Sec Form 4 Filing - Inayatullah Arif @ TIPTREE INC. - 2022-09-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Inayatullah Arif 2. Issuer Name and Ticker or Trading Symbol TIPTREE INC. [ TIPT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O TIPTREE INC., 299 PARK AVENUE, 13TH FL. 3. Date of Earliest Transaction (MM/DD/YY) 09/01/2022 (Street) NEW YORK, NY10171 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 3,537,412 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares January 2016 Stock Option( 1 ) $ 5.67 09/01/2022 A 26,166 ( 2 ) ( 3 ) Common Stock 26,166 $ 0 26,166 D March 2016 Stock Option( 4 ) $ 5.87 09/01/2022 A 2,616 ( 2 ) ( 5 ) Common Stock 2,616 $ 0 2,616 D February 2017 Stock Option( 6 ) $ 6.65 09/01/2022 A 62,859 ( 2 ) ( 7 ) Common Stock 62,859 $ 0 62,859 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Inayatullah Arif C/O TIPTREE INC. 299 PARK AVENUE, 13TH FL. NEW YORK, NY10171 X Signatures /s/ Neil C. Rifkind, as Attorney-in-fact for Arif Inayatullah 09/01/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person is a partner in Corvid Peak Holdings, L.P. ("Corvid Peak") and received these stock options from Corvid Peak in a pro rata distribution in accordance with the reporting person's partnership interests in such entity. Corvid Peak received these stock options on January 4, 2016 as incentive compensation approved by the Issuer's Compensation, Nominating and Governance Committee for Michael Barnes's services as Executive Chairman of the Issuer under a Transition Services Agreement between Corvid Peak and the Issuer. ( 2 )Exercise of these stock options is from the grant date. ( 3 )The Stock Option will expire on the earlier of (1) January 4, 2026 and (2) the date of the termination of Michael Barnes's service with the Registrant for Cause (as defined in the Stock Option Agreement) or Michael Barnes's voluntary termination of service with the Registrant. ( 4 )The reporting person is a partner in Corvid Peak Holdings, L.P. ("Corvid Peak") and received these stock options from Corvid Peak in a pro rata distribution in accordance with the reporting person's partnership interests in such entity. Corvid Peak received these stock options on March 10, 2016 as incentive compensation approved by the Issuer's Compensation, Nominating and Governance Committee for Michael Barnes's services as Executive Chairman of the Issuer under a Transition Services Agreement between Corvid Peak and the Issuer. ( 5 )The Stock Option will expire on the earlier of (1) March 10, 2026 and (2) the date of the termination of Michael Barnes's service with the Registrant for Cause (as defined in the Stock Option Agreement) or Michael Barnes's voluntary termination of service with the Registrant. ( 6 )The reporting person is a partner in Corvid Peak Holdings, L.P. ("Corvid Peak") and received these stock options from Corvid Peak in a pro rata distribution in accordance with the reporting person's partnership interests in such entity. Corvid Peak received these stock options on February 22, 2017 as incentive compensation approved by the Issuer's Compensation, Nominating and Governance Committee for Michael Barnes's services as Executive Chairman of the Issuer under a Transition Services Agreement between Corvid Peak and the Issuer. ( 7 )The Stock Option will expire on the earlier of (1) February 22, 2027 and (2) the date of the termination of Michael Barnes's service with the Registrant for Cause (as defined in the Stock Option Agreement) or Michael Barnes's voluntary termination of service with the Registrant.

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 4(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).

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