SEC Form 5 · accession 0001179110-19-001844
ANWORTH MORTGAGE ASSET CORP · ANH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph Lloyd McAdams
Director
Period of report
Dec 31, 2018
Accepted (ET)
Feb 13, 2019 · 5:18 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001047884
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 31, 2018 | J | 33,415 | — | A | 1,285,903 | D | |
| Common StockF3 | holding | — | — | — | 41,500 | I | By spouse | |
| Common StockF4 | holding | — | — | — | 33,700 | I | The McAdams Foundation |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF5,F6 | — | holding | — | — | — | — | — | Common Stock | 197,176 | 197,176 | D |
Explanation of responses
- F1These shares were acquired under the Anworth Mortgage Asset Corporation Dividend Reinvestment and Stock Purchase Plan in exempt transactions pursuant to Rule 16a-11 at the then-prevailing market prices during calendar year 2018.
- F2Mr. McAdams owns 62,500 shares individually. The balance of these shares are owned as community property with his spouse.
- F3Mr. McAdams' spouse owns 41,500 shares in which Mr. McAdams disclaims any beneficial interest.
- F4Shares held by The McAdams Foundation, of which Mr. McAdams is a director.
- F51-for-1.
- F6The Restricted Stock Units are not vested at the Grant Date. During the period commencing on the day immediately following the three (3) year anniversary of the Grant Date and ending on the 10 (ten) year anniversary of the Grant Date, the Restricted Stock Units shall vest on the last day of any month when the total return to stockholders (meaning the aggregate of Common Stock price appreciation and dividends declared, assuming full reinvestment of dividends) exceeds 10% per annum. Also, during the period commencing on the Grant Date and ending on the last day of the calendar month after the 3 (three) year anniversary of the Grant Date, the Restricted Stock Units shall vest immediately upon the Grantee's involuntary termination of service for any reason other than for Cause. In regards to these Restricted Stock Units, no common shares will be issued until the Units vest.