SEC Form 3 · accession 0000899243-16-010882
Hudson Pacific Properties, Inc. · HPP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
HPP BRE HOLDINGS V HOLDCO B LLC
10% Owner
HPP BREP V.TE.2 HOLDCO B LLC
10% Owner
HPP BREP V.TE.1 HOLDCO B LLC
10% Owner
HPP BREP V.F HOLDCO B LLC
10% Owner
HPP BREP V HOLDCO B LLC
10% Owner
HPP BRE HOLDINGS V HOLDCO A LLC
10% Owner
HPP BREP V.TE.2 HOLDCO A LLC
10% Owner
HPP BREP V.TE.1 HOLDCO A LLC
10% Owner
HPP BREP V.F HOLDCO A LLC
10% Owner
HPP BREP V HOLDCO A LLC
10% Owner
Period of report
Dec 31, 2015
Accepted (ET)
Jan 5, 2016 · 5:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001482512
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F27,F29,F31,F32,F33 | holding | — | — | — | 1,913,567 | I | See Footnotes | |
| Common StockF1,F3,F27,F29,F31,F32,F33 | holding | — | — | — | 669,716 | I | See Footnotes | |
| Common StockF1,F4,F27,F29,F31,F32,F33 | holding | — | — | — | 1,720,620 | I | See Footnotes | |
| Common StockF1,F5,F27,F29,F31,F32,F33 | holding | — | — | — | 470,476 | I | See Footnotes | |
| Common StockF1,F6,F27,F29,F31,F32,F33 | holding | — | — | — | 192,760 | I | See Footnotes | |
| Common StockF1,F7,F28,F29,F31,F32,F33 | holding | — | — | — | 1,335,362 | I | See Footnotes | |
| Common StockF1,F8,F28,F29,F31,F32,F33 | holding | — | — | — | 388,898 | I | See Footnotes | |
| Common StockF1,F9,F28,F29,F31,F32,F33 | holding | — | — | — | 815,338 | I | See Footnotes | |
| Common StockF1,F10,F28,F29,F31,F32,F33 | holding | — | — | — | 661,829 | I | See Footnotes | |
| Common StockF1,F11,F28,F29,F31,F32,F33 | holding | — | — | — | 4,120 | I | See Footnotes | |
| Common StockF1,F12,F28,F29,F31,F32,F33 | holding | — | — | — | 23,584 | I | See Footnotes | |
| Common StockF1,F13,F30,F31,F32,F33 | holding | — | — | — | 80,675 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 5,426,289 | — | I |
| Common UnitsF1,F3,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 1,899,111 | — | I |
| Common UnitsF1,F4,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 4,879,148 | — | I |
| Common UnitsF1,F5,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 1,334,127 | — | I |
| Common UnitsF1,F6,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 546,960 | — | I |
| Common UnitsF1,F7,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 3,782,328 | — | I |
| Common UnitsF1,F8,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 1,101,527 | — | I |
| Common UnitsF1,F9,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 2,309,392 | — | I |
| Common UnitsF1,F10,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 1,874,587 | — | I |
| Common UnitsF1,F11,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 11,671 | — | I |
| Common UnitsF1,F12,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 66,799 | — | I |
| Common UnitsF1,F13,F30,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 228,507 | — | I |
| Common UnitsF1,F15,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 6,740,703 | — | I |
| Common UnitsF1,F16,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 2,359,132 | — | I |
| Common UnitsF1,F17,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 6,061,030 | — | I |
| Common UnitsF1,F18,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 1,657,293 | — | I |
| Common UnitsF1,F19,F27,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 678,659 | — | I |
| Common UnitsF1,F20,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 4,708,277 | — | I |
| Common UnitsF1,F21,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 1,371,192 | — | I |
| Common UnitsF1,F22,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 2,874,753 | — | I |
| Common UnitsF1,F23,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 2,333,504 | — | I |
| Common UnitsF1,F24,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 14,528 | — | I |
| Common UnitsF1,F25,F28,F29,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 83,152 | — | I |
| Common UnitsF1,F26,F30,F31,F32,F33,F14 | — | holding | — | — | — | — | — | Common Units | 284,449 | — | I |
Explanation of responses
- F1Pursuant to a reorganization, each of Blackstone Real Estate Partners V L.P., Blackstone Real Estate Partners V.TE.1 L.P., Blackstone Real Estate Partners V.TE.2 L.P., Blackstone Real Estate Partners V.F L.P., Blackstone Real Estate Holdings V L.P., Blackstone Real Estate Partners VI L.P., Blackstone Real Estate Partners VI.TE.1 L.P., Blackstone Real Estate Partners VI.TE.2 L.P., Blackstone Real Estate Partners VI (AV) L.P., Blackstone Real Estate Partners (AIV) VI L.P., Blackstone Real Estate Holdings VI L.P., and Blackstone Family Real Estate Partnership VI - SMD L.P. contributed all the shares of Issuer common stock (the "Common Stock") and common units of Hudson Pacific Properties, L.P. ("OP Units") previously held directly by it to its wholly-owned subsidiaries described herein.
- F10Reflects securities of the issuer held directly by HPP BREP VI AV Holdco A LLC. HPP BREP VI AV Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI (AV) L.P. These securities were previously held directly by Blackstone Real Estate Partners VI (AV) L.P.
- F11Reflects securities of the issuer held directly by HPP BREP (AIV) VI Holdco A LLC. HPP BREP (AIV) VI Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners (AIV) VI L.P. These securities were previously held directly by Blackstone Real Estate Partners (AIV) VI L.P.
- F12Reflects securities of the issuer held directly by HPP BRE Holdings VI Holdco A LLC. HPP BRE Holdings VI Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings VI L.P. These securities were previously held directly by Blackstone Real Estate Holdings VI L.P.
- F13Reflects securities of the issuer held directly by HPP BFREP VI SMD Holdco A LLC. HPP BFREP VI SMD Holdco A LLC is a wholly-owned subsidiary of Blackstone Family Real Estate Partnership VI - SMD L.P. These securities were previously held directly by Blackstone Family Real Estate Partnership VI - SMD L.P.
- F14Pursuant to the terms of the Third Amended and Restated Limited Partnership Agreement of Hudson Pacific Properties, L.P., and subject to certain requirements and restrictions, the common units of Hudson Pacific Properties, L.P. are redeemable for shares of common stock of the issuer, on a one-for-one basis or, at the option of the issuer, for cash.
- F15Reflects securities of the issuer held directly by HPP BREP V Holdco B LLC. HPP BREP V Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V L.P. These securities were previously held directly by Blackstone Real Estate Partners V L.P.
- F16Reflects securities of the issuer held directly by HPP BREP V.TE.1 Holdco B LLC. HPP BREP V.TE.1 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.TE.1 L.P. These securities were previously held directly by Blackstone Real Estate Partners V.TE.1 L.P.
- F17Reflects securities of the issuer held directly by HPP BREP V.TE.2 Holdco B LLC. HPP BREP V.TE.2 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.TE.2 L.P. These securities were previously held directly by Blackstone Real Estate Partners V.TE.2 L.P.
- F18Reflects securities of the issuer held directly by HPP BREP V.F Holdco B LLC. HPP BREP V.F Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.F L.P. These securities were previously held directly by Blackstone Real Estate Partners V.F L.P.
- F19Reflects securities of the issuer held directly by HPP BRE Holdings V Holdco B LLC. HPP BRE Holdings V Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings V L.P. These securities were previously held directly by Blackstone Real Estate Holdings V L.P.
- F2Reflects securities of the issuer held directly by HPP BREP V Holdco A LLC. HPP BREP V Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V L.P. These securities were previously held directly by Blackstone Real Estate Partners V L.P.
- F20Reflects securities of the issuer held directly by HPP BREP VI Holdco B LLC. HPP BREP VI Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI L.P. These securities were previously held directly by Blackstone Real Estate Partners VI L.P.
- F21Reflects securities of the issuer held directly by HPP BREP VI.TE.1 Holdco B LLC. HPP BREP VI.TE.1 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.1 L.P. These securities were previously held directly by Blackstone Real Estate Partners VI.TE.1 L.P.
- F22Reflects securities of the issuer held directly by HPP BREP VI.TE.2 Holdco B LLC. HPP BREP VI.TE.2 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.2 L.P. These securities were previously held directly by Blackstone Real Estate Partners VI.TE.2 L.P.
- F23Reflects securities of the issuer held directly by HPP BREP VI AV Holdco B LLC. HPP BREP VI AV Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI (AV) L.P. These securities were previously held directly by Blackstone Real Estate Partners VI (AV) L.P.
- F24Reflects securities of the issuer held directly by HPP BREP (AIV) VI Holdco B LLC. HPP BREP (AIV) VI Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners (AIV) VI L.P. These securities were previously held directly by Blackstone Real Estate Partners (AIV) VI L.P.
- F25Reflects securities of the issuer held directly by HPP BRE Holdings VI Holdco B LLC. HPP BRE Holdings VI Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings VI L.P. These securities were previously held directly by Blackstone Real Estate Holdings VI L.P.
- F26Reflects securities of the issuer held directly by HPP BFREP VI SMD Holdco B LLC. HPP BFREP VI SMD Holdco B LLC is a wholly-owned subsidiary of Blackstone Family Real Estate Partnership VI - SMD L.P. These securities were previously held directly by Blackstone Family Real Estate Partnership VI - SMD L.P.
- F27The general partner of each of Blackstone Real Estate Partners V L.P., Blackstone Real Estate Partners V.TE.1 L.P., Blackstone Real Estate Partners V.TE.2 L.P. and Blackstone Real Estate Partners V.F L.P. is Blackstone Real Estate Associates V L.P. The general partner of Blackstone Real Estate Associates V L.P. is BREA V L.L.C. The general partner of Blackstone Real Estate Holdings V L.P. is BREP V Side-by-Side GP L.L.C. The sole member of BREP V Side-by-Side GP L.L.C., and the managing member of BREA V L.L.C., is Blackstone Holdings II L.P. The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP Inc. The sole shareholder of Blackstone Holdings I/II GP Inc. is The Blackstone Group L.P.
- F28The general partner of each of Blackstone Real Estate Partners VI L.P., Blackstone Real Estate Partners VI.TE.1 L.P., Blackstone Real Estate Partners VI.TE.2 L.P., Blackstone Real Estate Partners VI (AV) L.P. and Blackstone Real Estate Partners (AIV) VI L.P. is Blackstone Real Estate Associates VI L.P. The general partner of Blackstone Real Estate Associates VI L.P. is BREA VI L.L.C. The general partner of Blackstone Real Estate Holdings VI L.P. is BREP VI Side-by-Side GP L.L.C. The sole member of BREP VI Side-by-Side GP L.L.C., and the managing member of BREA VI L.L.C., is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P.
- F29The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- F3Reflects securities of the issuer held directly by HPP BREP V.TE.1 Holdco A LLC. HPP BREP V.TE.1 Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.TE.1 L.P. These securities were previously held directly by Blackstone Real Estate Partners V.TE.1 L.P.
- F30The general partner of Blackstone Family Real Estate Partnership VI - SMD L.P. is Blackstone Family GP L.L.C., which is in turn, wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
- F31Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.
- F32Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
- F33Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. The filing of this Form 3 shall not be deemed an admission that the Reporting Persons are subject to Section 16 of the Act.
- F4Reflects securities of the issuer held directly by HPP BREP V.TE.2 Holdco A LLC. HPP BREP V.TE.2 Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.TE.2 L.P. These securities were previously held directly by Blackstone Real Estate Partners V.TE.2 L.P.
- F5Reflects securities of the issuer held directly by HPP BREP V.F Holdco A LLC. HPP BREP V.F Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners V.F L.P. These securities were previously held directly by Blackstone Real Estate Partners V.F L.P.
- F6Reflects securities of the issuer held directly by HPP BRE Holdings V Holdco A LLC. HPP BRE Holdings V Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings V L.P. These securities were previously held directly by Blackstone Real Estate Holdings V L.P.
- F7Reflects securities of the issuer held directly by HPP BREP VI Holdco A LLC. HPP BREP VI Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI L.P. These securities were previously held directly by Blackstone Real Estate Partners VI L.P.
- F8Reflects securities of the issuer held directly by HPP BREP VI.TE.1 Holdco A LLC. HPP BREP VI.TE.1 Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.1 L.P. These securities were previously held directly by Blackstone Real Estate Partners VI.TE.1 L.P.
- F9Reflects securities of the issuer held directly by HPP BREP VI.TE.2 Holdco A LLC. HPP BREP VI.TE.2 Holdco A LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.2 L.P. These securities were previously held directly by Blackstone Real Estate Partners VI.TE.2 L.P.