Sec Form 3 Filing - Wermuth David @ Stone Point Capital Credit LLC - 2020-11-30

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Wermuth David
2. Issuer Name and Ticker or Trading Symbol
Stone Point Capital Credit LLC [ NONE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman
(Last) (First) (Middle)
C/O STONE POINT CAPITAL CREDIT LLC, 20 HORSENECK LANE
3. Date of Earliest Transaction (MM/DD/YY)
11/30/2020
(Street)
GREENWICH, CT06830
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, par value $0.001 50 ( 1 ) ( 2 ) I See Footnotes ( 1 ) ( 2 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wermuth David
C/O STONE POINT CAPITAL CREDIT LLC
20 HORSENECK LANE
GREENWICH, CT06830
X Chairman
Signatures
/s/ Jacqueline Giammarco, attorney-in-fact 11/30/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The common stock is held directly by Stone Point Credit Adviser LLC (the "Adviser"), which is a wholly-owned subsidiary of Stone Point Credit Management LLC, which is a subsidiary of Stone Point Credit LLC, which is a subsidiary of Stone Point Credit Holdings LLC, which is a wholly-owned subsidiary of Stone Point Capital LLC, which is a subsidiary of SPC Field Partners LLC ("SPC Field"). The reporting person hasan ownership interest in SPC Field and, on account of such interest, may be deemed to have a pecuniary interest in the securities of the Issuer held by the Adviser. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 2 )On November 17, 2020, Stone Point Credit Adviser LLC made a capital contribution of $1,000 in exchange for all of Stone Point Capital Credit LLC's outstanding membership interests in reliance upon the available exemptions from registration requirements of Section 4(a)(2) of the Securities Act. In connection with its election to be regulated as a BDC, Stone Point Capital Credit LLC will convert to Stone Point Credit Corporation, a Delaware corporation, and the member of Stone Point Capital Credit LLC will become the sole Shareholder of the Stone Point Credit Corporation (the "BDC Conversion"). In connection with the BDC Conversion, Stone Point Capital Credit LLC's membership interests will be converted into 50 shares of Common Stock and Stone Point Credit Adviser LLC will become the sole Shareholder of the Company.

Remarks:
Exhibit ListExhibit 24 - Power of Attorney

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