SEC Form 4 · accession 0001179110-19-003739
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
Mar 8, 2019
Accepted (ET)
Mar 12, 2019 · 4:20 pm EDT
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 | holding | — | — | — | 1,285,903 | D | ||
| Common StockF2 | holding | — | — | — | 41,500 | I | By spouse | |
| Common StockF3 | holding | — | — | — | 33,700 | I | McAdams Foundation |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Cumulative Convertible Preferred StockF7,F3,F4,F5,F6 | $10.50 | Mar 8, 2019 | P | 3,500 | A | — | — | Common Stock | 18,406 | 3,500 | I |
| Series B Cumulative Convertible Preferred StockF8,F3,F4,F5,F6 | $10.50 | Mar 11, 2019 | P | 3,200 | A | — | — | Common Stock | 16,828 | 6,700 | I |
Explanation of responses
- F1Mr. McAdams owns 62,500 shares individually. The balance of these shares are owned as community property with his spouse.
- F2Mr. McAdams' spouse owns 41,500 shares in which Mr. McAdams disclaims any beneficial interest.
- F3Shares held by the McAdams Foundation, of which Mr. McAdams is a director.
- F4The Series B Cumulative Convertible Preferred Stock is convertible into shares of Anworth Mortgage Asset Corporation common stock initially at a conversion price of $10.50, subject to adjustment upon the occurrence of certain events specified in the Articles Supplementary for Series B Cumulative Convertible Preferred Stock, a copy of which was filed as an exhibit to a Current Report on Form 8-K with the U.S. Securities and Exchange Commission on January 30, 2007.
- F5Immediately exercisable.
- F6The Series B Cumulative Convertible Preferred Stock has no expiration date.
- F7This price reported in Column 8 is the weighted average price of the 3,500 shares purchased by the McAdams Foundation on March 8, 2019 in multiple transactions in the open market at prices ranging from $23.41 to $23.45, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the price range set forth in this footnote (7) to this Form 4.
- F8This price reported in Column 8 is the weighted average price of the 3,200 shares purchased by the McAdams Foundation on March 11, 2019 in multiple transactions in the open market at prices ranging from $22.88 to $23.61, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the price range set forth in this footnote (8) to this Form 4.