SEC FORM 3

SEC FORM 3 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^*

TSSP Sub-Fund HoldCo LLC

(Last)

(First)

(Middle)

C/O SIXTH STREET PARTNERS, LLC

2100 MCKINNEY AVENUE, SUITE 1500

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/28/2024

3. Issuer Name and Ticker or Trading Symbol
Enstar Group LTD [ ESGR ]

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

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

5. 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 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	355,300	I	Held by Elk Evergreen Investments, LLC⁽¹⁾⁽³⁾
Ordinary Shares	358,900	I	Held by Elk Cypress Investments, LLC⁽²⁾⁽³⁾

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)

1. Name and Address of Reporting Person^*

TSSP Sub-Fund HoldCo LLC

(Last)

(First)

(Middle)

C/O SIXTH STREET PARTNERS, LLC

2100 MCKINNEY AVENUE, SUITE 1500

(Street)

DALLAS

75201

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Elk Evergreen Investments, LLC

(Last)

(First)

(Middle)

C/O SIXTH STREET PARTNERS, LLC

2100 MCKINNEY AVENUE, SUITE 1500

(Street)

DALLAS

75201

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Elk Cypress Investments, LLC

(Last)

(First)

(Middle)

C/O SIXTH STREET PARTNERS, LLC

2100 MCKINNEY AVENUE, SUITE 1500

(Street)

DALLAS

75201

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Waxman Alan

(Last)

(First)

(Middle)

1 LETTERMAN DRIVE

BUILDING B, SUITE B6-100

(Street)

SAN FRANCISCO

94129

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. These securities are owned directly by Elk Evergreen Investments, LLC. Elk Evergreen Investments, LLC's manager is TAO SPV GP, LLC ("TAO SPV GP"), whose sole member is TSSP Sub-Fund HoldCo, LLC, a Delaware limited liability company ("Sub-Fund HoldCo"). Sub-Fund HoldCo is managed by its sole member, whose managing member is Alan Waxman.

2. These securities are owned directly by Elk Cypress Investments, LLC. Elk Cypress Investments, LLC's manager is TAO SPV GP, whose sole member is Sub-Fund HoldCo. Sub-Fund HoldCo is managed by its sole member, whose managing member is Alan Waxman.

3. Each Reporting Person disclaims beneficial ownership over the reported securities herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein.

Remarks:

The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act because they may be deemed to be a "group" for purposes of Section 13(d) of the Exchange Act, with certain other shareholders of the Issuer. This filing shall not be deemed an admission that for purposes of Section 16 of the Exchange Act, or otherwise, that the Reporting Persons are subject to Section 16 of the Exchange Act. Exhibit 24 - Authorization and Designation Letter, dated July 15, 2023, by Alan Waxman (incorporated by reference to Exhibit 2 to the Schedule 13D filed with the SEC by the Reporting Persons on July 30, 2024).

	Elk Evergreen Investments, LLC, By: /s/ Joshua Peck, Vice President	08/05/2024
	Elk Cypress Investments, LLC, By: /s/ Joshua Peck, Vice President	08/05/2024
	TSSP Sub-Fund HoldCo, LLC, By: /s/ Joshua Peck, Vice President	08/05/2024
	Alan Waxman By: /s/ Joshua Peck, on behalf of Alan Waxman	08/05/2024
	** 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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New insider Tssp Sub-Fund Holdco Llc claimed ownership of 714,200 units of Ordinary Shares (SEC Form 3)