UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No.     )*

The First Marblehead Corporation

(Name of Issuer)

Common Stock, $0.01 Par Value

(Title of Class of Securities)

320771207

(CUSIP Number)

Andrea L. Mancuso

460 Herndon Parkway, Suite 150

Herndon, VA 20170

(703) 456-4100

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

December 18, 2014

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.  ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

This Schedule 13D relates to the shares of Common Stock, $0.01 par value (the “Shares”), of The First Marblehead Corporation (the “Issuer”). The principal executive offices of the Issuer are located at The Prudential Tower, 800 Boylston Street, 34^th Floor, Boston, MA 02199.

This Schedule 13D is being filed by HC2 Investment Securities, Inc., a Delaware corporation (“HC2 Investment Securities”), HC2 Holdings 2, Inc., a Delaware corporation (“HC2 Holdings”), and HC2 Holdings, Inc., a Delaware corporation (“HC2” and, together with HC2 Investment Securities and HC2 Holdings, the “Reporting Persons”).

The Shares reported in this Schedule 13D are held directly by HC2 Investment Securities. HC2 Investment Securities is a wholly owned subsidiary of HC2 Holdings, which in turn is a wholly owned subsidiary of HC2. Neither HC2 Holdings nor HC2 directly owns any securities of the Issuer. However, as a result of the relevant ownership structure of the Reporting Persons, HC2 Holdings and HC2 may be deemed to beneficially own the securities of the Issuer directly owned by HC2 Investment Securities.

The principal business address of each of the Reporting Persons is 460 Herndon Parkway, Suite 150, Herndon, VA 20170. HC2 is a holding company whose principal interests include telecommunications, life sciences, manufacturing, marine services and utilities businesses. HC2 Holdings and HC2 Investment Securities are wholly owned subsidiaries of HC2 through which HC2 holds certain of its interests. Information with respect to the executive officers and directors of the Reporting Persons required by this Item 2 and General Instruction C to Schedule 13D is set forth on Schedule A, which is incorporated by reference herein.

A total of approximately $3.3 million was paid to acquire the 987,225 Shares reported in this Schedule 13D. The source of funding for the purchase of these Shares was the general working capital of HC2.

The Reporting Persons acquired the Shares over which they exercise beneficial ownership based on their belief that such Shares, when purchased, represented an attractive investment opportunity. The Reporting Persons have discussed and may from time to time discuss the Issuer’s business, strategies and other matters related to the Issuer with directors and officers of the Issuer, other shareholders or third parties in connection with the Reporting Persons’ investment in the Issuer. These discussions may review options for various strategic alternatives, including, but not limited to, acquiring control of the company. Each Reporting Person expects to evaluate on an ongoing basis the Issuer’s financial condition and prospects and its interest in, and intentions with respect to, the Issuer and its investment in the securities of the Issuer, which review may be based on various factors, including the Issuer’s business and financial condition, results of operations and prospects, general economic and industry conditions, the securities markets in general and those for the Issuer’s securities in particular, as well as other developments and other investment opportunities, which, if effected, could result in, among other things, any of the matters identified in Items 4(a)–(j) of Schedule 13D. Accordingly, each Reporting Person reserves the right to change its intentions and develop plans or proposals at any time, as it deems appropriate. In particular, each Reporting Person may at any time and from time to time, (i) in the open market, in privately negotiated transactions or otherwise, acquire additional Shares or other securities of the Issuer, including with a view to acquiring control of the Issuer; (ii) pledge, encumber, provide a security interest with respect to, dispose of or transfer (including pursuant to the exercise of a pledge, encumbrance or other security interest) all or a portion of the securities of the Issuer, including Shares, that the Reporting Person now owns or may hereafter acquire to any person or entity; (iii) enter into derivative and other transactions with institutional counterparties with respect to the Issuer’s securities, including Shares; (iv) request or seek that the Issuer or any of its subsidiaries purchase or otherwise acquire all or a portion of another person’s assets or business or enter into new or different business activities; (v) request or seek that the Issuer or any of its subsidiaries enter into one or more acquisitions, business combinations, mergers or agreements to sell, transfer or otherwise dispose of all or any portion of its assets or business to any person or entity; (vi) request or seek that the Issuer or any of its subsidiaries raise capital or restructure its capitalization, indebtedness or holding company arrangements; (vii) request or seek that the Issuer or any of its subsidiaries make personnel changes; (viii) request or seek that the Issuer or any of its subsidiaries change the identity of its directors or officers; (ix) request or seek that the Issuer or any of its subsidiaries make other material changes in the Issuer’s or any of its subsidiaries’ corporate structure, governance or business; or (x) engage in communications with one or more stockholders, officers or directors of the Issuer and other persons regarding any of the matters described in clauses (i) through (ix) above.

The Shares reported in this Schedule 13D are held in the name of HC2 Investment Securities. Percentage ownership information in this Schedule 13D with respect to the Shares is based upon 11,526,987 Shares outstanding, as disclosed in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2014.

(a, b) As of the date hereof, HC2 Investment Securities may be deemed to be the beneficial owner of 987,225 Shares, representing the beneficial ownership of 8.56% of the Shares.

HC2 Investment Securities has the sole power to vote or direct the vote of none of the Shares; has the shared power to vote or direct the vote of 987,225 Shares; has sole power to dispose or direct the disposition of none of the Shares; and has shared power to dispose or direct the disposition of 987,225 Shares.

(a, b) As of the date hereof, HC2 Holdings may be deemed to be the beneficial owner of 987,225 Shares, representing the beneficial ownership of 8.56% of the Shares.

HC2 Holdings has the sole power to vote or direct the vote of none of the Shares; has the shared power to vote or direct the vote of 987,225 Shares; has sole power to dispose or direct the disposition of none of the Shares; and has shared power to dispose or direct the disposition of 987,225 Shares.

(a, b) As of the date hereof, HC2 may be deemed to be the beneficial owner of 987,225 Shares, representing the beneficial ownership of 8.56% of the Shares.

HC2 has the sole power to vote or direct the vote of none of the Shares; has the shared power to vote or direct the vote of 987,225 Shares; has sole power to dispose or direct the disposition of none of the Shares; and has shared power to dispose or direct the disposition of 987,225 Shares.

(c) The following table sets forth all transactions with respect to Shares effected during the past sixty (60) days by any of the Reporting Persons. All such transactions were purchases of Shares effected in the open market, and commissions paid are included in per share prices.

None.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: December 29, 2014

EXHIBIT 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1) under the Securities Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock of The First Marblehead Corporation. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 29th day of December, 2014.

Schedule A

HC2 Investment Securities Executive Officers and Directors

HC2 Holdings Executive Officers and Directors

HC2 Executive Officers and Directors

Neither of the Reporting Persons, and none of the executive officers or directors of the Reporting Persons, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). Except as set forth below, neither of the Reporting Persons, and none of the executive officers or directors of the Reporting Person, has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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 with respect to such laws.

On September 18, 2013, the United States District Court for the Southern District of New York entered a final judgment (the “Final Judgment”) approving a settlement between the SEC and Harbinger Capital Partners LLC (“HCP LLC”), Harbinger Capital Partners Special Situations GP, LLC (“HCPSS”) LLC, Harbinger Capital Partners Offshore Manager, L.L.C., and Philip Falcone (collectively, the “HCP Parties”), in connection with the two civil actions previously filed against the HCP Parties by the SEC. One civil action alleged that certain HCP Parties violated the anti-fraud provisions of the federal securities laws by engaging in market manipulation in connection with the trading of the debt securities of a particular issuer from 2006 to 2008. The other civil action alleged that HCP LLC and Mr. Falcone violated the anti-fraud provisions of the federal securities laws in connection with a loan made by HCPSS to Philip Falcone in October 2009 and in connection with the circumstances and disclosure regarding alleged preferential treatment of, and agreements with, certain fund investors.

The Final Judgment bars and enjoins Mr. Falcone for a period of five years (after which he may seek to have the bar and injunction lifted) from acting as or being an associated person of any “broker,” “dealer,” “investment adviser,” “municipal securities dealer,” “municipal adviser,” “transfer agent,” or “nationally recognized statistical rating organization,” as those terms are defined in Section 3 of the Securities Exchange Act of 1934 and Section 202 of the Investment Advisers Act of 1940 (such specified entities, collectively, the “Specified Entities”). Under the Final Judgment, Mr. Falcone may continue to own and control HGI and its subsidiaries and continue to serve as HGI’s Chief Executive Officer, director and Chairman of HGI’s board except that during the period of the bar Mr. Falcone may not, other than as a result of his ownership and control of the HGI and its subsidiaries, engage in any actions that would result in him being an associated person of certain subsidiaries of HGI that are Specified Entities. During the period of the bar, Mr. Falcone may also remain associated with HCP LLC and other HCP LLC related entities, provided that, during such time, Mr. Falcone’s association must be limited as set forth in the Final Judgment. The settlement requires the HCP Parties to pay disgorgement of profits, prejudgment interest, and civil penalties totaling approximately $18 million.