Mark N. Klein Form 3 Burford Capital / Mark N. Klein ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person^*

Klein Mark N.

(Last)

(First)

(Middle)

C/O BURFORD CAPITAL LIMITED

OAK HOUSE, HIRZEL STREET

(Street)

ST. PETER PORT

GY1 2NP

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2025

3. Issuer Name and Ticker or Trading Symbol
Burford Capital Ltd [ BUR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
GC&ChiefAdministrative Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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)
Ordinary shares, no par value ("Ordinary Shares")	64,041	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
RSUs	⁽¹⁾	⁽¹⁾	Ordinary Shares	13,441	⁽¹⁾	D
PSUs	⁽²⁾	⁽²⁾	Ordinary Shares	13,441	⁽²⁾	D
RSUs	⁽³⁾	⁽³⁾	Ordinary Shares	18,437	⁽³⁾	D
PSUs	⁽⁴⁾	⁽⁴⁾	Ordinary Shares	18,437	⁽⁴⁾	D
RSUs	⁽⁵⁾	⁽⁵⁾	Ordinary Shares	10,274	⁽⁵⁾	D
PSUs	⁽⁶⁾	⁽⁶⁾	Ordinary Shares	10,274	⁽⁶⁾	D
Phantom RSUs	⁽⁷⁾	⁽⁷⁾	Ordinary Shares	687.7	⁽⁷⁾	D
Phantom RSUs	⁽⁸⁾	⁽⁸⁾	Ordinary Shares	668.3	⁽⁸⁾	D
Phantom RSUs	⁽⁹⁾	⁽⁹⁾	Ordinary Shares	7,620.9	⁽⁹⁾	D

Explanation of Responses:

1. Represents restricted share units ("RSUs") granted on April 5, 2022, which vest on the third anniversary of the grant date, subject to Mr. Klein's continued employment through such date. Each RSU represents a contingent right to receive one Ordinary Share.

2. Represents performance-based RSUs ("PSUs") granted on April 5, 2022, which vest on the third anniversary of the grant date, subject to the achievement of certain performance conditions and Mr. Klein's continued employment through such date. Each PSU represents a contingent right to receive one Ordinary Share.

3. Represents RSUs granted on March 22, 2023, which vest on the third anniversary of the grant date, subject to Mr. Klein's continued employment through such date. Each RSU represents a contingent right to receive one Ordinary Share.

4. Represents PSUs granted on March 22, 2023, which vest on the third anniversary of the grant date, subject to the achievement of certain performance conditions and Mr. Klein's continued employment through such date. Each PSU represents a contingent right to receive one Ordinary Share.

5. Represents RSUs granted on March 22, 2024, which vest on the third anniversary of the grant date, subject to Mr. Klein's continued employment through such date. Each RSU represents a contingent right to receive one Ordinary Share.

6. Represents PSUs granted on March 22, 2024, which vest on the third anniversary of the grant date, subject to the achievement of certain performance conditions and Mr. Klein's continued employment through such date. Each PSU represents a contingent right to receive one Ordinary Share.

7. Represents phantom RSUs ("Phantom RSUs") granted to Mr. Klein on June 22, 2023, which vest on June 15, 2025, in accordance with the Burford Capital Deferred Compensation Plan (the "NQDC Plan"), subject to Mr. Klein's continued employment through such date. Each Phantom RSU represents a contingent right to receive the economic equivalent of one Ordinary Share, which may be paid in cash or Ordinary Shares in accordance with the terms of the NQDC Plan.

8. Represents Phantom RSUs granted to Mr. Klein on August 15, 2024, which vest on August 12, 2026, in accordance with the NQDC Plan, subject to Mr. Klein's continued employment through such date. Each Phantom RSU represents a contingent right to receive the economic equivalent of one Ordinary Share, which may be paid in cash or Ordinary Shares in accordance with the terms of the NQDC Plan.

9. Represents Phantom RSUs held under the NQDC Plan and not subject to vesting conditions. Each Phantom RSU represents a contingent right to receive the economic equivalent of one Ordinary Share, which may be paid in cash or Ordinary Shares in accordance with the terms of the NQDC Plan.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Mark N. Klein	01/02/2025
	** 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 5 (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.
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Mark N. Klein Form 3Burford Capital / Mark N. Klein ownership change