SEC Form 4 · accession 0000950157-16-002439
Hyatt Hotels Corp · H
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory Boyd Penner
10% Owner
Period of report
Nov 4, 2016
Accepted (ET)
Nov 9, 2016 · 2:48 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001468174
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Nov 4, 2016 | P$0 | 10,187,641 | $0.00 | A | 10,218,419 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F2 | $0.00 | Nov 4, 2016 | S | 10,187,641 | D | — | — | Class A Common Stock | 10,187,641 | 0 | I |
Explanation of responses
- F1Represents shares of the Issuer's Class A Common Stock issued on November 4, 2016, upon conversion of (i) 5,393,337 shares of the Issuer's Class B Common Stock held of record by Madrone GHC, LLC, (ii) 3,835,647 shares of the Issuer's Class B Common Stock held of record by Lake GHC, LLC and (iii) 958,657 shares of the Issuer's Class B Common Stock held of record by Shimoda GHC, LLC and 30,778 shares held of record by Shimoda Holdings, LLC. The Reporting Person is a manager of Madrone GHC, LLC, Lake GHC, LLC, Shimoda GHC, LLC and Shimoda Holdings, LLC and has voting and investment power with respect to the shares of Class A Common Stock held by such entities. The Reporting Person disclaims beneficial ownership of the shares of Class A Common Stock held by Madrone GHC, LLC, Lake GHC, LLC, Shimoda GHC, LLC and Shimoda Holdings, LLC except to the extent of his proportionate pecuniar interest therein, if any.
- F2As provided in the Issuer's Amended and Restated Certificate of Incorporation, each share of Class B Common Stock is convertible at any time, at the option of the holder, into one share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers described in the Issuer's Amended and Restated Certificate of Incorporation.