OXBRIDGE RE HOLDINGS LTD FILES (8-K) Disclosing Change in Directors or Principal Officers, Unregistered Sale of Equity Securities

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of New Independent Director

On November 12, 2021, the Board of Directors (the "Board") of Oxbridge Re
Holdings Limited (the "Company") appointed Ms. Lesley Thompson, effective
immediately, to serve as a director on the boards of the Company and Oxbridge
Reinsurance Limited ("OxRe"). Ms. Thompson appointment was made to fill the
vacancy resulting from Dr. Mayur Patel's resignation in June 2021 and she was
appointed for a term that ends at the 2022 annual meeting of stockholders.

Ms. Thompson currently serves as the Managing Director of Willis Towers Watson
Management (Cayman) Ltd. ("Willis Cayman") since March 2020. Willis Cayman is
part of the Willis Towers Watson group (NASDAQ: WLTW). Ms. Thompson is
responsible for the strategy and leadership of Willis Cayman providing insurance
management and brokerage services to its client. Ms. Thompson also provides
independent director services to insurance and structured finance companies
administered by other service providers. Ms. Thompson previously served as Vice
President of Maples Fiduciary Services (Cayman) Limited from February 2016 to
March 2020 where she headed the insurance management services and provided
independent director services to insurance and structured finance companies.
From January 2000 to January 2016, Ms. Thompson held senior roles of Assistant
Vice President, Assistant Manager & Group Vice President at Aon Insurance
Managers (Bermuda) Ltd., HSBC Financial Services (Cayman) Ltd., Atlas Insurance
Management (Cayman) Ltd. and Advantage International Management (Cayman) Ltd.
where she led and managed large portfolio of property & casualty and life &
annuity companies, including special purpose vehicles, segregated portfolio
companies and group captives.

Ms. Thompson is a chartered management accountant, a fellow of captive insurance
and holds accredited director designation through the Chartered Governance
Institute of Canada. Ms. Thompson brings invaluable experience is insurance,
accounting and corporate governance to our boards. Ms. Thompson will be
appointed to serve as a member of the Compensation, Nominating and Corporate
Governance, and Underwriting Committees of the Board.

Appointment of New Executive Director

On November 12, 2021, the Board also expanded the size of the Board to five
members and appointed Wrendon Timothy, effective immediately, to serve as a
director on the boards of Oxbridge Re Holdings Limited and Oxbridge Reinsurance
Limited. Mr. Timothy has served as the Chief Financial Officer of the Company
and OxRe since July 2013. Mr. Timothy also serves as a director of Oxbridge Re
NS, the Company's wholly owned reinsurance sidecar since December 2017. Mr.
Timothy has served as Chief Financial Officer, Director, Secretary and Treasurer
of OAC Sponsor Ltd. and Oxbridge Acquisition Corp. (NASDAQ: OXAC) since April
2021.

Compensation arrangement

On November 12, 2021, our Board approved the issuance of 16,000 restricted
ordinary shares to Ms. Thompson under a grant agreement made under our 2014
Omnibus Incentive Plan. The shares are subject to forfeiture upon termination
of service and restrictions on transfer. The shares will vest in increments of
6.25%, commencing on the grant date and continuing on January 1st, April 1st,
July 1st, and October 1st of each calendar year through to September 30, 2025.

Item 3.02. Unregistered Sales of Equity Securities.

The above-described issuance of restricted ordinary shares to Ms. Thompson was
exempt from registration under the Securities Act of 1933, as amended (the
"Securities Act"), because the offer and sale of such securities did and does
not involve a "public offering" as defined in Section 4(a)(2) of the Securities
Act, was made without any form of general solicitation to a sophisticated party,
and was made with full access to any information requested regarding the Company
and the ordinary shares.

2