SEC Form 4 · accession 0000899243-15-009063
Morgans Hotel Group Co. · MHGC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael E Olshan
Director · 10% Owner
Period of report
Nov 27, 2015
Accepted (ET)
Dec 1, 2015 · 4:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001342126
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 27, 2015 | A | 16,387 | $0.00 | A | 16,387 | D | |
| Common StockF2 | holding | — | — | — | 4,500,000 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents restricted stock units issued to the reporting person as an annual retainer fee pursuant to the Company's Director Compensation Policy, which has previously been approved by the Company's Board of Directors. The restricted stock units are subject to the terms and conditions of the Morgans Hotel Group Co. Amended and Restated 2007 Omnibus Incentive Plan, as amended, and vest on May 13, 2016, unless, in certain circumstances, the reporting person departs the Company prior to such date, in which case the restricted stock units will vest pro rata on the date of such departure.
- F2OTK Associates, LLC ("OTK") is the beneficial owner of 4,500,000 shares of common stock in Morgans Hotel Group Co. Mr. Olshan, who is a manager of OTK, has shared voting and dispositive power over such reported securities. Mr. Olshan disclaims beneficial ownership of the 4,500,000 shares of common stock beneficially owned by OTK, except to the extent of his pecuniary interest therein.
Remarks
Exhibit List Exhibit 24 - Power of Attorney