| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
Bowhead Specialty Holdings Inc. (Name of Issuer) |
Common Stock, par value $0.01 per share (Title of Class of Securities) |
10240L102 (CUSIP Number) |
09/30/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule
13d-1(b) |
| Rule
13d-1(c) |
 Rule
13d-1(d) |
SCHEDULE 13G |
| CUSIP No. | 10240L102 |
| 1 | Names of Reporting Persons AMERICAN FAMILY MUTUAL INSURANCE COMPANY, S.I. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization WISCONSIN | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 6,063,046.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 18.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IC |
Comment for Type of Reporting Person:
The percent of class was calculated based on 32,658,823 shares of common stock outstanding as of August 8, 2024, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2024.
SCHEDULE 13G |
| CUSIP No. | 10240L102 |
| 1 | Names of Reporting Persons American Family Insurance Mutual Holding Co | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization WISCONSIN | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 6,063,046.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 18.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IC |
Comment for Type of Reporting Person:
The percent of class was calculated based on 32,658,823 shares of common stock outstanding as of August 8, 2024, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2024.
SCHEDULE 13G |
| CUSIP No. | 10240L102 |
| 1 | Names of Reporting Persons AmFam Holdings, Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization WISCONSIN | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 6,063,046.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 18.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) CO |
Comment for Type of Reporting Person:
(1) The percent of class was calculated based on 32,658,823 shares of common stock outstanding as of August 8, 2024, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2024.
SCHEDULE 13G |
| Item 1. | ||
| (a) | Name of issuer: Bowhead Specialty Holdings Inc. | |
| (b) | Address of issuer's principal executive
offices: 452 5TH AVENUE, 24TH FLOOR, NEW YORK, NEW YORK, 10018. | |
| Item 2. | ||
| (a) | Name of person filing: (i) American Family Mutual Insurance Company, S.I., a Wisconsin stock insurance corporation ("AFMIC");
(ii) AmFam Holdings, Inc., a Wisconsin business corporation ("Holdings"); and
(iii) (iii) American Family Insurance Mutual Holding Company, a Wisconsin mutual insurance holding company (?Parent? and together with AFMIC and Holdings, the ?Reporting Persons?).
AFMIC is the direct holder of the securities listed in this Schedule 13G and a wholly owned subsidiary of Holdings, which is a wholly owned subsidiary of Parent. Accordingly, Holdings and Parent may each be considered a beneficial owner of the shares of common stock owned directly by AFMIC. | |
| (b) | Address or principal business office or, if
none, residence: 6000 American Parkway Madison WI 53783 | |
| (c) | Citizenship: United States | |
| (d) | Title of class of securities: Common Stock, par value $0.01 per share | |
| (e) | CUSIP No.: 10240L102 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813); | |
| (i) | A
church plan that is excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: | |
| (k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned: 6063046 | |
| (b) | Percent of class: 18.6 % | |
| (c) | Number of shares as to which the person has: | |
| (i) Sole power to vote or to direct the vote: 0 | ||
| (ii) Shared power to vote or to direct the
vote: 6063046 | ||
| (iii) Sole power to dispose or to direct the
disposition of: 0 | ||
| (iv) Shared power to dispose or to direct the
disposition of: 6063046 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
| ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so
indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of
each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or
§240.13d-1(d), attach an exhibit stating the identity of each member of the group.
GPC Partners Investments (SPV III) LP ("GPC") and AFMIC are parties to a Voting Agreement, dated May 22, 2024, and accordingly the Reporting Persons and GPC may be deemed to be members of a "group," as defined in Rule 13d-5 of the Act. The share ownership reported herein does not include any shares of the common stock owned by GPC, and the Reporting Persons disclaim membership in a group with GPC and beneficial ownership of any shares of the common stock owned by GPC to the extent GPC and the Reporting Persons may be deemed to be members of a group. | ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is
true, complete and correct. |
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