SEC Form 4 · accession 0000921895-18-002808
STEEL PARTNERS HOLDINGS L.P. · SPLP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Sep 26, 2018
Accepted (ET)
Oct 19, 2018 · 7:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001452857
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units, no par valueF1,F2 | Sep 26, 2018 | G | 61,358 | $0.00 | A | 61,358 | I | By Article V Trust |
| Common Units, no par valueF1,F3 | holding | — | — | — | 1,679,178 | D | ||
| 6% Series A Preferred UnitsF1 | holding | — | — | — | 297,942 | D | ||
| Common Units, no par valueF1,F4 | holding | — | — | — | 37,306 | I | By EMH Howard, LLC | |
| 6% Series A Preferred UnitsF1,F4 | holding | — | — | — | 108,190 | I | By EMH Howard, LLC | |
| Common Units, no par valueF1,F5 | holding | — | — | — | 1,519,552 | I | By II Trust | |
| Common Units, no par valueF1,F6 | holding | — | — | — | 747,938 | I | By III Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is filed jointly by Jack L. Howard and EMH Howard, LLC ("EMH") (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding Common Units (the "Common Units"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest therein. Mr. Howard's direct ownership includes Common Units and 6% Series A Preferred Units of the Issuer (the "Preferred Units") held by an entity that is 100% owned by him.
- F2Mr. Howard is a trustee of the Article V Trust. Mr. Howard does not have a pecuniary interest in the securities held by the Article V Trust.
- F3The Form 4 filed by the Reporting Persons on June 29, 2018 discloses ownership of 1,587,575 Common Units held directly by Mr. Howard and 91,603 Class C Common Units ("Class C Units") held indirectly by Mr. Howard through SPH SPV-I LLC that were allocated by SPH SPV-I LLC to Mr. Howard's sub-account within SPH SPV-I LLC. Since the filing of the Form 4, these Class C Units converted into Common Units following the alignment of capital accounts of the Common Units and the Class C Units and were distributed to Mr. Howard. The total number of Common Units held directly by Mr. Howard reflects this distribution.
- F4Mr. Howard, as the Managing Member of EMH, may be deemed to beneficially own the Common Units and Preferred Units held by EMH.
- F5Mr. Howard is a trustee of the II Trust. Mr. Howard does not have a pecuniary interest in the securities held by the II Trust.
- F6Mr. Howard is a trustee of the III Trust. Mr. Howard does not have a pecuniary interest in the securities held by the III Trust.