SEC Form 4 · accession 0001209191-15-058126
Green Brick Partners, Inc. · GRBK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
GREENLIGHT CAPITAL, L.P.
Director · 10% Owner
GREENLIGHT CAPITAL QUALIFIED, L.P.
Director · 10% Owner
GREENLIGHT CAPITAL INC
Director · 10% Owner
David Einhorn
Director · 10% Owner · Other
DME Advisors, LP
Director · 10% Owner
DME Advisors GP, L.L.C.
Director · 10% Owner
Greenlight Capital Offshore Master (Gold), Ltd.
Director · 10% Owner
Greenlight Capital (Gold), LP
Director · 10% Owner
DME Capital Management, LP
Director · 10% Owner
Greenlight Capital Offshore Partners
Director · 10% Owner
Period of report
Jul 1, 2015
Accepted (ET)
Jul 1, 2015 · 5:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001373670
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1,F2 | Jul 1, 2015 | P | 3,571,553 | $10.00 | A | 10,161,908 | I | See Footnotes |
| Common Stock, par value $0.01 per shareF3,F4 | Jul 1, 2015 | P | 604,048 | $10.00 | A | 1,718,659 | I | See Footnotes |
| Common Stock, par value $0.01 per shareF5 | Jul 1, 2015 | P | 1,218,456 | $10.00 | A | 3,466,793 | I | See Footnote |
| Common Stock, par value $0.01 per shareF6 | Jul 1, 2015 | P | 453,674 | $10.00 | A | 1,290,810 | I | See Footnote |
| Common Stock, par value $0.01 per shareF7 | Jul 1, 2015 | P | 2,017,093 | $10.00 | A | 5,739,103 | I | See Footnote |
| Common Stock, par value $0.01 per shareF8 | Jul 1, 2015 | P | 612,039 | $10.00 | A | 1,741,395 | I | See Footnote |
| Common Stock, par value $0.01 per share | holding | — | — | — | 8,922 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares of common stock of Green Brick Partners, Inc. (the "Issuer") acquired by Greenlight Capital Offshore Partners ("Greenlight Offshore") for $10 per share in an underwritten public offering that closed on July 1, 2015 (the "Underwritten Public Offering"). Greenlight Capital, Inc. ("Greenlight Inc.") controls the voting and disposition of all shares of common stock held by Greenlight Offshore as the investment advisor of Greenlight Offshore. David Einhorn, Chairman of the Board of Directors of the Issuer, is the president of Greenlight Inc. As an owner of Greenlight Inc., Mr. Einhorn may have a pecuniary interest in a portion of the securities held by Greenlight Offshore.
- F2(Continued from Footnote 1) Each of Mr. Einhorn, Greenlight Inc. and Greenlight Offshore disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest, and this report shall not be deemed an admission that any of Mr. Einhorn, Greenlight Inc. or Greenlight Offshore is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
- F3Represents shares of common stock of the Issuer acquired by Greenlight Capital Offshore Master (Gold), Ltd. ("Greenlight Gold Offshore") for $10 per share in the Underwritten Public Offering. DME Capital Management, LP ("DME CM") controls the voting and disposition of all shares of common stock held by Greenlight Gold Offshore, as the investment advisor of Greenlight Gold Offshore. DME Advisors GP, L.L.C. ("DME GP") is the general partner of DME CM. Mr. Einhorn is the senior member of DME GP. As an owner of DME GP, Mr. Einhorn may have a pecuniary interest in a portion of the securities held by Greenlight Gold Offshore.
- F4(Continued from Footnote 3) Each of Mr. Einhorn, DME GP, DME CM and Greenlight Gold Offshore disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest, and this report shall not be deemed an admission that any of Mr. Einhorn, DME GP, DME CM or Greenlight Gold Offshore is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
- F5Represents shares of common stock of the Issuer acquired by an account managed by DME Advisors, LP (the "Managed Account") for $10 per share in the Underwritten Public Offering. DME Advisors, LP ("DME") controls the voting and disposition of all shares of common stock held by the Managed Account as the investment advisor of the Managed Account. DME GP is the general partner of DME. As an owner of DME GP, Mr. Einhorn may have a pecuniary interest in a portion of the securities held by the Managed Account. Each of Mr. Einhorn, DME GP and DME disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest, and this report shall not be deemed an admission that any of Mr. Einhorn, DME GP or DME is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
- F6Represents shares of common stock of the Issuer acquired by Greenlight Capital, L.P. ("Greenlight Fund") for $10 per share in the Underwritten Public Offering. Greenlight Inc. controls the voting and disposition of all shares of common stock held by Greenlight Fund as the investment manager of Greenlight Fund. As an owner of Greenlight Inc., Mr. Einhorn may have a pecuniary interest in a portion of the securities held by Greenlight Fund. Each of Mr. Einhorn, Greenlight Inc. and Greenlight Fund disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest, and this report shall not be deemed an admission that any of Mr. Einhorn, Greenlight Inc. or Greenlight Fund is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
- F7Represents shares of common stock of the Issuer acquired by Greenlight Capital Qualified, L.P. ("Greenlight Qualified") for $10 per share in the Underwritten Public Offering. Greenlight Inc. controls the voting and disposition of all shares of common stock held by Greenlight Qualified as the investment manager of Greenlight Qualified. As an owner of Greenlight Inc., Mr. Einhorn may have a pecuniary interest in a portion of the securities held by Greenlight Qualified. Each of Mr. Einhorn, Greenlight Inc. and Greenlight Qualified disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest, and this report shall not be deemed an admission that any of Mr. Einhorn, Greenlight Inc. or Greenlight Qualified is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
- F8Represents shares of common stock of the Issuer acquired by Greenlight Capital (Gold), LP ("Greenlight Gold") for $10 per share in the Underwritten Public Offering. DME CM controls the voting and disposition of all shares of common stock held by Greenlight Gold as the investment manager of Greenlight Gold. DME GP is the general partner of DME CM. As an owner of DME GP, Mr. Einhorn may have a pecuniary interest in a portion of the securities held by the Greenlight Gold. Each of Mr. Einhorn, DME GP, DME CM and Greenlight Gold disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest, and this report shall not be deemed an admission that any of Mr. Einhorn, DME GP, DME CM or Greenlight Gold is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
Remarks
David Einhorn is Chairman of the Board of Directors of Green Brick Partners, Inc. (the "Issuer"). For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons other than Mr. Einhorn are deemed directors by deputization by virtue of their representation on the Board of Directors of the Issuer.