SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.     )*

Doma Holdings, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value

(Class of Securities)

14064F100

(CUSIP Number)

Mark Sustana

Lennar Corporation

700 NW 107^th Avenue

Miami, FL 33172

(305) 229-6400

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

July 29, 2021

(Date of Event Which Requires Filing of Statement on Schedule 13D)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ☐

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP: 14064F100

CUSIP: 14064F100

CUSIP: 14064F100

CUSIP: 14064F100

This Schedule 13D relates to the shares of common stock, $0.0001 par value (“Common Stock”), of the Issuer. The address of the principal executive offices of the Issuer is 101 Mission Street, San Francisco, CA 94105.

(a) This Schedule 13D is being filed by Lennar Corporation (“Lennar”), a Delaware corporation, Len X, LLC (“LenX”), a Florida limited liability company, and LENX ST Investor LLC (“ST Investor” and, together with Lennar and LenX, the “Reporting Persons”), a Delaware limited liability company. LenX is wholly owned by Lennar and is the sole member of ST Investor.

(b) The principal business of Lennar is homebuilding. The principal business of LenX is seeking opportunities for subsidiaries of Lennar to invest in companies that provide technology solutions across the homebuilding industry. ST Investor was formed to hold interests in companies acquired by Lennar and LenX, including the Issuer. The principal business address of each of the Reporting Persons is 700 NW 107 Avenue, Miami, Florida 33172.

(c) Lennar is a corporation organized under the laws of the State of Delaware. LenX is a limited liability company organized under the laws of the State of Florida. ST Investor is a limited liability company organized under the laws of the State of Delaware.

(d)-(e) During the last five years, neither any Reporting Person nor any person named in Schedule I has been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f) The name, business address, present principal occupation or employment and citizenship of the executive officers and, where applicable, members of the Board of Directors of the Reporting Persons is set forth on Schedule I and is incorporated by reference into this Item 2(f).

Immediately prior to July 29, 2021, ST Investor owned 13,635,296 shares of preferred stock of the former Doma Holdings, Inc (“Old Doma”). Of those shares, 8,819,498 shares had been acquired by a Lennar subsidiary in several transactions in 2019 for a total of $69,237,411, and 4,815,798 shares had been acquired in April 2021 by exercise of a warrant which the Lennar subsidiary had acquired in one of the 2019 transactions. The cash for the payments in 2019 and for the exercise of the warrant was provided by Lennar from its working capital. The Lennar subsidiary transferred the Doma preferred stock to ST Investor in July 2021 for no consideration. In addition, ST Investor had assumed the subscriber’s rights and obligations under a Subscription Agreement relating to the purchase of 500,000 shares of Common Stock from the Issuer in a private placement for $5 million. On July 29, 2021, Old Doma was merged with a wholly owned subsidiary of the Issuer (the “Merger”), and ST Investor received 81,742,689 shares of Issuer’s Common Stock as Merger consideration with regard to its Doma preferred stock. Simultaneously with the Merger, ST Investor purchased the 500,000 shares that were the subject of the Subscription Agreement. Lennar provided the $5 million purchase price from its working capital.

Following the Merger and the purchase of shares in the private placement, the Reporting Persons beneficially own 82,242,689 shares of the Issuer’s Common Stock.

The information contained in Item 3 above is incorporated in its entirety into this Item 4.

Lennar intends from time to time to review its investment in the Issuer on the basis of various factors, including the Issuer’s business, financial condition, results of operations and prospects, general economic and industry conditions,

CUSIP: 14064F100

the securities markets in general and those for the Issuer’s Common Stock in particular, as well as other developments and other investment opportunities. Based upon such review, the Reporting Persons will take such actions in the future as Lennar may deem appropriate in light of the circumstances existing from time to time. If Lennar believes that further investment in the Issuer is attractive, whether because of the market price of the Common Stock or otherwise, it may acquire, directly or through ST Investor or another subsidiary, shares of Common Stock or other securities of the Issuer either in the open market or in privately negotiated transactions. Similarly, depending on market and other factors, Lennar may determine to cause ST Investor to dispose of some or all of the shares it currently owns either in the open market or in privately negotiated transactions.

Except as described above, none of the Reporting Persons currently has any plan or proposal relating to any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D.

The information set forth in Item 6 below is incorporated in its entirety into this Item 4.

(a) As of the date hereof, the Reporting Persons have beneficial ownership of 82,242,689 shares of Doma’s Common Stock, constituting approximately 25.5% of Doma’s outstanding Common Stock.*

(b) The Reporting Persons together share power to vote or to direct the vote of, and to dispose or direct the disposition of, the shares of Common Stock beneficially owned by the Reporting Persons.

(c) The information contained in Item 3 to this Schedule 13D is incorporated in its entirety into this Item 5(c). Except as disclosed in Item 3, no Reporting Person has effected any transaction in the Issuer’s Common Stock during the past 60 days.

(d) Not applicable.

(e) Not applicable

LenX is the sole member of ST Investor. Under ST Investor’s Limited Liability Company Agreement, LenX has the power to act on behalf of ST Investor. Because LenX is wholly owned by Lennar, Lennar has the power to cause LenX to do what is necessary so that ST Investor will vote, and dispose of, shares of the Issuer as Lennar directs.

ST Investor has agreed with the Issuer that, with certain exceptions, for 180 days after the Merger, ST Investor will not dispose of any shares of the Issuer without the Issuer’s consent.

CUSIP: 14064F100

SIGNATURE

After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this Statement is true, complete and correct.

Dated: August 5, 2021

CUSIP: 14064F100

Schedule I

DIRECTORS AND EXECUTIVE OFFICERS OF

REPORTING PERSONS

The name, function, citizenship and present principal occupation or employment of each of the directors and executive officers of the Reporting Person are set forth below. Unless otherwise indicated below, (i) each occupation set forth opposite an individual’s name refers to employment with the Reporting Person and (ii) the business address of each director and executive officer listed below is 700 NW 107 Avenue, Miami, Florida 33172.

Lennar Corporation:

CUSIP: 14064F100

Len X, LLC:

LENX ST INVESTOR, LLC:

Exhibit 1

CUSIP: 14064F100

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the undersigned agrees to the joint filing on behalf of each of them of a Statement on Schedule 13D with respect to common stock, par value $0.0001 per share, of Doma Holdings, Inc., and any amendments to that Statement, and acknowledges that it is aware that this Joint Filing Agreement will be filed as an Exhibit to the Schedule 13D. Each of the undersigned agrees that it is responsible for the timely filing of the Schedule 13D and any amendments and for the completeness and accuracy about it (but not about any other person).

Dated: August 5, 2021

Exhibit 2

CUSIP: 14064F100

LOCK-UP AGREEMENT

March 1, 2021

Capitol Investment Corp. V

1300 17th Street North, Suite 820

Arlington, VA 22209

Doma Holdings, Inc.

101 Mission Street

Suite 740

San Francisco, California 94105

Ladies and Gentlemen:

The undersigned understands that Capitol Investment Corp. V, a Delaware corporation (“Acquiror”), Capitol V Merger Sub, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Acquiror (“Merger Sub”), and Doma Holdings, Inc., a Delaware corporation f/k/a States Title Holding, Inc. (the “Company”), have entered into that certain Agreement and Plan of Merger, dated as of March 2, 2021 (the “Merger Agreement”) pursuant to which the Company will merge with and into Merger Sub and become a wholly-owned subsidiary of Acquiror (the “Merger”). Acquiror is referred to herein as “PubCo” from and after the Closing Date (as defined below).

In connection with the Merger Agreement, and pursuant to that certain Voting and Support Agreement, dated as of March 2, 2021, entered into by the undersigned with Acquiror and the Company, the undersigned hereby agrees that the undersigned shall not Transfer (as defined below) any of the following during the Lockup Period (as defined below) without the prior written consent of PubCo’s Board of Directors (the “Board of Directors”) (subject to the determination of the Board of Directors in its sole discretion at any time): (i) shares of common stock of PubCo, par value $0.0001 per share (the “Common Stock”), issued to the undersigned as consideration pursuant to the Merger (including, for the avoidance of doubt, any Earnout Shares (as defined in the Merger Agreement) issued during the Lockup Period; (ii) PubCo Equity Awards (as defined below); (iii) PubCo Replacement Warrants (as defined below) or (iv) shares of Common Stock underlying the PubCo Equity Awards and PubCo Replacement Warrants (all such securities described in clauses (i) through (iv), the “Lockup Securities”).

Notwithstanding the foregoing, the undersigned may Transfer Lockup Securities:

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provided that: (x) any shares received upon any exercise or settlement of PubCo Equity Awards will remain subject to this agreement; (y) in the case of any Transfer of Lockup Securities pursuant to clauses (i) through (vii), (1) such Transfer shall not involve a disposition for value; (2) the Lockup Securities shall remain subject to this agreement; (3) any required public report or filing (including filings under Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), shall disclose the nature of such Transfer and that the Lockup Securities remain subject to this agreement; and (4) there shall be no voluntary public disclosure or other announcement of such Transfer.

In addition, the undersigned may enter into a trading plan established in accordance with Rule 10b5-1 under the Exchange Act during the Lockup Period so long as no Transfers are effected under such trading plan prior to the expiration of the Lockup Period.

For purposes of this agreement:

“Change of Control” means the transfer to or acquisition by (whether by tender offer, merger, consolidation, division or other similar transaction), in one transaction or a series of related transactions, a person or entity or group of affiliated persons or entities (other than an underwriter pursuant to an offering), of PubCo’s voting securities if, after such transfer or acquisition, such person, entity or group of affiliated persons or entities would beneficially own (as defined in Rule 13d-3 promulgated under the Exchange Act) more than 50% of the outstanding voting securities of PubCo.

“Closing Date” shall have the meaning assigned thereto in the Merger Agreement.

“immediate family” means any relationship by blood, current or former marriage or adoption, not more remote than first cousin;

“Lockup Period” means the period beginning on the Closing Date and ending at 11:59 pm Eastern Time on the date that is 180 days after the Closing Date.

“PubCo Equity Awards” means stock options or other equity awards in respect of shares of PubCo outstanding as of immediately following the closing of the Merger, including, without limitation, any Converted Options (as defined in the Merger Agreement) and Exchange Restricted Shares (as defined in the Merger Agreement).

“PubCo Replacement Warrants” means warrants to purchase shares of PubCo outstanding as of immediately following the closing of the Merger.

“Transfer” means any direct or indirect (i) offer, pledge, sale, contract to sell, sale of any option or contract to purchase, purchase of any option or contract to sell, grant of any option, right or warrant to purchase, lending, or other transfer or disposition of any Lockup Securities, (ii) entry into any hedging, swap or other agreement or transaction that transfers, in whole or in part, any of the economic consequences of ownership of the Lockup Securities, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (iii) any voluntary public disclosure of any action contemplated in the foregoing clauses (i) and (ii).

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In addition, the undersigned agrees that, without the prior written consent of the Board of Directors of PubCo, it will not, during the Lockup Period, make any demand for or exercise any right with respect to, the registration of any shares of Common Stock or any security convertible into or exercisable or exchangeable for Common Stock. The undersigned also agrees and consents to the entry of stop transfer instructions with PubCo’s transfer agent and registrar against the transfer of the undersigned’s shares of Common Stock except in compliance with the foregoing restrictions.

The undersigned further understands that this agreement is irrevocable and shall be binding upon the undersigned’s heirs, legal representatives, successors and assigns.

This agreement shall become effective as of the date hereof and shall automatically terminate (without the requirement of any action by any party hereto) and be of no further force or effect upon the earliest to occur of (a) the expiration of the Lockup Period, (b) the date on which the Merger Agreement is terminated in accordance with its terms prior to the effective time of the Merger and (c) the mutual written agreement of Capitol, the Company and the undersigned. Nothing in this paragraph shall relieve the undersigned from liability for any intentional breach of this agreement by the undersigned prior to the termination of this agreement.

This agreement may be signed and delivered via facsimile, electronic mail (including any electronic signature covered by the U.S. federal ESIGN Act of 2000, Uniform Electronic Transactions Act, the Electronic Signatures and Records Act or other applicable law, e.g., www.docusign.com) or other transmission method and any signature so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

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This agreement shall be governed by and construed in accordance with the laws of the State of Delaware.

Very truly yours,

[Signature Page to Lock-up Agreement]

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