SEC Form 4 · accession 0000899243-17-005714
Brookfield Oaktree Holdings, LLC · OAK-PA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bruce A Karsh
Officer — See Remarks · Director
Period of report
Nov 27, 2012
Accepted (ET)
Mar 1, 2017 · 6:14 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001403528
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OCGH UnitsF1,F4,F2,F3 | — | Nov 27, 2012 | G | 350,828 | D | — | — | Class A Units | 350,828 | 21,437,398 | D |
| OCGH UnitsF5,F6,F2,F3 | — | Nov 27, 2012 | G | 350,828 | A | — | — | Class A Units | 350,828 | 350,828 | I |
| OCGH UnitsF7,F2,F3 | — | Jan 10, 2013 | G | 3,157,452 | D | — | — | Class A Units | 3,157,452 | 13,850,418 | D |
| OCGH UnitsF8,F6,F2,F3 | — | Jan 10, 2013 | G | 3,157,452 | A | — | — | Class A Units | 3,157,452 | 3,508,280 | I |
| OCGH UnitsF9,F6,F2,F3 | — | Jul 1, 2013 | G | 3,225,326 | D | — | — | Class A Units | 3,225,326 | 0 | I |
| OCGH UnitsF10,F11,F2,F3 | — | Jul 1, 2013 | G | 3,225,326 | A | — | — | Class A Units | 3,225,326 | 2,925,002 | I |
Explanation of responses
- F1This Form 4 has been filed to report (a) a transfer of 350,828 limited partnership units ("OCGH units") in Oaktree Capital Group Holdings, L.P. ("OCGH") by Mr. Karsh to an entity controlled by Mr. Karsh ("Karsh Entity A") on November 27, 2012, (b) a transfer of 3,157,452 OCGH units by Mr. Karsh to Karsh Entity A on January 10, 2013 and (c) a transfer of 3,225,326 OCGH units by Karsh Entity A to another entity controlled by Mr. Karsh ("Karsh Entity B") on July 1, 2013. For the avoidance of doubt, following such transactions, there was no change in the aggregate number of OCGH units beneficially owned by Mr. Karsh.
- F10This balance represents the number of OCGH units held by Karsh Entity B as of the date of this filing and reflects other transactions previously reported by Mr. Karsh on Form 4 and Form 5 since July 1, 2013.
- F11Held by Karsh Entity B.
- F2Each OCGH unit represents a limited partnership interest in OCGH. Pursuant to an exchange agreement and subject to certain restrictions, including the approval of the exchange by the Issuer's board of directors, each holder of OCGH units has the right to exchange his or her vested OCGH units for, at the option of the Issuer's board of directors, Class A units on a one-for-one basis, an equivalent amount of cash based on then-prevailing market prices, other consideration of equal value or any combination of the foregoing, with adjustments, as applicable, to account for the disproportionate sharing among certain OCGH unitholders of the historical incentive income of certain of the Issuer's closed-end funds that held their final closing before the Issuer's May 2007 restructuring. (Continued in footnote 3)
- F3The adjustments will be made pursuant to the OCGH limited partnership agreement to account for the fact that, as a result of the May 2007 restructuring, the interests of certain OCGH unitholders in historical incentive income are disproportionately larger or smaller than their pro rata interest in the Issuer's business, depending on when the unitholder's interest in the Issuer's business was acquired.
- F4This balance represents the number of OCGH units held by Mr. Karsh as of November 27, 2012 and includes OCGH units held by Mr. Karsh in one or more entities controlled by him.
- F5This balance represents the number of OCGH units held by Karsh Entity A as of November 27, 2012.
- F6Held by Karsh Entity A.
- F7This balance represents the number of OCGH units held by Mr. Karsh as of the date of this filing and reflects other transactions previously reported by Mr. Karsh on Form 4 since November 27, 2012. Includes OCGH units held by Mr. Karsh in one or more entities controlled by him.
- F8This balance represents the number of OCGH units held by Karsh Entity A as of January 10, 2013 and reflects other transactions between November 27, 2012 and January 10, 2013 previously reported by Mr. Karsh on Form 4 since November 27, 2012.
- F9This balance represents the number of OCGH units held by Karsh Entity A as of the date of this filing.
Remarks
Co-Chairman and Chief Investment Officer