Ownership Submission
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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. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB APPROVAL
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OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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FOX SAUL A
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2. Issuer Name and Ticker or Trading Symbol
Global Indemnity Group, LLC [GBLI]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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__X__ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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(Last)
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(First)
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(Middle)
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3 BALA PLAZA EAST, SUITE 300
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3. Date of Earliest Transaction (Month/Day/Year)
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(Street)
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BALA CYNWYD
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PA
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19004
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4. If Amendment, Date Original Filed(Month/Day/Year)
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6. Individual or Join/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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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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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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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FOX SAUL A
3 BALA PLAZA EAST, SUITE 300
BALA CYNWYD, PA19004
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X
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X
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Signatures
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/s/Stephen W. Ries, Attorney-in-Fact
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2021-11-30
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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Each Class B Common Share ("B Common Share") of Global Indemnity Group, LLC ("Issuer") is convertible into one Issuer Class A Common Share ("A Common Share" and, together with B Common Shares, "Common Shares").
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(2)
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On November 10, 2021, it was resolved that Fox Paine Capital Co-Investors International GP, Ltd. ("Fund II Cayman Corp") be liquidated and all assets held by Fund II Cayman Corp be distributed to FP International LPH, L.P. ("FPI LPH"), the sole shareholder of Fund II Cayman Corp (the "Distribution"), including the 44 B Common Shares held by Fund II Cayman Corp. On November 26, 2021, Fund II Cayman Corp distributed 44 B Common Shares to FPI LPH in respect of its equity interest in Fund II Cayman Corp. FPI LPH has no current intention to liquidate or to further distribute the B Common Shares received by FPI LPH in the Distribution. As a result of the Distribution, Mr. Fox's beneficial ownership of Common Shares (excluding shares over which Mr. Fox disclaimed beneficial ownership) did not change.
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(3)
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Common Shares owned by Fund II Cayman Corp. The sole shareholder of Fund II Cayman Corp is FPI LPH. The sole general partner of FPI LPH is Fox Paine International GP, Ltd. ("GPLTD"). As a result, GPLTD may be deemed to control the Common Shares owned by Fund II Cayman Corp. Fox Mercury Investments, L.P. is a minority shareholder of GPLTD. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
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(4)
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Common Shares owned by FPI LPH. The sole general partner of FPI LPH is GPLTD. As a result, GPLTD may be deemed to control the Common Shares owned by FPI LPH. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
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(5)
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Common Shares owned by Fox Paine Capital Fund II International, L.P. ("Fund II"). The sole general partner of Fund II is FPI LPH. The sole general partner of FPI LPH is GPLTD. As a result, GPLTD may be deemed to control the Common Shares owned by Fund II. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
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(6)
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Common Shares owned indirectly by Mercury Assets Delaware LLC through its limited partnership interest in Fox Mercury Investments, L.P., which holds 979,050 A Common Shares and 172,939 B Common Shares. The sole member of Mercury Assets Delaware LLC is Benjerome Trust. Mr. Fox is the sole trustee of the Benjerome Trust. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
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(7)
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Common Shares owned indirectly by Fox Paine Global, Inc. through its indirect limited partnership interest in Fox Mercury Investments, L.P., which holds 979,050 A Common Shares and 172,939 B Common Shares. Mr. Fox is a director of Fox Paine Global, Inc. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
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