-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VPq6y9sXIpYR55UeBJSYfJ9i7L3cDGi9toQwocIQX2r8MBTeDJmlUG5dTbqdaNLB bjf2Bx8X97PIvJvW/eECYQ== 0001209191-08-026686.txt : 20080501 0001209191-08-026686.hdr.sgml : 20080501 20080501095516 ACCESSION NUMBER: 0001209191-08-026686 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080430 FILED AS OF DATE: 20080501 DATE AS OF CHANGE: 20080501 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NORTH POINTE HOLDINGS CORP CENTRAL INDEX KEY: 0001171218 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 28819 FRANKLIN ROAD STREET 2: SUITE 300 CITY: SOUTHFIELD STATE: MI ZIP: 48034 BUSINESS PHONE: 2483581171 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PETCOFF B MATTHEW CENTRAL INDEX KEY: 0001339150 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51530 FILM NUMBER: 08792535 BUSINESS ADDRESS: BUSINESS PHONE: 248-358-1171 MAIL ADDRESS: STREET 1: 28819 FRANKLIN ROAD CITY: SOUTHFIELD STATE: MI ZIP: 48034 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2008-04-30 1 0001171218 NORTH POINTE HOLDINGS CORP NPTE 0001339150 PETCOFF B MATTHEW 28819 FRANKLIN ROAD SOUTHFIELD MI 48034 1 1 0 0 Chief Operating Officer, Execu Common Stock 2008-04-30 4 D 0 424500 16.00 D 0 I Trust Common Stock 12.00 2008-04-30 4 D 0 50000 0.00 D 2015-09-28 Common Stock 50000 0 D Common Stock 10.50 2008-04-30 4 D 0 10000 0.00 D 2016-11-26 Common Stock 10000 0 D Common Stock 10.86 2008-04-30 4 D 0 30000 0.00 D 2017-09-12 Common Stock 30000 0 D On April 10, 2008, the Company's stockholders approved the Agreement and Plan of Merger, dated as of January 3, 2008, by and among the Company, Noble Acquisition Corporation, a Michigan corporation and QBE Holdings, Inc. (QBE), a Delaware corporation (the merger agreement). Pursuant to the merger agreement, the issuer was acquired by QBE, effective on April 30, 2008. Subsequent to the closing of the merger, the issuer's common stock ceased to be publicly traded and its registration was terminated with the SEC and NASDAQ. Pursuant to the terms of the merger agreement, each share of the issuer's common stock, whether vested or unvested, was cancelled in exchange for a cash payment equal to $16.00 per share. Held in Trust by B. Matthew Petcoff, as Trustee of the Revocable Declaration of Trust of B. Matthew Petcoff dated 06/02/04. Options were granted under the Company's Equity Incentive Plan and would have become exercisable in equal annual installments beginning on the first anniversary of the original grant date. The option provided for vesting over 5 anniversaries of the issue date. The option rights were disposed of in accordance with the merger agreement pursuant to which the reporting person is entitled to receive a cash payment equal to the difference between $16.00 and the exercise price of the underlying option multiplied by the number of shares available for purchase under the option, without interest and less any required withholding taxes. /s/ B. Matthew Petcoff, Executive Vice President and Secretary 2008-05-01 -----END PRIVACY-ENHANCED MESSAGE-----