This Amendment No. 3 to this Schedule 13D (this “Schedule 13D”) is being filed by Barry D. Zyskind (the “Reporting Person”) to amends and restates Amendment No. 2 to this Schedule 13D, filed by the Reporting Person with the Commission on June 23, 2016, with respect to the common shares, par value $.01 per share (the “Common Shares”), of Maiden Holdings, Ltd.
Item 1. Security and Issuer.
This Schedule 13D relates to the Common Shares of Maiden Holdings, Ltd., an insurance holding company organized under the laws of Bermuda (the “Issuer”). The address of the Issuer’s principal executive offices is 131 Front Street, 2nd Floor, Hamilton HM12 Bermuda.
Item 2. Identity and Background.
This Schedule 13D is being filed by the Reporting Person. The business address of the Reporting Person is 59 Maiden Lane, 43rd Floor, New York, New York 10038. The Reporting Person is a citizen of the United States of America. The Reporting Person is the Chairman, President and Chief Executive Officer of AmTrust Financial Services, Inc., an insurance holding company.
During the last five years, the Reporting Person has not (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which the Reporting Person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation of such laws.
Item 3. Source and Amount of Funds or Other Consideration.
The funds used to make acquisitions of Common Shares previously reported by the Reporting Person in this Schedule 13D and prior amendments thereto were the private funds of the Reporting Person or those of the holder of the Common Shares reported therein.
Item 4. Purpose of Transaction.
The Common Shares reported in this Schedule 13D were acquired for investment purposes. The Reporting Person is the Chairman of the board of directors of the Issuer (the “Board”). In such capacity, the Reporting Person participates in the planning and decisions of the Board, which may from time to time include developing plans respecting, or proposing changes in, the management, composition of the Board, operations, capital structure or business of the Issuer. Depending upon market conditions and other factors, the Reporting Person may purchase additional Common Shares or other securities of the Issuer in the open market, private transactions or from the Issuer, or may dispose of all or a portion of the Common Shares or other securities of the Issuer that the Reporting Person now beneficially owns or may hereafter acquire. The Reporting Person is considering plans and proposals with respect to the Reporting Person’s investments in the Issuer that could result in any of the events described in paragraphs (a) to (j) of the instructions to Item 4 of Schedule 13D, and discussing such with shareholders of the Issuer and other persons.
Item 5. Interest in Securities of the Issuer.
(a) As of the date hereof, the Reporting Person beneficially owns (i) 3,174,292 Common Shares held by the Reporting Person and (ii) 3,200,000 Common Shares held by the Family Trust, of which the Reporting Person serves as co-trustee. The Reporting Person disclaims beneficial ownership of the Common Shares held by the Family Trust. The 6,374,292 Common Shares reported in this Schedule 13D represent approximately 7.68% of the Common Shares outstanding, based on 82,957,895 Common Shares outstanding as of March 8, 2019, as reported in