FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

OMB APPROVAL
OMB Number: 3235-0104
Expires: February 28, 2011
Estimated average burden
hours per response... 0.5
                      
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
                      

1. Name and Address of Reporting Person *

Summit Partners Private Equity Fund VII-A, L.P.

2. Date of Event Requiring Statement (MM/DD/YYYY)
12/16/2010 

3. Issuer Name and Ticker or Trading Symbol

Fortegra Financial Corp [FRF]

(Last)        (First)        (Middle)

C/O SUMMIT PARTNERS, L.P., 222 BERKELEY STREET, 18TH FLOOR

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

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

(Street)

BOSTON, MA 02116       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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

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


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 		2. Amount of Securities Beneficially Owned
(Instr. 4) 		3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 		4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 		4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class A Common Stock, par value $0.01 per share     (1)   (1) Common Stock   13987447   (2)   (1) D    

Explanation of Responses:
( 1)  The Class A Common Stock will convert into Common Stock of Fortegra Financial Corporation on a 1 for 5.25 basis immediately prior to the consummation of the initial public offering and has no expiration date.
( 2)  Shares are held as follows: 8,080,540 in the name of Summit Partners Private Equity Fund VII-A, L.P., 4,853,301 in the name of Summit Partners Private Equity Fund VII-B, L.P., 665,383 in the name of Summit Subordinated Debt Fund III-A, L.P., 346,614 in the name of Summit Subordinated Debt Fund III-B, L.P., and 41,609 in the name of Summit Investors VI, L.P.

Remarks:
The entities mentioned in Footnote 2 collectively are referred to as the "Summit Entities." Each of the Summit Entities disclaim
beneficial ownership of all shares except those specifically listed in Footnote 2 as held by such entity, except to the extent
of each such entity's pecuniary interest therein.

Exhibit List:
Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Summit Partners Private Equity Fund VII-A, L.P.
C/O SUMMIT PARTNERS, L.P.
222 BERKELEY STREET, 18TH FLOOR
BOSTON, MA 02116
X

SUMMIT INVESTORS VI LP
C/O SUMMIT PARTNERS, L.P.
222 BERKELEY STREET, 18TH FLOOR
BOSTON, MA 02116
X

Summit Partners Private Equity Fund VII B L P
C/O SUMMIT PARTNERS, L.P.
222 BERKELEY STREET, 18TH FLOOR
BOSTON, MA 02116
X

Summit Subordinated Debt Fund III-A, L.P.
C/O SUMMIT PARTNERS, L.P.
222 BERKELEY STREET, 18TH FLOOR
BOSTON, MA 02116
X

SUMMIT SUBORDINATED DEBT FUND III-B L P
C/O SUMMIT PARTNERS, L.P.
222 BERKELEY STREET, 18TH FLOOR
BOSTON, MA 02116
X


Signatures
/s/ Robin W. Devereux, power of attorney for Summit Partners Private Equity Fund VII-A, L.P. 12/16/2010
** Signature of Reporting Person Date

/s/ Robin W. Devereux, power of attorney for Summit Investors VI, L.P. 12/16/2010
** Signature of Reporting Person Date

/s/ Robin W. Devereux, power of attorney for Summit Partners Private Equity Fund VII-B, L.P. 12/16/2010
** Signature of Reporting Person Date

/s/ Robin W. Devereux, power of attorney for Summit Partners Subordinated Debt Fund III-A, L.P. 12/16/2010
** Signature of Reporting Person Date

/s/ Robin W. Devereux, power of attorney for Summit Partners Subordinated Debt Fund III-B, L.P. 12/16/2010
** 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 5(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 control number.
The Fortegra (NYSE:FRF)
Historical Stock Chart
Von Jun 2024 bis Jul 2024 Click Here for more The Fortegra Charts.
The Fortegra (NYSE:FRF)
Historical Stock Chart
Von Jul 2023 bis Jul 2024 Click Here for more The Fortegra Charts.