Amended Statement of Beneficial Ownership (3/a)
April 27 2020 - 4:19PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Cunningham Elizabeth |
2. Date of Event Requiring Statement (MM/DD/YYYY)
3/31/2020
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3. Issuer Name and Ticker or Trading Symbol
Watford Holdings Ltd. [WTRE]
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(Last)
(First)
(Middle)
C/O WATFORD HOLDINGS LTD. WATERLOO HOUSE, 1ST FLOOR 100 PITTS BAY ROAD |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
Chief Risk Officer / |
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(Street)
PEMBROKE, D0 HM08
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
3/31/2020
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Restricted Share Units - 2020 (1) | (2) | (2) | Common Shares, par value $0.01/share | 6522.0 | $0.0 | D | |
| Explanation of Responses: |
| (1) | Each restricted share unit (RSU) represents a contingent right to receive one common share of Watford Holdings Ltd. |
| (2) | On March 1, 2020, the reporting person received a restricted share unit grant, 50% of which are subject to a three-year vesting schedule, vesting 33.34% on the one year anniversary of March 1, 2020, 33.33% on the second year anniversary and 33.33% on the third year anniversary. The remaining 50% of the granted restricted share units are subject to performance metrics defined in the 2018 Stock Plan and cliff-vest on the third anniversary of March 1, 2020. Upon vesting, the reporting person will receive a number of common shares equal to the number of restricted share units that have vested. |
Remarks:
This amendment to Form 3 is being filed to include in Table II the above listed RSUs, which RSUs were inadvertently omitted from the original Form 3 filed on March 31, 2020 (the "Original Form 3").
Exhibit 24.1 - Power of Attorney of Elizabeth A. Cunningham (previously filed with the Original Form 3). |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Cunningham Elizabeth
C/O WATFORD HOLDINGS LTD. WATERLOO HOUSE
1ST FLOOR 100 PITTS BAY ROAD
PEMBROKE, D0 HM08 |
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| Chief Risk Officer |
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Signatures
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| /s/ Elizabeth A. Cunningham | | 4/27/2020 |
| **Signature of Reporting Person | Date |
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