UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)*
Home Point Capital Inc.
(Name of Issuer)
Common Stock, par value $0.0000000072 per share
(Title of Class of Securities)
43734L106
(CUSIP Number)
August 1, 2023
(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)
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| ☐ |
Rule 13d-1(c)
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| ☒ |
Rule 13d-1(d)
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*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the
disclosure provided in a prior cover page.
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The information required in 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 (“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).
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CUSIP No. 43734L106
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Page 2
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1
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NAMES OF REPORTING PERSONS
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Trident VI, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☒
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. 43734L106
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Page 3
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1
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NAMES OF REPORTING PERSONS
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Trident VI Parallel Fund, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☒
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. 43734L106
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Page 4
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1
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NAMES OF REPORTING PERSONS
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Trident VI DE Parallel Fund, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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||||
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(a)☒
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. 43734L106
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Page 5
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1
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NAMES OF REPORTING PERSONS
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Trident VI Professionals Fund, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
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(a)☒
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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0
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||||
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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|||
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||||
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10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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||||
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
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|||
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||||
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. 43734L106
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Page 6
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1
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NAMES OF REPORTING PERSONS
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Trident Capital VI, L.P.
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
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(a)☒
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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|||
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||||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
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0
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|||
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||||
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6
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SHARED VOTING POWER
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0
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|||
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||||
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7
|
SOLE DISPOSITIVE POWER
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0
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|||
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||||
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8
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SHARED DISPOSITIVE POWER
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0
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|||
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||||
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9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
|
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|||
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|
||||
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10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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||
|
☐
|
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|
|||
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||||
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11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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||
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0%
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|||
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||||
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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CUSIP No. 43734L106
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Page 7
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1
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NAMES OF REPORTING PERSONS
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Stone Point GP Ltd.
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||||
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
|
(a)☒
|
|||||
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(b)☐
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|||
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3
|
SEC USE ONLY
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|||
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||||
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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|||
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||||
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
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|
0
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|||
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||||
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6
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SHARED VOTING POWER
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0
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|||
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||||
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7
|
SOLE DISPOSITIVE POWER
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0
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|||
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||||
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8
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SHARED DISPOSITIVE POWER
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0
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|||
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||||
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9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
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0
|
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|||
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||||
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10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
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|
||
|
☐
|
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|
|||
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||||
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11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0%
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|||
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||||
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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CUSIP No. 43734L106
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Page 8
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1
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NAMES OF REPORTING PERSONS
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Stone Point Capital LLC
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
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(a)☒
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|||||
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(b)☐
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3
|
SEC USE ONLY
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|||
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||||
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
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|
0
|
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|
|||
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||||
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6
|
SHARED VOTING POWER
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0
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|||
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||||
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7
|
SOLE DISPOSITIVE POWER
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0
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|||
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||||
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8
|
SHARED DISPOSITIVE POWER
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||
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0
|
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|||
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|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
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0
|
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|||
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||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
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|
||
|
☐
|
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|
|||
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|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
|
0%
|
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|||
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||||
|
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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CUSIP No. 43734L106
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Page 9
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| ITEM 1. | (a) |
Name of Issuer:
|
Home Point Capital Inc. (the “Company”)
(b) Address of Issuer’s Principal Executive Offices:
2211 Old Earhart Road, Suite 250
Ann Arbor, Michigan 48105
| ITEM 2. |
(a)
|
Name of Person Filing: |
Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:
Trident VI, L.P.
Trident VI Parallel Fund, L.P.
Trident VI DE Parallel Fund, L.P.
Trident VI Professionals Fund, L.P.
Trident Capital VI, L.P.
Stone Point GP Ltd.
Stone Point Capital LLC
|
(b)
|
Address of Principal Business Office:
|
The principal business address of the Reporting Persons is c/o Stone Point Capital LLC, 20 Horseneck Lane, Greenwich, CT 06830.
| (c) |
Citizenship of each Reporting Person is:
|
Each of Trident VI DE Parallel Fund, L.P. and Stone Point Capital LLC are organized under the laws of the State of Delaware. Each of the other Reporting Persons is organized
under the laws of the Cayman Islands.
| (d) |
Title of Class of Securities:
|
Common Stock, par value $0.0000000072 per share (“Common Stock”)
| (e) |
CUSIP Number:
|
43734L106
|
ITEM 3.
|
|
Not applicable.
| ITEM 4. |
Ownership.
|
The information in Item 1 and Items 5 through 11 on the cover pages of this Schedule 13G regarding ownership as of the date of this amendment is incorporated herein by reference.
| ITEM 5. |
Ownership of Five Percent or Less of a Class.
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].
| ITEM 6. |
Ownership of More than Five 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.
|
Not applicable.
| ITEM 8. |
Identification and Classification of Members of the Group.
|
See Item 4 above.
| ITEM 9. |
Notice of Dissolution of Group.
|
Not applicable.
| ITEM 10. |
Certification.
|
Not applicable.
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.
|
Date: August 1, 2023
|
||
|
TRIDENT VI, L.P.
|
||
|
By:
|
Trident Capital VI, L.P., its general partner
|
|
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By:
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DW Trident VI, LLC, its general partner
|
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
|
Vice President
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TRIDENT VI PARALLEL FUND, L.P.
|
||
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By:
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Trident Capital VI, L.P., its general partner
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By:
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DW Trident VI, LLC, its general partner
|
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
|
Vice President
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TRIDENT VI DE PARALLEL FUND, L.P.
|
||
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By:
|
Trident Capital VI, L.P., its general partner
|
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By:
|
DW Trident VI, LLC, its general partner
|
|
|
By:
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/s/ Jacqueline M. Giammarco
|
|
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Name:
|
Jacqueline M. Giammarco
|
|
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Title:
|
Vice President
|
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TRIDENT VI PROFESSIONALS FUND, L.P.
|
||
|
By:
|
Stone Point GP Ltd., its general partner
|
|
|
By:
|
/s/ Jacqueline M. Giammarco
|
|
|
Name:
|
Jacqueline M. Giammarco
|
|
|
Title:
|
Vice President
|
|
|
TRIDENT CAPITAL VI, L.P.
|
||
|
By:
|
DW Trident VI, LLC, its general partner
|
|
|
By:
|
/s/ Jacqueline M. Giammarco
|
|
|
Name:
|
Jacqueline M. Giammarco
|
|
|
Title:
|
Vice President
|
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|
STONE POINT GP LTD.
|
||
|
By:
|
/s/ Jacqueline M. Giammarco
|
|
|
Name:
|
Jacqueline M. Giammarco
|
|
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Title:
|
Vice President
|
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STONE POINT CAPITAL LLC
|
||
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By:
|
/s/ Jacqueline M. Giammarco
|
|
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Name:
|
Jacqueline M. Giammarco
|
|
|
Title:
|
Managing Director
|
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Exhibit No.
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Description
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1
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Joint Filing Agreement.
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JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G in respect of the common stock, par value $0.0000000072 per share, of Home Point Capital Inc. is filed on behalf of each of the
undersigned and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be
responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein or therein, but shall not be responsible for the completeness and accuracy of the information
concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
EXECUTED this 1st day of August, 2023.
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TRIDENT VI, L.P.
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By:
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Trident Capital VI, L.P., its general partner
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By:
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DW Trident VI, LLC, its general partner
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
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Vice President
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TRIDENT VI PARALLEL FUND, L.P.
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By:
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Trident Capital VI, L.P., its general partner
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By:
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DW Trident VI, LLC, its general partner
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
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Vice President
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TRIDENT VI DE PARALLEL FUND, L.P.
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By:
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Trident Capital VI, L.P., its general partner
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By:
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DW Trident VI, LLC, its general partner
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
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Vice President
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TRIDENT VI PROFESSIONALS FUND, L.P.
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By:
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Stone Point GP Ltd., its general partner
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
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Vice President
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TRIDENT CAPITAL VI, L.P.
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By:
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DW Trident VI, LLC, its general partner
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
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Vice President
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STONE POINT GP LTD.
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
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Vice President
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STONE POINT CAPITAL LLC
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By:
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/s/ Jacqueline M. Giammarco
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Name:
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Jacqueline M. Giammarco
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Title:
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Managing Director
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