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Rhea-AI Filing Summary

Triumph Group, Inc. (TGI) filed a Form 8-K reporting that on 30 June 2025 it executed amendments to its $75 million receivables securitization facility, originally established in August 2008.

The company and its special-purpose entity, Triumph Receivables, LLC, entered into three restated agreements: (1) the Receivables Purchase Agreement, (2) the Purchase and Sale Agreement, and (3) a Performance Guaranty.

Main changes:

• Facility administration transferred from PNC Bank, National Association to MUFG Bank, Ltd.
• Updated benchmark transition provisions to reflect market reference rate changes.
• Technical revisions linked to the pending acquisition of Triumph Group by affiliates of Warburg Pincus LLC and Berkshire Partners LLC.

The amendments do not disclose any change to the facility’s $75 million capacity, and no financial statements accompanied the filing.

Aligning the securitization documentation with the upcoming change of control should help preserve liquidity and operational continuity as the acquisition process advances.

Positive

• Administration moved to MUFG Bank, Ltd., providing continuity and potentially stronger banking support during ownership transition.
• Amendments expressly accommodate the pending Warburg Pincus/Berkshire Partners acquisition, reducing transaction execution risk.

Negative

• None.

Insights

Financial Analyst

TL;DR: Neutral liquidity housekeeping; keeps $75M facility alive under new bank and buyout structure.

The filing is procedural: it shifts the administrator to MUFG, refreshes rate language, and assures lenders that the Warburg-Berkshire takeover does not breach covenants. There is no expansion in size or tenor, so liquidity is unchanged. For investors, the move lowers execution risk during the change of control but does not materially improve capital structure. I view the impact as neutral.

M&A Specialist

TL;DR: Positive sign—financing aligned with acquisition, reducing close-risk.

Restating the securitization agreements before closing demonstrates proactive deal management. Transferring administration to MUFG and updating benchmarks removes technical hurdles that could delay funding or trigger consents after the buyout. While dollar size stays flat, certainty of receivables liquidity supports working-capital planning under new ownership, which is modestly positive for completion probability.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MARTIN ALLAN S.

(Last) (First) (Middle)

101 EAST KENNEDY BLVD. SUITE 4110

(Street)

TAMPA FL 33602

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OXBRIDGE RE HOLDINGS Ltd [ OXBR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/03/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Ordinary Shares	07/03/2025		S		4,000	D	$2.0792	265,631(1)	D
Ordinary Shares	07/07/2025		G		25,000	D	$0	240,631(1)	D
Ordinary Shares								68,770(2)	I	See Footnote(2)
Ordinary Shares	07/07/2025		G		25,000	A	$0	107,723(3)	I	See Footnote(3)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Ordinary shares held by Allan Martin and his wife, Marie Martin, jointly.

2. Ordinary Shares indirectly held in the name of Fleur de Lis Partners, LLLP. As the general partner of Fleur de Lis Partners, LLLP, Mr. Martin has voting and investment power over the ordinary shares held by that entity. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of the reporting person's pecuniary interest in such securities.

3. Ordinary Shares indirectly held in the name of the Martin Family Foundation, Inc. As one of the directors of the Foundation, Inc. Mr. Martin has shared voting and shared investment power over the ordinary shares held by that entity. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of the reporting person's pecuniary interest in such securities.

	/s/Gregory Yadley, as Attorney-in-Fact for Allan Martin	07/07/2025
	** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Triumph Group (TGI) announce in its 30 June 2025 Form 8-K?

It executed amendments to its $75 million receivables securitization facility, including new agreements and an administrator change.

How large is Triumph Group’s receivables securitization facility?

The facility remains at $75 million.

Which bank now administers the securitization facility?

MUFG Bank, Ltd. replaced PNC Bank, National Association as administrator and LC bank.

Why were the securitization agreements amended?

To update benchmark provisions and ensure compliance with the pending acquisition by Warburg Pincus and Berkshire Partners affiliates.

Did the amendments change the facility’s size or provide new funding?

No change to the $75 million capacity was disclosed.

Were financial statements or earnings data included in the 8-K?

No. Item 9.01 lists only the amended agreements as exhibits; no financial statements accompanied the filing.