SEC Form 4 · accession 0000950142-15-002431
DHI GROUP, INC. · DHX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Quadrangle Select Partners II L P
Director · 10% Owner
Quadrangle Capital Partners II L P
Director · 10% Owner
QUADRANGLE CAPITAL PARTNERS II-A L P
Director · 10% Owner
Quadrangle GP Investors II LP
Director · 10% Owner
QCP GP Investors II LLC
10% Owner
Period of report
Nov 12, 2015
Accepted (ET)
Nov 16, 2015 · 4:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001393883
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01F1,F2,F3 | Nov 12, 2015 | J | 3,700,000 | $0.00 | D | 4,983,661 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Effective November 12, 2015, Quadrangle Capital Partners II LP ("QCP II") distributed-in-kind, without consideration, 3,201,108 shares of Common Stock pro rata to its general and limited partners, Quadrangle Select Partners II LP ("Quadrangle Select II") distributed-in-kind, without consideration, 86,468 shares of Common Stock pro rata to its general and limited partners and Quadrangle Capital Partners II-A LP ("QCP II-A") distributed-in-kind, without consideration, 412,424 shares of Common Stock pro rata to its general and limited partners. (cont'd in FN 2)
- F2(cont'd from FN 1) The shares received in these distributions by Quadrangle GP Investors II LP ("QCP GP II LP"), the general partner of each of QCP II, Quadrangle Select II and QCP II-A, were distributed-in-kind, without consideration, pro rata to its limited partners and to QCP GP Investors II LLC ("QCP GP II LLC"), its general partner, which in turn distributed the shares it received to its members. Following the distributions-in-kind, QCP II, Quadrangle Select II and QCP II-A directly owned 4,376,883, 116,256 and 490,522 shares of Common Stock, respectively, reported as beneficially owned in the above table. QCP GP II LLC is the general partner of QCP GP II LP, which is the general partner of QCP II, Quadrangle Select II and QCP II-A.
- F3Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Act, each of the Reporting Persons may be deemed to be the beneficial owner of the securities reported herein only to the extent of its pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities reported herein in excess of such amount.