegra Indemnity Insurance Company, Ltd. Turks & Caicos Islands, BWI Fortegra Specialty Insurance Company Arizona LOTS Intermediate Company Delaware Lyndon Southern Insurance Company Delaware Tiptree Asset Management Company LLC Delaware (1) As of December 31, 2025. |
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| March 9, 2026 |
1 1 To Our Fellow Shareholders: Toward the end of 2025, we agreed to sell our interests in The Fortegra Group, a specialty insurance business, and Reliance First Capital, a residential mortgage origination and servicing business. |
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| March 9, 2026 |
AMENDMENT NO. 1 TO PURCHASE AGREEMENT EXHIBIT 10.25 AMENDMENT NO. 1 TO PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO PURCHASE AGREEMENT (this “Amendment”) is entered into as of December 5, 2025 (the “Amendment No. 1 Effective Date”), by and among Carrington Holding Company, LLC, a Delaware limited liability company (“Original Buyer”), Tiptree Inc., a Maryland corporation (“Tiptree”), Reliance Holdings LLC, a Delaware limited liability co |
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| March 9, 2026 |
AMENDMENT #7 TO EMERITUS AGREEMENT EXHIBIT 10.15 AMENDMENT #7 TO EMERITUS AGREEMENT This Amendment, effective as of December 31, 2025 (this “Amendment”), amends the Emeritus Agreement, dated as of December 20, 2019, as amended by Amendment No. 1, dated January 1, 2021, Amendment No. 2, dated January 1, 2022, Amendment No. 3, dated February 17, 2022, Amendment No. 4, dated November 1, 2022, Amendment No. 5, dated December 1, 2023 an |
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| March 9, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2025 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33 |
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| March 6, 2026 |
TIPTREE ANNOUNCES FOURTH QUARTER 2025 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES FOURTH QUARTER 2025 RESULTS Greenwich, Connecticut – March 6, 2026- Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three months and year ended December 31, 2025. The Company commented, "In late 2025, we agreed to sell Fortegra and Reliance First Capital, transactions expected to result in pro-forma book value of |
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| March 6, 2026 |
Company Update March 2026 EXHIBIT 99.2 1 LIMITATIONS ON THE USE OF INFORMATION This presentation has been prepared by Tiptree Inc. and its consolidated subsidiaries (“Tiptree", "the Company" or "we”) solely for informational purposes, and not for the purpose of updating any information or forecast with respect to Tiptree, its subsidiaries or any of its affiliates or any other purpose. Tiptree repo |
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| March 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 06, 2026 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| December 16, 2025 |
EXHIBIT 10.1 ADVISOR AGREEMENT This Advisor Agreement (“Agreement”) is made and entered into as of December 16, 2025 (the “Effective Date”), by and among Tiptree Inc. (the “Company” or “Tiptree,” which as applicable in the context of this Agreement also shall include its subsidiaries and other affiliated entities), and Jonathan Ilany, an individual (“Executive”). Capitalized terms not defined here |
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| December 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2025 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| December 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 05, 2025 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| December 5, 2025 |
EXECUTIVE SEPARATION AGREEMENT EXHIBIT 10.1 EXECUTIVE SEPARATION AGREEMENT This Executive Separation Agreement (“Agreement”) is made and entered into as of December 5, 2025 between Tiptree Inc. including its current and former members, parents, subsidiaries and affiliated entities, and its and their respective current and former successors, assigns, representatives, agents, attorneys, shareholders, members, officers, directors |
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| December 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 03, 2025 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| December 4, 2025 |
Tiptree Announces Shareholder Approval of Proposed Merger of Fortegra and DB Insurance EXHIBIT 99.1 Tiptree Announces Shareholder Approval of Proposed Merger of Fortegra and DB Insurance GREENWICH, Conn., December 3, 2025 – (BUSINESS WIRE) – Tiptree Inc. (NASDAQ: TIPT) (the “Company” or “Tiptree”) today announced that, at the Company’s Special Meeting of Shareholders (the “Special Meeting”), Tiptree shareholders approved the previously announced Agreement and Plan of Merger (the “Me |
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| December 1, 2025 |
Exhibit 1 Veradace Partners Reminds Tiptree Shareholders to Vote AGAINST Management’s Self-Interested Sale of Fortegra Board Failed to Comprehensively Review All Available Options to Maximize Shareholder Value No Urgent Need to Accept an Inferior Transaction Because Fortegra Is Projected to Have Increased Capitalization Going Forward TIPT Already Collapsed ~23% Since Deal Announcement – Limited Further Downside Risk from Rejecting This Value-Destructive Sale Management’s History of Extracting Value from Tiptree Shareholders Persists with a Deal Structured to Continue Excessive Compensation While Shareholders Get Nothing DALLAS-(BUSINESS WIRE)-Veradace Partners L. |
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| December 1, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Submitted Pursuant to Rule 14a-6(g) Name of Registrant: Tiptree Inc. Name of person relying on exemption: Veradace Partners L.P. Address of person relying on exemption: 3889 Maple Ave, Suite 220, Dallas, Texas, 75219 Written Materials: Press Release, dated December 1, 2025, attached hereto as Exhibit 1 Written |
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| November 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stat |
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| November 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stat |
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| November 24, 2025 |
Exhibit 1 Leading Proxy Advisory Firms Glass Lewis and Egan-Jones Recommend Tiptree Shareholders Vote AGAINST the Proposed Sale of Fortegra to DB Insurance Glass Lewis and Egan-Jones Cite Flawed Structure, Conflicts of Interest, and Failure to Deliver Value to Shareholders Veradace Highlights Several Material Errors in Institutional Shareholder Services’ Analysis Veradace Urges Shareholders to Follow Glass Lewis and Egan-Jones’ Recommendations and Vote AGAINST the Proposed Transaction at the Upcoming Special Meeting on December 3, 2025 DALLAS-(BUSINESS WIRE)-Veradace Partners L. |
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| November 24, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Submitted Pursuant to Rule 14a-6(g) Name of Registrant: Tiptree Inc. Name of person relying on exemption: Veradace Partners L.P. Address of person relying on exemption: 3889 Maple Ave, Suite 220, Dallas, Texas, 75219 Written Materials: Press Release, dated November 24, 2025, attached hereto as Exhibit 1 Written |
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| November 24, 2025 |
FORM 8-K Item 7.01 Regulation FD Disclosure. Item 9.01 Financial Statements and Exhibits. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 24, 2025 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| November 24, 2025 |
EXHIBIT 99.1 Institutional Shareholder Services (ISS) Recommend Tiptree Stockholders Vote “FOR” the Merger of Fortegra and DB Insurance GREENWICH, Conn., November 24, 2025 – (BUSINESS WIRE) – Tiptree Inc. (NASDAQ: TIPT) today announced that Institutional Shareholder Services Inc. (“ISS”), the leading independent proxy advisory firm, has recommended that Tiptree stockholders vote “FOR” the approval |
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| November 20, 2025 |
Exhibit 1 VERADACE CAPITAL MANAGEMENT November 16, 2025 U.S. Securities and Exchange Commission Boston Office 33 Arch Street, 24th Floor, Boston, MA 02110 Attn: John Dugan, Associate Director (Enforcement) Dear Mr. Dugan: Veradace Partners L.P. (collectively with its affiliates, “Veradace” or “we”) writes to draw your attention to the definitive proxy statement (the “Proxy Statement”) filed by Tip |
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| November 20, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Submitted Pursuant to Rule 14a-6(g) Name of Registrant: Tiptree Inc. Name of person relying on exemption: Veradace Partners L.P. Address of person relying on exemption: 3889 Maple Ave, Suite 220, Dallas, Texas, 75219 Written Materials: The following written material is attached hereto: Letter from Veradace Part |
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| November 14, 2025 |
Exhibit 2 Veradace Partners Issues Presentation Detailing Why Tiptree Shareholders Should Vote “AGAINST” the Deeply Flawed Proposed Sale of Fortegra to DB Insurance Highlights Fortegra’s Undervaluation, a Flawed and Conflicted Process, and a Tax-Inefficient Structure That Grants Management a $1 Billion “Blank Check” While Delivering No Direct Return to Shareholders Contends There Are Numerous Superior Alternative Paths That Could Deliver Materially Higher, Tax-Efficient Returns to Shareholders Urges Shareholders to Vote AGAINST the Proposed Transaction and Calls on the Board to Pursue a Restructured Deal That Maximizes Shareholder Value DALLAS – November, 13, 2025 – Veradace Partners L. |
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| November 14, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Submitted Pursuant to Rule 14a-6(g) Name of Registrant: Tiptree Inc. Name of person relying on exemption: Veradace Partners L.P. Address of person relying on exemption: 3889 Maple Ave, Suite 220, Dallas, Texas, 75219 Written Materials: The following written material is attached hereto: Presentation, dated Novem |
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| November 14, 2025 |
Exhibit 1 |
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| November 10, 2025 |
PX14A6G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NOTICE OF EXEMPT SOLICITATION Submitted Pursuant to Rule 14a-6(g) Name of Registrant: Tiptree Inc. Name of person relying on exemption: Veradace Partners L.P. Address of person relying on exemption: 3889 Maple Ave, Suite 220, Dallas, Texas, 75219 Written Materials: The following written material is attached hereto: Pre |
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| October 31, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D |
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| October 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended September 30, 2025 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Numbe |
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| October 31, 2025 |
Company Update October 2025 EXHIBIT 99.2 1 LIMITATIONS ON THE USE OF INFORMATION This presentation has been prepared by Tiptree Inc. and its consolidated subsidiaries (“Tiptree", "the Company" or "we”) solely for informational purposes, and not for the purpose of updating any information or forecast with respect to Tiptree, its subsidiaries or any of its affiliates or any other purpose. Tiptree re |
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| October 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2025 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| October 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2025 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| October 31, 2025 |
TIPTREE ANNOUNCES THIRD QUARTER 2025 RESULTS AND SALE OF RELIANCE FIRST CAPITAL Exhibit 99.1 TIPTREE ANNOUNCES THIRD QUARTER 2025 RESULTS AND SALE OF RELIANCE FIRST CAPITAL Greenwich, Connecticut – October 31, 2025 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three and nine months ended September 30, 2025. Third Quarter 2025 Highlights • On September 26, 2025, the Company agreed to sell Fortegra for $1.65 billion, wi |
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| October 31, 2025 |
EXHIBIT 10.1 PURCHASE AGREEMENT dated as of October 31, 2025 by and among Carrington Holding Company, LLC, as Buyer, and Tiptree Inc., and Reliance Holdings LLC, as Sellers and Reliance First Capital LLC, as Company Table of Contents Page Article I Definitions 1 1.1 Definitions 1 Article II Purchase and Sale of Interests 20 2.1 Purchase and Sale 20 2.2 Closing 20 2.3 Payments 20 2.4 Purchase Price |
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| October 17, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| October 17, 2025 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) Tiptree Inc. |
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| September 26, 2025 |
EXHIBIT 10.3 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of September 26, 2025, is made and entered into by and between DB Insurance Co., Ltd., incorporated and existing under the laws of the Republic of Korea with its registered office at DB Financial Center, 432, Teheran-ro, Gangnam-gu, Seoul, Korea, 06194 (“Purchaser”), and the undersigned stockho |
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| September 26, 2025 |
EXHIBIT 10.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER BY AND AMONG DB INSURANCE CO., LTD., A TO‑BE‑FORMED SUBSIDIARY OF PURCHASER, THE FORTEGRA GROUP, INC., AND TIPTREE INC. Dated as of September 26, 2025 TABLE OF CONTENTS Page Article I. DEFINITIONS, TERMS AND INTERPRETIVE MATTERS 2 Section 1.01 Certain Definitions 2 Section 1.02 Other Terms 30 Section 1.03 Other Definitional Provisions 30 |
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| September 26, 2025 |
EXHIBIT 10.2 VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of September 26, 2025, is made and entered into by and between DB Insurance Co., Ltd., incorporated and existing under the laws of the Republic of Korea with its registered office at DB Financial Center, 432, Teheran-ro, Gangnam-gu, Seoul, Korea, 06194 (“Purchaser”), and the undersigned stockho |
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| September 26, 2025 |
EXHIBIT 99.4 All, Thank you to everyone who joined this morning's town hall. I want to follow up with a written note to reinforce the important news we shared. DB Insurance Co., Ltd. ("DB"), a Korean property and casualty insurer with over $45 billion in assets and gross written premiums exceeding $16 billion, has signed an agreement to acquire Fortegra, subject to customary closing conditions, in |
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| September 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2025 Tiptree Inc. (Exact name of Registrant as Specified in Its Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| September 26, 2025 |
Company Update September 2025 EXHIBIT 99.2 1 LIMITATIONS ON THE USE OF INFORMATION This presentation has been prepared by Tiptree Inc. and its consolidated subsidiaries (“Tiptree", "the Company" or "we”) solely for informational purposes, and not for the purpose of updating any information or forecast with respect to Tiptree, its subsidiaries or any of its affiliates or any other purpose. Tiptree |
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| September 26, 2025 |
DB Insurance to Acquire U.S.-based Insurer Fortegra EXHIBIT 99.1 DB Insurance to Acquire U.S.-based Insurer Fortegra SEOUL, KOREA, GREENWICH, CT and NEW YORK, NY—DB Insurance Co., Ltd. (“DB Insurance”) (CEO Jong-Pyo Jeong), Tiptree Inc. (NASDAQ: TIPT) (“Tiptree”) and Warburg Pincus LLC (“Warburg Pincus”) announced today that the parties have signed an agreement for DB Insurance to acquire 100% of the outstanding shares of The Fortegra Group, Inc. ( |
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| September 26, 2025 |
Fortegra Announces Agreement to be Acquired by DB Insurance EXHIBIT 99.3 September 26, 2025 Fortegra Announces Agreement to be Acquired by DB Insurance The Fortegra Group, Inc. ("Fortegra"), a global specialty insurance company, today announced that DB Insurance Co., Ltd. ("DB"), a Korean property and casualty insurer, has signed an agreement to acquire Fortegra, subject to customary closing conditions, including receipt of stockholder and regulatory appro |
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| July 30, 2025 |
ex992investorpresentatio Investor Presentation – Second Quarter 2025 July 2025 Financial Information for the three and six months ended June 30, 2025 EXHIBIT 99. |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 30, 2025 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| July 30, 2025 |
TIPTREE ANNOUNCES SECOND QUARTER 2025 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES SECOND QUARTER 2025 RESULTS Greenwich, Connecticut - July 30, 2025 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three and six months ended June 30, 2025. The Company commented, “Our team delivered strong second-quarter results, highlighted by a 22% annualized adjusted return on average equity. Fortegra’s mom |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended June 30, 2025 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree In |
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| May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 29, 2025 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| April 30, 2025 |
Investor Presentation – First Quarter 2025 April 2025 Financial Information for the three months ended March 31, 2025 EXHIBIT 99. |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 30, 2025 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| April 30, 2025 |
TIPTREE ANNOUNCES FIRST QUARTER 2025 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES FIRST QUARTER 2025 RESULTS Greenwich, Connecticut - April 30, 2025 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the first quarter 2025. The Company commented, “We are extremely pleased with the strong first quarter results, headlined by a 20% adjusted return on average equity. Fortegra achieved 13.5% growth in p |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended March 31, 2025 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree I |
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| March 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Pursuant to § 240. |
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| March 17, 2025 |
1 2024 1 *Including dividends To Our Fellow Shareholders: 2024 was another year of strong results as Tiptree Inc. |
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| March 3, 2025 |
Tiptree Securities Trading and Regulation FD Policy adopted April 4, 2023 (filed herewith). EXHIBIT 19 TIPTREE INC. SECURITIES TRADING AND REGULATION FD POLICY Adopted April 4, 2023 1.Purpose. The purpose of this Securities Trading and Regulation FD Policy (this “Policy”) is to ensure that all directors, officers, other employees and consultants of Tiptree Inc. (the “Company”) and its subsidiaries, wherever organized or located (“Company Personnel”), comply with all applicable laws regar |
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| March 3, 2025 |
, by and between Tiptree Inc. and Arif Inayatullah (filed herewith). EXHIBIT 10.19 AMENDMENT #6 TO EMERITUS AGREEMENT This Amendment, effective as of December 31, 2024 (this “Amendment”), amends the Emeritus Agreement, dated as of December 20, 2019, as amended by Amendment No. 1, dated January 1, 2021, Amendment No. 2, dated January 1, 2022, Amendment No. 3, dated February 17, 2022, Amendment No. 4, dated November 1, 2022 and Amendment No. 5, dated December 1, 2023 |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree Inc. ( |
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| March 3, 2025 |
Subsidiaries of the Registrant (filed herewith). EXHIBIT 21.1 Subsidiaries of Tiptree Inc.(1) Name Jurisdiction of Incorporation or Organization Fortegra Indemnity Insurance Company, Ltd. Turks & Caicos Islands, BWI Fortegra Specialty Insurance Company Arizona LOTS Intermediate Company Delaware LOTSolutions, Inc. Georgia Lyndon Southern Insurance Company Delaware (1) As of December 31, 2024. |
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| March 3, 2025 |
EXHIBIT 10.8 RESTRICTED STOCK UNIT AGREEMENT UNDER THE TIPTREE INC. 2017 OMNIBUS INCENTIVE PLAN Name of Participant: [●] Number of Restricted Stock Units (“RSUs”): [●] Number of Matching Restricted Stock Units (“Matching RSUs”): [●] Grant Date [ ], 2025 This Restricted Stock Unit Agreement (this “Agreement”) is between Tiptree Inc., a Maryland corporation (the “Company”), and the Participant named |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2025 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| February 26, 2025 |
Investor Presentation – Fourth Quarter 2024 February 2025 Financial Information for the three and twelve months ended December 31, 2024 EXHIBIT 99. |
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| February 26, 2025 |
TIPTREE ANNOUNCES FOURTH QUARTER 2024 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES FOURTH QUARTER 2024 RESULTS Greenwich, Connecticut - February 26, 2025 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three months and year ended December 31, 2024. Three Months Ended December 31, Year Ended December 31, ($ in thousands, except per share information) 2024 2023 2024 2023 Total revenues $ 503,59 |
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| February 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 7, 2025 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| February 10, 2025 |
EXHIBIT 10.1 CREDIT AGREEMENT dated as of February 7, 2025 among TIPTREE INC., as Parent, TIPTREE HOLDINGS LLC, as Borrower, VARIOUS LENDERS, and FORTRESS CREDIT CORP., as Administrative Agent, Collateral Agent and Lead Arranger $75,000,000 Senior Secured Credit Facility TABLE OF CONTENTS Page SECTION 1. DEFINITIONS AND INTERPRETATION 1 1.1. Definitions 1 1.2. Accounting Terms 43 1.3. Interpretati |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 30, 2024 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| October 30, 2024 |
Investor Presentation – Third Quarter 2024 October 2024 Financial Information for the three and nine months ended September 30, 2024 EXHIBIT 99. |
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| October 30, 2024 |
TIPTREE ANNOUNCES THIRD QUARTER 2024 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES THIRD QUARTER 2024 RESULTS Greenwich, Connecticut - October 30, 2024 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three and nine months ended September 30, 2024. Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands, except per share information) 2024 2023 2024 2023 Total revenues |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended September 30, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptr |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended June 30, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree In |
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| July 31, 2024 |
TIPTREE ANNOUNCES SECOND QUARTER 2024 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES SECOND QUARTER 2024 RESULTS Greenwich, Connecticut - July 31, 2024 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three and six months ended June 30, 2024. “We are extremely pleased with the second quarter results and remain well-positioned for future growth,” said Tiptree’s Executive Chairman, Michael Barnes. |
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| July 31, 2024 |
Investor Presentation – Second Quarter 2024 August 2024 Financial Information for the three and six months ended June 30, 2024 EXHIBIT 99. |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2024 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| June 6, 2024 |
Tiptree Inc. 660 Steamboat Road, 2nd Fl. Greenwich, CT 06830 June 6, 2024 Tiptree Inc. 660 Steamboat Road, 2nd Fl. Greenwich, CT 06830 June 6, 2024 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: John Stickel Re: Tiptree Inc. Registration Statement on Form S-3 Filed May 31, 2024 File No. 333-279864 (the “Registration Statement”) Dear Mr. Stickel: Pursuant to Rule 461(a) under the Securitie |
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| June 5, 2024 |
United States securities and exchange commission logo June 5, 2024 Neil C. Rifkind Vice President, General Counsel and Secretary Tiptree Inc. 660 Steamboat Road, 2nd Floor Greenwich, Connecticut 06830 Re: Tiptree Inc. Registration Statement on Form S-3 Filed May 31, 2024 File No. 333-279864 Dear Neil C. Rifkind: This is to advise you that we have not reviewed and will not review your registration |
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| May 31, 2024 |
Exhibit 4.3 TIPTREE INC., as Company, and [ ], as Trustee INDENTURE Dated as of [ ] CROSS-REFERENCE TABLE TIA Section Indenture Section 310 (a)(1) 8.9 (a)(2) 8.9 (a)(3) N/A (a)(4) N/A (a)(5) 8.9 (b) 8.8; 8.9 (c) N/A 311 (a) 8.13 (b) 8.13 (c) N/A 312 (a) 9.1 (b) 9.2 (c) 9.2 313 (a) 9.3 (b)(1) 9.3 (b)(2) 9.3 (c) 9.3 (d) 9.3 314 (a) 9.4 (b) N/A (c)(1) 1.2 (c)(2) 1.2 (c)(3) N/A (d) N/A (e) 1.2 (f) 1.2 |
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| May 31, 2024 |
As filed with the Securities and Exchange Commission on May 31, 2024 As filed with the Securities and Exchange Commission on May 31, 2024 Registration No. |
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| May 31, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Tiptree Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carried Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Security Proposed Maximum Aggregate Offering Price Fee Rate Amount of Registrat |
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| May 3, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 30, 2024 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| May 1, 2024 |
ex992investorpresentatio Investor Presentation – First Quarter 2024 May 2024 Financial Information for the three months ended March 31, 2024 EXHIBIT 99. |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended March 31, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree I |
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| May 1, 2024 |
TIPTREE ANNOUNCES FIRST QUARTER 2024 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES FIRST QUARTER 2024 RESULTS Greenwich, Connecticut - May 1, 2024 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the first quarter 2024. Financial results for the three months ended March 31, 2024 and 2023 are as follows: Three Months Ended March 31, ($ in thousands, except per share information) 2024 2023 Total rev |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 1, 2024 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R. |
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| March 18, 2024 |
1 2023 1 *Including dividends To Our Fellow Shareholders: 2023 was a year of strong performance for Tiptree. |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Pursuant to § 240. |
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| February 29, 2024 |
Form of Performance Restricted Stock Unit Agreement EXHIBIT 10.9 PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT UNDER THE TIPTREE INC. 2017 OMNIBUS INCENTIVE PLAN Name of Participant: [●] Maximum Number of Performance Restricted Stock Units (“PRSUs”): [●] Grant Date January 1, 2024 This Performance Restricted Stock Unit Agreement (this “Agreement”) is between Tiptree Inc., a Maryland corporation (the “Company”), and the Participant named above. For go |
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| February 29, 2024 |
, by and between Tiptree Inc. and Arif Inayatullah EXHIBIT 10.18 AMENDMENT #5 TO EMERITUS AGREEMENT This Amendment, effective as of December 1, 2023 (this “Amendment”), amends the Emeritus Agreement, dated as of December 20, 2019, as amended by Amendment No. 1, dated January 1, 2021, Amendment No. 2, dated January 1, 2022, Amendment No. 3, dated February 17, 2022 and Amendment No. 4, dated November 1, 2022 (together, the “Emeritus Agreement”), bet |
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| February 29, 2024 |
EXHIBIT 10.7 RESTRICTED STOCK UNIT AGREEMENT UNDER THE TIPTREE INC. 2017 OMNIBUS INCENTIVE PLAN Name of Participant: [●] Number of Restricted Stock Units (“RSUs”): [●] Number of Matching Restricted Stock Units (“Matching RSUs”): [●] Grant Date [DATE] This Restricted Stock Unit Agreement (this “Agreement”) is between Tiptree Inc., a Maryland corporation (the “Company”), and the Participant named ab |
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| February 29, 2024 |
pment of Incentive Compensation (filed herewith). EXHIBIT 97 TIPTREE INC. POLICY FOR RECOUPMENT OF INCENTIVE COMPENSATION 1.Introduction In accordance with Section 10D of the Securities Exchange Act of 1934, as amended, and the regulations thereunder, the Board of Directors (the “Board”) of Tiptree Inc. (the “Company”) has adopted a policy (this “Policy”) providing for the Company’s recoupment of certain incentive-based compensation received by C |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree Inc. ( |
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| February 29, 2024 |
Subsidiaries of the Registrant (filed herewith). EXHIBIT 21.1 Subsidiaries of Tiptree Inc.(1) Name Jurisdiction of Incorporation or Organization Fortegra Financial Corporation(2) Delaware Fortegra Indemnity Insurance Company, Ltd. Turks & Caicos Islands, BWI Fortegra Specialty Insurance Company Arizona LOTSolutions, Inc. Georgia Lyndon Southern Insurance Company Delaware (1)As of December 31, 2023. (2)Fortegra Financial Corporation is a wholly o |
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| February 28, 2024 |
TIPTREE ANNOUNCES FOURTH QUARTER 2023 RESULTS Exhibit 99.1 TIPTREE ANNOUNCES FOURTH QUARTER 2023 RESULTS Greenwich, Connecticut - February 28, 2024 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the fourth quarter 2023. “We are extremely pleased with our performance in the fourth quarter and full-year 2023. Our operating businesses demonstrated strong performance, resulting in an increase |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 28, 2024 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| February 28, 2024 |
Investor Presentation – Fourth Quarter 2023 February 2024 Financial Information for the three and twelve months ended December 31, 2023 EXHIBIT 99. |
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| February 9, 2024 |
TIPT / Tiptree Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7 )* Tiptree Inc (Name of Issuer) Common Stock (Title of Class of Securities) 88822Q103 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa |
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| February 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 7, 2024 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| February 7, 2024 |
Fortegra Announces Withdrawal of Initial Public Offering Exhibit 99.1 Fortegra Announces Withdrawal of Initial Public Offering JACKSONVILLE, Fla., Feb. 7, 2024 /PRNewswire/ – The Fortegra Group, Inc. (“Fortegra” or the “Company”), a multinational specialty insurer and subsidiary of Tiptree Inc. (NASDAQ: TIPT), today announced that due to prevailing market conditions and the high value Tiptree Inc. (“Tiptree”) and Warburg Pincus LLC (“Warburg”) place on |
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| January 31, 2024 |
TIPT / Tiptree Inc. / BlackRock Inc. Passive Investment SC 13G 1 us88822q1031013124.txt us88822q1031013124.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) TIPTREE INC. - (Name of Issuer) Common Stock - (Title of Class of Securities) 88822Q103 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| January 29, 2024 |
Fortegra Announces Launch of Initial Public Offering EXHIBIT 99.1 Fortegra Announces Launch of Initial Public Offering JACKSONVILLE, FL. January 29, 2024. The Fortegra Group, Inc. (“Fortegra” or the “Company”), a multinational specialty insurer and subsidiary of Tiptree Inc. (NASDAQ: TIPT), today announced the launch of Fortegra’s initial public offering. Fortegra has filed a registration statement on Form S-1 with the Securities and Exchange Commis |
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| January 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 29, 2024 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| December 18, 2023 |
United States securities and exchange commission logo December 18, 2023 Scott McKinney Chief Financial Officer Tiptree Inc. |
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| December 15, 2023 |
December 15, 2023 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Volley and Amit Pande Re: Tiptree Inc. Form 10-K for Fiscal Year Ended December 31, 2022 Filed March 8, 2023 Response Filed November 30, 2023 File No. 001-33549 Dear Messrs. Volley and Pande: On behalf of Tiptree Inc. (the “Company”), the f |
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| December 5, 2023 |
United States securities and exchange commission logo December 5, 2023 Scott McKinney Chief Financial Officer Tiptree Inc. |
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| November 30, 2023 |
660 Steamboat Road Greenwich, Connecticut 06830 (212) 446-1400 November 30, 2023 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Volley and Amit Pande Re: Tiptree Inc. Form 10-K for Fiscal Year Ended December 31, 2022 Filed March 8, 2023 Response Filed November 7, 2023 File No. 001-33549 Dear Messrs. Volley and Pande: On behalf of Tiptree Inc. (the “Company”), the fo |
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| November 15, 2023 |
United States securities and exchange commission logo November 15, 2023 Scott McKinney Chief Financial Officer Tiptree Inc. |
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| November 8, 2023 |
Tiptree Announces Fortegra Filing of Registration Statement for Initial Public Offering EXHIBIT 99.1 Tiptree Announces Fortegra Filing of Registration Statement for Initial Public Offering Tiptree Inc. (“Tiptree”) (NASDAQ:TIPT) today announced that its specialty insurance subsidiary, The Fortegra Group, Inc. (“Fortegra”) has publicly filed a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”) relating to a proposed |
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| November 8, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 8, 2023 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| November 7, 2023 |
660 Steamboat Road Greenwich, Connecticut 06830 (212) 446-1400 November 7, 2023 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Volley and Amit Pande Re: Tiptree Inc. Form 10-K for Fiscal Year Ended December 31, 2022 Filed March 8, 2023 File No. 001-33549 Dear Messrs. Volley and Pande: On behalf of Tiptree Inc. (the “Company”), the following are responses to the comm |
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| November 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 1, 2023 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| November 1, 2023 |
TIPTREE ANNOUNCES THIRD QUARTER 2023 RESULTS AND INTENT TO TAKE FORTEGRA PUBLIC Exhibit 99.1 TIPTREE ANNOUNCES THIRD QUARTER 2023 RESULTS AND INTENT TO TAKE FORTEGRA PUBLIC Greenwich, Connecticut - November 1, 2023 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the third quarter 2023 and the intent to take our specialty insurance subsidiary, Fortegra, public. Tiptree expects the Fortegra IPO to be a primary offering with t |
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| November 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended September 30, 2023 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptr |
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| November 1, 2023 |
ex992investorpresentatio Investor Presentation – Third Quarter 2023 November 2023 Financial Information for the three and nine months ended September 30, 2023 EXHIBIT 99. |
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| October 24, 2023 |
United States securities and exchange commission logo October 24, 2023 Scott McKinney Chief Financial Officer Tiptree Inc. |
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| October 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 6, 2023 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| October 11, 2023 |
EXHIBIT 10.1 AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 6, 2023 among SOUTH BAY ACCEPTANCE CORPORATION and SOUTH BAY FUNDING LLC, as Borrowers, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, and FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Administrative Agent, FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Lead Arranger and Sole Book Runner TAB |
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| October 5, 2023 |
660 Steamboat Road Greenwich, Connecticut 06830 (212) 446-1400 TiptreeInc. October 5, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Volley and Amit Pande Re: Tiptree Inc. Form 10-K for Fiscal Year Ended December 31, 2022 Filed March 8, 2023 File No. 001-33549 Dear Messrs. Volley and Pande: On behalf of Tiptree Inc. (the “Company”), the following are responses |
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| September 11, 2023 |
United States securities and exchange commission logo September 11, 2023 Scott McKinney Chief Financial Officer Tiptree Inc. |
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| August 2, 2023 |
Investor Presentation – Second Quarter 2023 August 2023 Financial Information for the three and six months ended June 30, 2023 EXHIBIT 99. |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended June 30, 2023 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree In |
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| August 2, 2023 |
TIPTREE REPORTS SECOND QUARTER 2023 RESULTS Exhibit 99.1 TIPTREE REPORTS SECOND QUARTER 2023 RESULTS Greenwich, Connecticut - August 2, 2023 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three and six months ended June 30, 2023. Three Months Ended June 30, Six Months Ended June 30, ($ in thousands, except per share information) 2023 2022 2023 2022 Total revenues $ 404,518 $ 339,843 |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 2, 2023 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| August 2, 2023 |
File No. 001-33549), filed on August 2, 2023 and herein incorporated by reference).** EXHIBIT 10.1 TIPTREE INC. 2023 DEFERRED COMPENSATION PLAN 1.PURPOSE. The purpose of the Tiptree Inc. 2023 Deferred Compensation Plan (as may be amended from time to time, the “Plan”) is to provide Participants with an opportunity to defer Eligible Cash Compensation and RSU Grants (each as defined in Section 4 below). 2.EFFECTIVE DATE. The Plan became effective on August 1, 2023. 3.ELIGIBILITY. Eac |
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| June 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 6, 2023 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 3, 2023 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R. |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended March 31, 2023 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree I |
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| May 3, 2023 |
ex99-2investorpresentati Investor Presentation – First Quarter 2023 May 2023 Financial Information for the three months ended March 31, 2023 EXHIBIT 99. |
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| May 3, 2023 |
TIPTREE REPORTS FIRST QUARTER 2023 RESULTS Exhibit 99.1 TIPTREE REPORTS FIRST QUARTER 2023 RESULTS Greenwich, Connecticut - May 3, 2023 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three months ended March 31, 2023. First Quarter ($ in thousands, except per share information) 2023 2022 Total revenues $ 381,625 $ 324,903 Net income (loss) attributable to common stockholders $ (1,06 |
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| April 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 8, 2023 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| March 8, 2023 |
Subsidiaries of the Registrant (filed herewith). EXHIBIT 21.1 Subsidiaries of Tiptree Inc. Name(1) Jurisdiction of Incorporation or Organization 4Warranty Corporation Florida Accelerated Service Enterprise, LLC New Jersey Fortegra Europe Limited England & Wales (UK) Fortegra Financial Corporation Delaware Fortegra Indemnity Insurance Company, Ltd. Turks & Caicos Islands, BWI Fortegra Specialty Insurance Company Arizona Fortegra Warranty Holdings |
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| March 8, 2023 |
Page 1 EXHIBIT 10.24 AMENDED AND RESTATED EXECUTIVE SEPARATION AND TRANSITION AGREEMENT RECITALS: WHEREAS, the Company and Executive are parties to that certain Executive Separation and Transition Agreement, dated as of October 14, 2022 (the “Original Agreement”), between Tiptree Inc., a Maryland corporation (the “Company” or “Tiptree”), and Sandra Bell, an individual (“Executive” and, together wi |
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| March 8, 2023 |
EXHIBIT 10.11 SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of January 31, 2023 (this “Amendment”), is by and among SOUTH BAY ACCEPTANCE CORPORATION, a California corporation (“SBAC”), SOUTH BAY FUNDING LLC, a Delaware limited liability company (“SBF” and together with SBAC, each a “Borrower” and collectively, the “Borrowers”), the Guarantors party hereto |
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| March 8, 2023 |
1 2022 ANNUAL REPORT1 To Our Fellow Shareholders: Although 2022 presented a number of significant market challenges, we were pleased with our results for the year. |
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| March 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree Inc. ( |
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| March 8, 2023 |
EX-99.2 3 exhibit992investorpresye.htm EX-99.2 Investor Presentation – Fourth Quarter 2022 March 2023 Financial Information for the three and twelve months ended December 31, 2022 EXHIBIT 99.2 1 Disclaimers LIMITATIONS ON THE USE OF INFORMATION This presentation has been prepared by Tiptree Inc. and its consolidated subsidiaries (“Tiptree", "the Company" or "we”) solely for informational purposes, |
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| March 8, 2023 |
TIPTREE REPORTS FOURTH QUARTER AND 2022 RESULTS Exhibit 99.1 TIPTREE REPORTS FOURTH QUARTER AND 2022 RESULTS Greenwich, Connecticut - March 8, 2023 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the quarter and year ended December 31, 2022. “2022 was a strong year for Tiptree, with our operating businesses performing well. Revenues for the year increased to a record $1.4 billion, while contr |
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| February 10, 2023 |
TIPT / Tiptree Financial Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6 )* Tiptree Inc (Name of Issuer) Common Stock (Title of Class of Securities) 88822Q103 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa |
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| January 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 20, 2023 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| January 25, 2023 |
EXHIBIT 3.1 TIPTREE INC. FIFTH AMENDED AND RESTATED BYLAWS (Including all amendments through January 20, 2023) ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of Tiptree Inc. (the “Corporation”) in the State of Maryland shall be located at such place as the Board of Directors of the Corporation (the “Board of Directors”) may designate. Section 2. ADDITIONAL OFFICES. The Corpora |
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| November 2, 2022 |
EXHIBIT 10.1 AMENDMENT #4 TO EMERITUS AGREEMENT This Amendment, effective as of November 1, 2022 (this ?Amendment?), amends the Emeritus Agreement, dated as of December 20, 2019, as amended by Amendment No. 1, dated January 1, 2021, Amendment No. 2, dated January 1, 2022 and Amendment No. 3, dated February 17, 2022 (together, the ?Emeritus Agreement?), between Tiptree Inc. (the ?Company?) and Arif |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended September 30, 2022 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptr |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 2, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| November 2, 2022 |
Investor Presentation ? Third Quarter 2022 November 2022 Financial Information for the three and nine months ended September 30, 2022 EXHIBIT 99. |
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| November 2, 2022 |
TIPTREE REPORTS THIRD QUARTER 2022 RESULTS Exhibit 99.1 TIPTREE REPORTS THIRD QUARTER 2022 RESULTS Greenwich, Connecticut - November 2, 2022 - Tiptree Inc. (NASDAQ:TIPT) (?Tiptree? or the ?Company?), today announced its financial results for the three and nine months ended September 30, 2022. Third Quarter 2022 Summary ?Revenues for the quarter of $363.5 million, an increase of 26.8% from Q3'21, driven by growth in Fortegra?s specialty ins |
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| October 25, 2022 |
EXHIBIT 10.1 SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of October 21, 2022 among FORTEGRA FINANCIAL CORPORATION, LOTS INTERMEDIATE CO., and THE FORTEGRA GROUP, INC. as Borrowers, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, FIFTH THIRD BANK, NATIONAL ASSOCIATION, as Administrative Agent and Issuing Lender, CITIZENS BANK, N.A. as Syndication |
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| October 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 21, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| October 17, 2022 |
Tiptree Announces Plan for CFO Transition Exhibit 99.1 Tiptree Announces Plan for CFO Transition NEW YORK-(BUSINESS WIRE) - Tiptree Inc. (NASDAQ:TIPT) (?Tiptree? or the ?Company?), today announced that Sandra Bell will be retiring as Chief Financial Officer of Tiptree, effective March 31, 2023 (or if later, then the filing of Tiptree?s 2022 Form 10-K ) (the ?Transition Effective Date?). Tiptree also announced that Scott McKinney will succ |
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| October 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 14, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| October 17, 2022 |
EXHIBIT 10.1 EXECUTIVE SEPARATION AND TRANSITION AGREEMENT This Executive Separation and Transition Agreement (?Agreement?) is made and entered into as of October 14, 2022 (the ?Effective Date?), by and among Tiptree Inc., a Maryland corporation (the ?Company? or ?Tiptree?), and Sandra Bell, an individual (?Executive?). This Agreement sets forth the agreement reached concerning the remainder of Ex |
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| October 17, 2022 |
Executive Employment Agreement between Tiptree Inc. and Scott McKinney, dated as of October 14, 2022 EXHIBIT 10.2 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT is made and entered into as of October 14, 2022 the ?Effective Date?), by and among Tiptree Inc., a Maryland corporation (the ?Employer? or ?Tiptree?), and Scott McKinney, an individual (?Executive?). ARTICLE 1. RECITALS WHEREAS, Executive is currently the Deputy Chief Financial Officer of the Employer; WHEREAS, the Em |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 8, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TIPTREE INC. (Exact Name of Registrant as Specified in its Charter) Maryland 38-3754322 (State or Other Jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 299 Park Avenue 13th Floor New York, NY 10171 (Address of Principal Executi |
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| August 8, 2022 |
EXHIBIT 10.1 PERFORMANCE RESTRICTED STOCK AGREEMENT UNDER THE TIPTREE INC. 2017 OMNIBUS INCENTIVE PLAN Name of Participant: [?] Maximum Number of shares of Performance Restricted Stock: [?] Grant Date [DATE] This Performance Restricted Stock Agreement (this ?Agreement?) is between Tiptree Inc., a Maryland corporation (the ?Company?), and the Participant named above. WHEREAS, on August 4, 2021 (the |
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| August 8, 2022 |
ex Investor Presentation – Second Quarter 2022 August 2022 Financial Information for the three and six months ended June 30, 2022 EXHIBIT 99. |
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| August 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended June 30, 2022 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree In |
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| August 8, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Tiptree Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Proposed Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.001 par |
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| August 8, 2022 |
TIPTREE REPORTS SECOND QUARTER 2022 RESULTS Exhibit 99.1 TIPTREE REPORTS SECOND QUARTER 2022 RESULTS New York, New York - August 8, 2022 - Tiptree Inc. (NASDAQ:TIPT) (?Tiptree? or the ?Company?), today announced its financial results for the three and six months ended June 30, 2022. Second Quarter 2022 Summary ?In June 2022, Tiptree closed the previously announced $200 million strategic investment in Fortegra by Warburg Pincus. As part of t |
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| June 21, 2022 |
Certificate of Designation of Series A Preferred Stock (previously filed as Exhibit 10. EX-10.4 5 ex104-certificateofdesigna.htm EX-10.4 EXHIBIT 10.4 CERTIFICATE OF DESIGNATION OF SERIES A PREFERRED STOCK OF THE FORTEGRA GROUP, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware Pursuant to the provisions of Section 151 of the General Corporation Law of the State of Delaware (the “General Corporation Law”), the undersigned duly authorized officer of T |
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| June 21, 2022 |
TIPTREE ANNOUNCES CLOSING OF STRATEGIC INVESTMENT IN FORTEGRA FROM WARBURG PINCUS LLC EXHIBIT 99.1 TIPTREE ANNOUNCES CLOSING OF STRATEGIC INVESTMENT IN FORTEGRA FROM WARBURG PINCUS LLC NEW YORK-(BUSINESS WIRE) - Tiptree Inc. (NASDAQ:TIPT) (?Tiptree? or the ?Company?), today announced the closing of the previously announced $200 million strategic investment in its insurance subsidiary, The Fortegra Group, Inc. (?Fortegra?) from Warburg Pincus, a leading global growth investor. The i |
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| June 21, 2022 |
Warrant to Purchase Common Stock (previously filed as Exhibit 10.1 to EXHIBIT 10.1 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURIT |
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| June 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 21, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| June 21, 2022 |
Form 8-K (File No. 001-33549) filed on June 21, 2022 and herein incorporated by reference). EXHIBIT 10.2 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURIT |
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| June 21, 2022 |
EXHIBIT 10.5 STOCKHOLDERS AGREEMENT DATED AS OF JUNE 21, 2022 AMONG THE FORTEGRA GROUP INC. AND THE INVESTORS IDENTIFIED HEREIN TABLE OF CONTENTS Page 1. BOARD OF DIRECTORS. 2 (a) Election of Directors 2 (b) Replacement Directors; Vacancies; Removal of Directors 3 (c) Committees of the Board 4 (d) Directors of Subsidiaries 5 (e) No Exclusive Duty to Company 5 (f) Indemnification, Expense Reimburse |
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| June 21, 2022 |
EXHIBIT 10.6 REGISTRATION RIGHTS AGREEMENT BY AND AMONG TIPTREE HOLDINGS LLC, WP FALCON AGGREGATOR, L.P., THE HOLDERS SET FORTH ON SCHEDULE B HERETO AND THE FORTEGRA GROUP, INC. Dated as of June 21, 2022 TABLE OF CONTENTS Page Article I DEFINITIONS 1 Section 1.01. Defined Terms 1 Section 1.02. Other Interpretive Provisions 7 Article II REGISTRATION RIGHTS 8 Section 2.01. Demand Registration 8 Sect |
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| June 21, 2022 |
Tiptree Additional Warrants to Purchase Common Stock (previously filed as Exhibit 10.3 to EXHIBIT 10.3 CONFIDENTIAL NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE |
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| June 8, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 7, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 5, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R. |
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| May 5, 2022 |
Investor Presentation – First Quarter 2022 May 2022 Financial Information for the three months ended March 31, 2022 EXHIBIT 99. |
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| May 5, 2022 |
TIPTREE REPORTS FIRST QUARTER 2022 RESULTS Exhibit 99.1 TIPTREE REPORTS FIRST QUARTER 2022 RESULTS New York, New York - May 5, 2022 - Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three months ended March 31, 2022. ($ in thousands, except per share information) Q1’22 Q1’21 Total revenues $ 324,903 $ 294,688 Net income (loss) attributable to common stockholders $ (960) $ 28,581 Dilute |
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| May 5, 2022 |
EXHIBIT 10.2 AMENDMENT #3 TO EMERITUS AGREEMENT This Amendment, effective as of February 17, 2022 (this ?Amendment?), amends the Emeritus Agreement, dated as of December 20, 2019, as amended by Amendment No. 1, dated January 1, 2021 and Amendment No. 2, dated January 1, 2022 (together, the ?Emeritus Agreement?), between Tiptree Inc. (the ?Company?) and Arif Inayatullah (?Inayatullah? and together |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended March 31, 2022 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree I |
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| April 22, 2022 |
DEF 14A 1 a2022proxy.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitt |
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| March 14, 2022 |
Subsidiaries of the Registrant (filed herewith). EXHIBIT 21.1 Subsidiaries of Tiptree Inc. Name(1) Jurisdiction of Incorporation or Organization 4Warranty Corporation Florida Fortegra Financial Corporation Delaware Insurance Company of the South Georgia Life of the South Insurance Company Georgia LOTSolutions, Inc. Georgia Luxury Mortgage Corp. Delaware (67.5% owned) Lyndon Southern Insurance Company Delaware Ownershield, Inc. Texas Reliance Fir |
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| March 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree Inc. ( |
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| March 14, 2022 |
EXHIBIT 99.1 Consolidated Financial Statements (Expressed in U.S. dollars) INVESQUE INC. Year ended December 31, 2021 with comparative information for the year ended December 31, 2020 KPMG LLP Bay Adelaide Centre 333 Bay Street, Suite 4600 Toronto ON M5H 2S5 Canada Tel 416-777-8500 Fax 416-777-8818 INDEPENDENT AUDITORS' REPORT To the Board of Directors of Invesque Inc., We have audited the accompa |
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| March 14, 2022 |
EXHIBIT 99.2 Consolidated Financial Statements (Expressed in U.S. dollars) INVESQUE INC. Year ended December 31, 2020 with comparative information for the year ended December 31, 2019 INVESQUE INC. Consolidated Statements of Financial Position (Expressed in thousands of U.S. dollars) December 31, 2020 December 31, 2019 (Adjusted - note 3) Assets Unaudited Current assets: Cash $ 34,133 $ 11,838 Ten |
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| March 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 9, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| March 9, 2022 |
TIPTREE REPORTS FOURTH QUARTER AND 2021 RESULTS Exhibit 99.1 TIPTREE REPORTS FOURTH QUARTER AND 2021 RESULTS New York, New York - March 9, 2022 - Tiptree Inc. (NASDAQ:TIPT) (?Tiptree? or the ?Company?), today announced its financial results for the quarter and year ended December 31, 2021. ?2021 was one of Tiptree?s best years since its founding in June 2007. Tiptree?s revenues, earnings and total return to shareholders all set records. More sp |
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| March 9, 2022 |
Investor Presentation ? Fourth Quarter 2021 March 2022 Financial Information for the three and twelve months ended December 31, 2021 EXHIBIT 99. |
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| February 8, 2022 |
TIPT / Tiptree Financial Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* Tiptree Inc (Name of Issuer) Common Stock (Title of Class of Securities) 88822Q103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| January 3, 2022 |
EXHIBIT 10.1 AMENDMENT #2 TO EMERITUS AGREEMENT This Amendment, effective as of January 1, 2022 (this ?Amendment?), amends the Emeritus Agreement, dated as of December 20, 2019, as amended by Amendment No. 1, dated January 1, 2021 (together, the ?Emeritus Agreement?), between Tiptree Inc. (the ?Company?) and Arif Inayatullah (?Inayatullah? and together with the Company, the ?Parties?). Unless cont |
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| January 3, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 1, 2022 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |
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| November 3, 2021 |
EXHIBIT 10.1 FIRST AMENDMENT TO THE EQUITY INTEREST PURCHASE AGREEMENT This First Amendment ("this Amendment") is entered into, effective November 3, 2021 ("Effective Date"), by and among Fortegra Warranty Holdings, LLC (f/k/a Tiptree Warranty Holdings, LLC) ("Purchaser"), a Delaware corporation and Peter Masi, a resident of Texas (the "Seller"). WITNESSETH: WHEREAS, the Parties entered into that |
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| November 3, 2021 |
Investor Presentation ? Third Quarter 2021 November 2021 Financial Information for the three and nine months ended September 30, 2021 EXHIBIT 99. |
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| November 3, 2021 |
TIPTREE REPORTS THIRD QUARTER AND NINE-MONTH 2021 RESULTS Exhibit 99.1 TIPTREE REPORTS THIRD QUARTER AND NINE-MONTH 2021 RESULTS ?Revenues for the quarter of $286.6 million, an increase of 27.9% from 2020. Year-to-date revenues of $881.0 million, an increase of 59.3%, driven by growth in insurance, mortgage and shipping operations and investment gains in 2021 compared to losses in 2020. Excluding the impact from investment gains and losses, year-to-date |
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| November 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended September 30, 2021 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptr |
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| November 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 2, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| October 12, 2021 |
Securities Purchase Agreement between and among Tiptree Inc., The Fortegra Group, Inc. and EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT by and among THE FORTEGRA GROUP, LLC TIPTREE INC. and WP FALCON AGGREGATOR, L.P. Dated as of October 11, 2021 TABLE OF CONTENTS ARTICLE I- DEFINITIONS 1 1.1. Certain Defined Terms 1 1.2. Certain Matters of Construction 15 ARTICLE II- THE TRANSACTIONS 16 2.1. Closing Date Transactions 16 2.2. Closings 17 2.3. Closing Deliveries 19 2.4. Withholding 21 2.5. |
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| October 12, 2021 |
Form of Investor Additional Warrants to Purchase Common Stock (previously filed as Exhibit 10.3 to EXHIBIT 10.3 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURIT |
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| October 12, 2021 |
Form of Tiptree Additional Warrants to Purchase Common Stock (previously filed as Exhibit 10.4 to EXHIBIT 10.4 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURIT |
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| October 12, 2021 |
TIPTREE ANNOUNCES STRATEGIC INVESTMENT IN FORTEGRA FROM WARBURG PINCUS LLC EXHIBIT 99.1 TIPTREE ANNOUNCES STRATEGIC INVESTMENT IN FORTEGRA FROM WARBURG PINCUS LLC NEW YORK-(BUSINESS WIRE)- Tiptree Inc. (NASDAQ:TIPT) (?Tiptree? or the ?Company?), today announced a $200 million strategic investment in its insurance subsidiary, The Fortegra Group, LLC (?Fortegra?) from Warburg Pincus, a leading global growth investor. The investment will give Warburg Pincus an approximate 2 |
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| October 12, 2021 |
Tiptree Announces $200mm Investment by Warburg Pincus in Fortegra Investment Will Accelerate Growth Opportunities October 12, 2021 EXHIBIT 99. |
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| October 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 11, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| October 12, 2021 |
Form of Registration Rights Agreement between and among Tiptree EXHIBIT 10.7 REGISTRATION RIGHTS AGREEMENT BY AND AMONG TIPTREE HOLDINGS LLC, WP FALCON AGGREGATOR, L.P., THE HOLDERS SET FORTH ON SCHEDULE B HERETO AND FORTEGRA GROUP, INC. Dated as of [?], 2022 TABLE OF CONTENTS Page Article I DEFINITIONS 1 Section 1.01. Defined Terms 1 Section 1.02. Other Interpretive Provisions 7 Article II REGISTRATION RIGHTS 7 Section 2.01. Demand Registration 7 Section 2.02 |
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| October 12, 2021 |
EXHIBIT 10.6 STOCKHOLDERS AGREEMENT DATED AS OF , 2022 AMONG FORTEGRA GROUP INC. AND THE INVESTORS IDENTIFIED HEREIN TABLE OF CONTENTS Page 1. BOARD OF DIRECTORS. 2 (a) Election of Directors 2 (b) Replacement Directors; Vacancies; Removal of Directors 3 (c) Committees of the Board 4 (d) Directors of Subsidiaries 4 (e) No Exclusive Duty to Company 5 (f) Indemnification, Expense Reimbursement and Ot |
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| October 12, 2021 |
Form of Warrant to Purchase Common Stock EXHIBIT 10.2 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), OR UNDER THE SECURITIES LAWS OF APPLICABLE STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURIT |
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| October 12, 2021 |
cate of Designation of Series A Preferred Stock EXHIBIT 10.5 CERTIFICATE OF DESIGNATION OF SERIES A PREFERRED STOCK OF THE FORTEGRA GROUP, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware Pursuant to the provisions of Section 151 of the General Corporation Law of the State of Delaware (the ?General Corporation Law?), the undersigned duly authorized officer of The Fortegra Group, Inc. (the ?Corporation?), a co |
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| August 4, 2021 |
EXHIBIT 10.1 PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT UNDER THE TIPTREE INC. 2017 OMNIBUS INCENTIVE PLAN Name of Participant: [?] Maximum Number of Performance Restricted Stock Units (?PRSUs?): [?] Grant Date [DATE] This Performance Restricted Stock Unit Agreement (this ?Agreement?) is between Tiptree Inc., a Maryland corporation (the ?Company?), and the Participant named above. For good and va |
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| August 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 3, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| August 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended June 30, 2021 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree In |
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| August 4, 2021 |
EXHIBIT 10.1 INVESTMENT ADVISORY AGREEMENT This is an Investment Advisory Agreement (the ?Agreement?), effective with respect to each party as of the date set forth below its signature (the ?Effective Date?), between The Fortegra Group, LLC, a Delaware limited liability company (?Fortegra?) and each of the following subsidiaries of Fortegra and any additional subsidiaries that become party hereto |
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| August 4, 2021 |
TIPTREE REPORTS SECOND QUARTER AND SIX-MONTH 2021 RESULTS Exhibit 99.1 TIPTREE REPORTS SECOND QUARTER AND SIX-MONTH 2021 RESULTS ?Revenues of $299.7 million, an increase of 50.4% from second quarter 2020. Year-to-date revenues of $594.4 million, an increase of 80.7%, driven by growth in insurance and mortgage operations and net realized and unrealized gains in 2021 period compared to losses in 2020 period. Excluding the impact from investment gains and l |
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| August 4, 2021 |
Investor Presentation ? Second Quarter 2021 August 2021 Financial Information for the three and six months ended June 30, 2021 1 Disclaimers LIMITATIONS ON THE USE OF INFORMATION This presentation has been prepared by Tiptree Inc. |
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| July 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 14, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| July 14, 2021 |
employment agreement is filed as Ex EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT is made and entered into as of July 14, 2021, by and among Tiptree Inc., a Maryland corporation (the ?Company?, ?Tiptree? or ?Employer?), and Randy Maultsby, an individual (?Executive?). ARTICLE 1. RECITALS WHEREAS, the Employer desires to employ Executive under the terms and conditions specified herein, and Executive |
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| July 12, 2021 |
Tiptree Inc. 299 Park Avenue, 13th Floor New York, New York 10171 Tiptree Inc. 299 Park Avenue, 13th Floor New York, New York 10171 July 12, 2021 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jessica Livingston Re: Tiptree Inc. Registration Statement on Form S-3 Filed June 28, 2021 File No. 333-257468 (the ?Registration Statement?) Dear Ms. Livingston: Pursuant to Rule 461(a) und |
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| July 8, 2021 |
United States securities and exchange commission logo July 8, 2021 Neil C. Rifkind Vice President, General Counsel and Secretary Tiptree Inc. 299 Park Avenue, 13th Floor New York, New York 10171 Re: Tiptree Inc. Registration Statement on Form S-3 Filed June 28, 2021 File No. 333-257468 Dear Mr. Rifkind: This is to advise you that we have not reviewed and will not review your registration statement |
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| June 28, 2021 |
As filed with the Securities and Exchange Commission on June 28, 2021 As filed with the Securities and Exchange Commission on June 28, 2021 Registration No. |
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| June 28, 2021 |
Exhibit 4.3 TIPTREE INC., as Company, and [ ], as Trustee INDENTURE Dated as of [ ] CROSS-REFERENCE TABLE TIA Section Indenture Section 310 (a)(1) 8.9 (a)(2) 8.9 (a)(3) N/A (a)(4) N/A (a)(5) 8.9 (b) 8.8; 8.9 (c) N/A 311 (a) 8.13 (b) 8.13 (c) N/A 312 (a) 9.1 (b) 9.2 (c) 9.2 313 (a) 9.3 (b)(1) 9.3 (b)(2) 9.3 (c) 9.3 (d) 9.3 314 (a) 9.4 (b) N/A (c)(1) 1.2 (c)(2) 1.2 (c)(3) N/A (d) N/A (e) 1.2 (f) 1.2 |
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| June 9, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 8, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R |
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| May 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 5, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R. |
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| May 5, 2021 |
TIPTREE REPORTS Q1 2021 RESULTS WITH RECORD REVENUES AND NET INCOME Exhibit 99.1 TIPTREE REPORTS Q1 2021 RESULTS WITH RECORD REVENUES AND NET INCOME ?Revenues of $294.7 million, up 127.3% from Q1?20, driven by growth in insurance and mortgage operations and net realized and unrealized gains in Q1?21 compared to losses in Q1?20. Excluding realized and unrealized gains and losses, revenues increased 25.6% versus prior year. ?Net income of $28.6 million for the first |
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| May 5, 2021 |
Investor Presentation ? First Quarter 2021 May 2021 Financial Information for the three months ended March 31, 2021 1 Disclaimers LIMITATIONS ON THE USE OF INFORMATION This presentation has been prepared by Tiptree Inc. |
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| May 5, 2021 |
EXHIBIT 10.2 INVESTMENT ADVISORY AGREEMENT This is an Investment Advisory Agreement (the ?Agreement?), effective May 3, 2021 (the ?Effective Date?), between The Fortegra Group, LLC, a Delaware limited liability company (?Fortegra?) and each of the following subsidiaries of Fortegra and any additional subsidiaries that become party hereto from time to time by signing a joinder agreement: 4Warranty |
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| May 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended March 31, 2021 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree I |
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| April 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 28, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| April 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 20, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 20, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| March 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 26) TIPTREE INC. (Name of Company) Common Stock, par value $0.001 per share (Title of Class of Securities) 88822Q103 (CUSIP Number of Class of Securities) Michael Barnes c/o 299 Park Avenue, 13th Floor New York, NY 10171 (212) 446-1400 (Name, Address and T |
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| March 17, 2021 |
Programmed Plan Of Transactions Under Rule 10b5-1 WELLS FARGO ADVISORS Plan No. 210204162TIPT General Instructions: I hereby appoint Wells Fargo Clearing Services, LLC and/or Wells Fargo Advisors Financial Network, LLC (?Wells Fargo Advisors?)i as my agent for the purposes of implementing a Programmed Plan of Transactions designed to comply with the requirements of Rule 10b5-1(c) under the Securit |
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| March 15, 2021 |
Tiptree Announces Proposed Initial Public Offering of The Fortegra Group, LLC EXHIBIT 99.1 Tiptree Announces Proposed Initial Public Offering of The Fortegra Group, LLC Tiptree Inc. (“Tiptree”) (NASDAQ:TIPT) today announced that its subsidiary The Fortegra Group, LLC (“Fortegra”) has publicly filed a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”) relating to a proposed initial public offering. Forteg |
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| March 15, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 15, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| March 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 25) TIPTREE INC. (Name of Company) Common Stock, par value $0.001 per share (Title of Class of Securities) 88822Q103 (CUSIP Number of Class of Securities) Michael Barnes Arif Inayatullah c/o 299 Park Avenue, 13th Floor New York, NY 10171 (212) 446-1400 (Na |
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| March 11, 2021 |
Subsidiaries of the Registrant (filed herewith). EXHIBIT 21.1 Subsidiaries of Tiptree Inc. Name(1) Jurisdiction of Incorporation or Organization 4Warranty Corporation Florida Accelerated Service Enterprise, LLC New Jersey Fortegra Financial Corporation Delaware Freedom Insurance Company, Ltd. (fka LOTS Reassurance Company) Turks & Caicos Islands, BWI Independent Dealer Group, Inc. New Jersey Insurance Company of the South Georgia Life of the Sou |
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| March 11, 2021 |
Financial Statements of Invesque Inc. as at December 31, EXHIBIT 99.1 Consolidated Financial Statements (Expressed in U.S. dollars) INVESQUE INC. Year ended December 31, 2020 with comparative information for the year ended December 31, 2019 KPMG LLP Bay Adelaide Centre 333 Bay Street, Suite 4600 Toronto ON M5H 2S5 Canada Tel 416-777-8500 Fax 416-777-8818 INDEPENDENT AUDITORS' REPORT To the Board of Directors of Invesque Inc., We have audited the accompa |
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| March 11, 2021 |
Investor Presentation ? Fourth Quarter 2020 March 2021 Financial Information for the three months and year ended December 31, 2020 1 Disclaimers LIMITATIONS ON THE USE OF INFORMATION This presentation has been prepared by Tiptree Inc. |
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| March 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 11, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I |
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| March 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2020 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-33549 Tiptree Inc. ( |
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| March 11, 2021 |
TIPTREE REPORTS Q4 and 2020 FINANCIAL RESULTS EX-99.1 2 ex991er-12312020.htm EX-99.1 Exhibit 99.1 TIPTREE REPORTS Q4 and 2020 FINANCIAL RESULTS •Revenues of $257.4 million for the quarter, up 23.4% from Q4’19. 2020 revenues of $810.3 million, up 4.9% from 2019, driven by growth in our insurance and mortgage operations, partially offset by unrealized investment mark-to-market losses. Excluding realized and unrealized gains and losses, 2020 rev |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* Tiptree Inc (Name of Issuer) Common Stock (Title of Class of Securities) 88822Q103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| February 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2)* Under the Securities Exchange Act of 1934 Tiptree Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 88822Q103 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| January 4, 2021 |
EX-10.1 7 exhibit101amendmentemeritu.htm EX-10.1 EXHIBIT 10.1 AMENDMENT TO EMERITUS AGREEMENT This Amendment, effective as of January 1, 2021 (this “Amendment”), amends the Emeritus Agreement, dated as of December 20, 2019 (the “Emeritus Agreement”), between Tiptree Inc. (the “Company”) and Arif Inayatullah (“Inayatullah” and together with the Company, the “Parties”). Unless context requires other |
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| January 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 1, 2021 TIPTREE INC. (Exact Name of Registrant as Specified in Charter) Maryland 001-33549 38-3754322 (State or Other Jurisdiction of Incorporation) (Commission File Number) ( |