Sec Form 3 Filing - J.C. Flowers IV L.P. @ Jefferson Capital, Inc. / DE - 2025-06-26

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
J.C. Flowers IV L.P.
2. Issuer Name and Ticker or Trading Symbol
Jefferson Capital, Inc. / DE [ JCAP]
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 J.C. FLOWERS & CO. LLC, 1301 AVENUE OF THE AMERICAS, 16TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
06/26/2025
(Street)
NEW YORK, NY10019
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 16,180,487 I See Footnotes ( 1 ) ( 3 ) ( 4 )
Common Stock 36,250,232 I See Footnotes ( 2 ) ( 3 ) ( 4 )
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
J.C. Flowers IV L.P.
C/O J.C. FLOWERS & CO. LLC
1301 AVENUE OF THE AMERICAS, 16TH FLOOR
NEW YORK, NY10019
X
JCF IV Coinvest JCAP L.P.
C/O J.C. FLOWERS & CO. LLC
1301 AVENUE OF THE AMERICAS, 16TH FLOOR
NEW YORK, NY10019
X
JCF Associates IV L.P.
C/O J.C. FLOWERS & CO. LLC
1301 AVENUE OF THE AMERICAS, 16TH FLOOR
NEW YORK, NY10019
X
JCF Associates IV Ltd.
C/O J.C. FLOWERS & CO. LLC
1301 AVENUE OF THE AMERICAS, 16TH FLOOR
NEW YORK, NY10019
X
Flowers J. Christopher
C/O J.C. FLOWERS & CO. LLC
1301 AVENUE OF THE AMERICAS, 16TH FLOOR
NEW YORK, NY10019
X
Signatures
J.C. FLOWERS IV L.P., By: JCF Associates IV L.P., its general partner, By: JCF Associates IV Ltd, its general partner, By: /s/ J. Christopher Flowers, Director 06/26/2025
Signature of Reporting Person Date
JCF IV COINVEST JCAP L.P., By: JCF Associates IV L.P., its general partner, By: JCF Associates IV Ltd, its general partner, By: /s/ J. Christopher Flowers, Director 06/26/2025
Signature of Reporting Person Date
JCF ASSOCIATES IV L.P., By: JCF Associates IV Ltd, its general partner, By: /s/ J. Christopher Flowers, Director 06/26/2025
Signature of Reporting Person Date
JCF ASSOCIATES IV LTD, By: /s/ J. Christopher Flowers, Director 06/26/2025
Signature of Reporting Person Date
J. CHRISTOPHER FLOWERS, By: /s/ J. Christopher Flowers 06/26/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents securities held directly by J.C. Flowers IV L.P.
( 2 )Represents securities held directly by JCF IV Coinvest JCAP L.P.
( 3 )The general partner of each of J.C. Flowers IV L.P. and JCF IV Coinvest JCAP L.P. is JCF Associates IV L.P. The general partner of JCF Associates IV L.P. is JCF Associates IV Ltd. J. Christopher Flowers controls JCF Associates IV Ltd and thus may be deemed to control each entity directly or indirectly controlled by JCF Associates IV Ltd, including J.C. Flowers IV L.P. and JCF IV Coinvest JCAP L.P.
( 4 )The Reporting Persons disclaim beneficial ownership of the securities reported on this Form 3, except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of these securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

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