SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Capital Z Partners III GP, Ltd.

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NewStar Financial, Inc. [ NEWS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks Section
3. Date of Earliest Transaction (Month/Day/Year)
06/29/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 4,000,000 I(1)(3) See notes(1)(3)
Common Stock 06/29/2015 J(4) 7,002 A (4) 5,572,168 I(2)(3) See notes(2)(3)
Common Stock 06/29/2015 J(4) 7,002 D (4) 29,919 D(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
1. Name and Address of Reporting Person*
Capital Z Partners III GP, Ltd.

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks Section
1. Name and Address of Reporting Person*
Capital Z Partners III, L.P.

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks Section
1. Name and Address of Reporting Person*
Capital Z Partners III GP, L.P.

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks Section
1. Name and Address of Reporting Person*
CAPITAL Z FINANCIAL SERVICES PRIVATE FUND II, L.P.

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Remarks Section
1. Name and Address of Reporting Person*
CAPITAL Z FINANCIAL SERVICES FUND II LP

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
See Remarks Section
1. Name and Address of Reporting Person*
CAPITAL Z PARTNERS LP

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
See Remarks Section
1. Name and Address of Reporting Person*
CAPITAL Z PARTNERS LTD

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Remarks Section
1. Name and Address of Reporting Person*
Capital Z Partners Management, LLC

(Last) (First) (Middle)
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
See Remarks Section
1. Name and Address of Reporting Person*
COOPER BRADLEY E

(Last) (First) (Middle)
C/O CAPITAL Z PARTNERS MANAGEMENT, LLC
142 WEST 57TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. See Footnote 1 in Exhibit 99.1.
2. See Footnote 2 in Exhibit 99.1.
3. See Footnote 3 in Exhibit 99.1.
4. See Footnote 4 in Exhibit 99.1.
5. See Footnote 5 in Exhibit 99.1.
Remarks:
See Exhibit 99.1 - Footnotes and Joint Filer Information incorporated herein by reference.
/s/ Craig Fisher - Authorized Signatory for Capital Z Partners III GP, Ltd. 06/30/2015
** 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).
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