| Item 1. | |
| (a) | Name of issuer:
Maiden Holdings, Ltd. |
| (b) | Address of issuer's principal executive offices:
SCHRODERS HOUSE, SCHRODERS HOUSE, HAMILTON, BERMUDA, HM 12. |
| Item 2. | |
| (a) | Name of person filing:
Talkot Capital, LLC
Thomas B. Akin
Talkot Fund, LP
Talkot Partners V, LP
James H. Akin Trust
Karen Hochster
Blair Spencer Akin
Willa Reyes
Akin Family Foundation |
| (b) | Address or principal business office or, if none, residence:
30 Liberty Ship Way Suite 3110
Sausalito, CA 94965 |
| (c) | Citizenship:
United States of America |
| (d) | Title of class of securities:
Common Stock |
| (e) | CUSIP No.:
G5753U112 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
|
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
Talkot Capital, LLC acts as an investment adviser to certain private pooled investment vehicles. Talkot Capital, by virtue of investment advisory agreements with these pooled investment vehicles, has investment and voting power over securities owned of record by these pooled investment vehicles. Despite their delegation of investment and voting power to Talkot Capital, under Rule 13d-3 of the Securities Exchange Act of 1934, these pooled investment vehicles may be deemed the beneficial owner of the securities they own of record because they have the right to acquire investment and voting power, and have dispositive power, through termination of the investment advisory agreements with Talkot Capital. Talkot Capital may be deemed the beneficial owner of the securities covered by this statement under Rule 13d-3 of the Act. Thomas B. Akin is the Managing Member of the General Partner, Talkot Capital, LLC
Thomas B. Akin, Talkot Fund, L.P., Talkot Partners V, LP, James H. Akin Trust, Karen Hochster, Blair Spencer Akin, Willa Reyes, and the Akin Family Foundation beneficially own 12,892,902 shares of Common Stock. Of such 12,892,902 shares of Common Stock, Thomas B. Akin beneficially owns 7,187,977 shares of Common Stock, Talkot Fund, LP beneficially owns 4,610,3332 shares of Common Stock, Talkot Partners V, LP beneficially owns 677,093 shares of Common Stock, James H. Akin Trust beneficially owns 85,000 shares of Common Stock, Blair Spencer Akin beneficially owns 177,500 shares of Common Stock, Willa Reyes beneficially owns 30,000 shares of Common Stock, and the Akin Family Foundation beneficially owns 100,000 shares of Common Stock.
|
| (b) | Percent of class:
12.98%
This percentage is based on 99,320,805 shares of Common Stock
issued and outstanding as of November 4, 2024, as reported in Form
10-Q filed with the Securities and Exchange Commission (the
"Commission") on November 11, 2024. |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
0
|
| | (ii) Shared power to vote or to direct the vote:
12,892,902
|
| | (iii) Sole power to dispose or to direct the disposition of:
0
|
| | (iv) Shared power to dispose or to direct the disposition of:
12,892,902
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | |
| Item 6. | Ownership of more than 5 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 or Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|
Rule 13d-1(c)