SEC Form 4 · accession 0001104659-15-049611
JLL Income Property Trust, Inc. · 1314152
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
JONES LANG LASALLE INC
10% Owner
Period of report
May 19, 2015
Accepted (ET)
Jul 2, 2015 · 4:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001314152
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class M Common StockF1,F2,F3,F4 | May 19, 2015 | S | 579,169 | $10.81 | D | 0 | I | Through LaSalle U.S. Holdings Inc. |
| Class M Common StockF1,F2,F3,F4 | May 19, 2015 | P | 579,169 | $10.81 | A | 600,780 | I | Through Jones Lang LaSalle Co-Investment, Inc. |
| Class M Common StockF1,F3,F4 | holding | — | — | — | 5,125,389 | I | Through LIC II Solstice Holdings, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Gives effect to a stock dividend with respect to all outstanding shares of the Issuer's Class E Common Stock (as the Issuer's Common Stock was renamed) in the amount of 4.786 shares for each outstanding share of Class E Common Stock (equivalent to a 5.786-for-1 stock split) declared by the Issuer on October 1, 2012, and the automatic conversion of all outstanding shares of Class E Common Stock to shares of Class M Common Stock on October 1, 2013.
- F2On May 19, 2015, Jones Lang LaSalle Co-Investment, Inc. ("JLL Co-Investment") acquired all of the shares of Common Stock owned by LaSalle U.S. Holdings, Inc. ("LUSHI") at the Issuer's May 18, 2015 net asset value (NAV) per share of $10.81. Following such transaction and because LaSalle Investment Management ("LIM") no longer acts as an investment adviser to LIC II Solstice Holdings, LLC ("LIC II Solstice") (see note (3) below), neither LUSHI nor LIM beneficially owns any equity securities of the Issuer, and accordingly, neither LUSHI nor LIM will continue to be subject to Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), with respect to the Issuer.
- F3This report is being filed by the undersigned, Jones Lang LaSalle Incorporated ("JLL"), as well as JLL Co-Investment, LIC II Solstice, LaSalle Investment Company IIB Limited Partnership ("LIC Partnership"), LIM, LIC II (General Partner) Limited ("LIC II Limited") and LUSHI, as listed on the Joint Filer Information Statement attached hereto (JLL and such other entities, collectively, the "Reporting Persons"). JLL Co-Investment is a wholly-owned subsidiary of JLL. LIC II Solstice is 99.99% owned by LIC Partnership, its managing member; the general partner of LIC Partnership is LIC II Limited; and LIM acts as an investment adviser to LUSHI and acted as an investment adviser to LIC II Solstice until July 22, 2014.
- F4In accordance with Instruction 5(b)(iv) to Form 4, the entire amount of the Issuer's securities held by LIC II Solstice, LUSHI and JLL Co-Investment is reported herein. For purposes of Section 16, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.