Statement of Changes in Beneficial Ownership (4)
April 01 2022 - 4:51PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
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Simkoff Maxwell |
2. Issuer Name and Ticker or Trading Symbol
Doma Holdings, Inc.
[
DOMA
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
101 MISSION ST., SUITE 740 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/30/2022 |
(Street)
SAN FRANCISCO, CA 94105
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common stock | 3/30/2022 | | G | | 358683 (1) | D | $0 | 346609 (2) | I | By Jennifer Saslaw 2020 GRAT |
Common stock | 3/30/2022 | | G | | 358683 (1) | D | $0 | 346609 (3) | I | By Max Simkoff 2020 GRAT |
Common stock | 3/30/2022 | | G | | 717366 (1) | A | $0 | 48053275 (4) | I | By The Saslaw-Simkoff Revocable Trust |
Common stock | 3/31/2022 | | A | | 502136 (5) | A | $0 | 502136 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | 358,683 shares of Company common stock were previously owned by each of the Jennifer Saslaw 2020 GRAT and the Max Simkoff 2020 GRAT. These shares were distributed in the form of an annuity payment pursuant to the terms of the GRATS and subsequently transferred to The Saslaw-Simkoff Revocable Trust for no consideration. |
(2) | These shares are held for the benefit of the reporting person's wife. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
(3) | These shares are owned directly by the Max Simkoff 2020 GRAT. The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein. |
(4) | These shares are owned directly by The Saslaw-Simkoff Revocable Trust and indirectly by Maxwell Simkoff as trustee of the trust. The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein. |
(5) | Grant of Doma Holdings, Inc.'s (the "Company") common stock to the reporting person in the form of restricted stock units ("RSUs") pursuant to the Company's Omnibus Incentive Plan (the "Plan"). The "Vesting Commencement Date" is March 31, 2022. These RSUs will be settled solely by delivery of shares of Company common stock and vest as follows: 25% of the RSUs will vest on the first anniversary of the Vesting Commencement Date and the remainder will vest in 12 consecutive, equal, quarterly installments such that the award is fully vested on the fourth anniversary of the Vesting Commencement Date, provided the reporting person is continuously employed through such date as applicable. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Simkoff Maxwell 101 MISSION ST. SUITE 740 SAN FRANCISCO, CA 94105 | X | X | Chief Executive Officer |
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Saslaw-Simkoff Revocable Trust 101 MISSION ST. SUITE 740 SAN FRANCISCO, CA 94105 |
| X |
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Signatures
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/s/ Christian Ameri, as Attorney-in-Fact for Maxwell Simkoff | | 4/1/2022 |
**Signature of Reporting Person | Date |
/s/ Christian Ameri, as Attorney-in-Fact for Maxwell Simkoff, Trustee | | 4/1/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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