SEC Form 4 · accession 0001209191-15-043270
SLR Investment Corp. · SLRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael S Gross
Officer — See Remarks · Director
Period of report
May 13, 2015
Accepted (ET)
May 15, 2015 · 4:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001418076
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3,F4 | May 13, 2015 | P | 20,000 | $18.75 | A | 2,171,238 | I | See Footnotes |
| Common StockF2,F3,F4 | May 14, 2015 | P | 9,500 | $18.75 | A | 2,180,738 | I | See Footnotes |
| Common Stock | holding | — | — | — | 103,195 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The shares of Solar Capital Ltd. (the "Issuer") reported in column 4 were purchased in multiple transactions at the same price of $18.75 per share for each transaction.
- F2The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions. The reported price for the share purchases made on May 14, 2015 is based on prices ranging from a low of $18.70 per share to a high of $18.75 per share. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price set forth above.
- F3Includes 29,500 shares of the Issuer directly held by his profit sharing plan (the "Profit Sharing Plan") reported as purchased on this Form 4. Michael Gross may be deemed to directly beneficially own these shares as the sole participant in the Profit Sharing Plan. In addition, the total includes 20,000 shares of the Issuer held by a grantor retained annuity trust setup by and for Mr. Gross (the "GRAT"), which Mr. Gross may be deemed to directly beneficially own as the sole trustee of the GRAT. Also includes 1,285,013 shares of the Issuer held by Solar Capital Investors, LLC ("Solar Capital I") and 715,000 shares of the Issuer held by Solar Capital Investors II, LLC ("Solar Capital II"), a portion of both of which may be deemed to be indirectly beneficially owned by Mr. Gross, Bruce J. Spohler and the GRAT by virtue of their collective ownership interest therein.
- F4(Continued from Footnote (3)) Furthermore, the total includes 131,225 shares held by Solar Capital Partners Employee Stock Plan, LLC (the "SCP Plan"), which is controlled by Solar Capital Partners, LLC ("Solar Capital Partners"). Mr. Gross and Mr. Spohler may be deemed to indirectly beneficially own a portion of the shares held by the SCP Plan by virtue of their collective ownership interest in Solar Capital Partners. Mr. Gross disclaims beneficial ownership of any of the Issuer's securities directly held by Solar Capital I, Solar Capital II or the SCP Plan, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Gross is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
Remarks
Chief Executive Officer, President, Chairman of the Board