SEC Form 4 · accession 0001008274-17-000001
GOLDEN QUEEN MINING CO LTD · GQM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Landon T Clay
10% Owner
Period of report
Jan 24, 2017
Accepted (ET)
Jan 26, 2017 · 9:42 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001025362
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Jan 24, 2017 | J | 6,884,444 | $0.7915 | D | 10,163,295 | I | By grantor retained annuity trust |
| Common StockF2 | Jan 24, 2017 | J | 6,884,444 | $0.7915 | A | 6,889,107 | D | |
| Common StockF4 | holding | — | — | — | 1,344,269 | I | By trust | |
| Common StockF5 | holding | — | — | — | 807,250 | I | By trust | |
| Common StockF6 | holding | — | — | — | 26,114 | I | By corporation | |
| Common StockF7 | holding | — | — | — | 2,351 | I | By spouse |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On January 24, 2017, the sole trustee of the Landon T. Clay 2016-2 Annuity Trust u/a dated January 14, 2016 (the "2016-2 GRAT") authorized the transfer of 6,884,444 shares of common stock of Golden Queen Mining Co. Ltd. (the "Issuer") from the 2016-2 GRAT to the reporting person in satisfaction of the annuity payment required by the terms of the 2016-2 GRAT.
- F2The price in Column 4 has been determined in accordance with the terms of the 2016-2 GRAT and is based on the average trading price of the Issuer's shares of common stock converted to U.S. dollars at the prevailing conversion rate on the date that was one day prior to the date of the transaction.
- F3Represents shares owned by the 2016-2 GRAT. The reporting person is the donor of the assets in the 2016-2 GRAT.
- F4Represents shares owned by the Monadnock Charitable Lead Annuity Trust dated May 31, 1996 ("Monadnock"). The reporting person is the donor of the assets to Monadnock. Brian James is the trustee of Monadnock and each of the reporting person's sons has a beneficial interest in Monadnock. The reporting person provides investment advisory services to Monadnock. The reporting person disclaims beneficial ownership of the shares held by Monadnock.
- F5Represents shares owned by Arctic Coast Petroleums, Ltd. ("Arctic Coast"). The reporting person owned 50% of Arctic Coast and transferred his interest in Arctic Coast on October 22, 2009 to the Clay Family 2009 Irrevocable Trust dated April 14, 2009 (the "CF 2009 Trust") which owns 50% of Arctic Coast. The reporting person disclaims beneficial ownership of the shares held by Arctic Coast.
- F6Represents shares owned by LTC Corporation, which is wholly owned by the reporting person.
- F7Represents shares owned by the reporting person's spouse, Lavinia D. Clay. The reporting person disclaims beneficial ownership of the shares held by his spouse.