SEC Form 4 · accession 0000899243-17-001194
Hudson Pacific Properties, Inc. · HPP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Stephen A Schwarzman
10% Owner
Blackstone Group L.P.
10% Owner
Blackstone Group Management L.L.C.
10% Owner
Blackstone Holdings III L.P.
10% Owner
Blackstone Holdings I/II GP Inc
10% Owner
Blackstone Holdings III GP L.P.
10% Owner
Blackstone Holdings II L.P.
10% Owner
Period of report
Jan 10, 2017
Accepted (ET)
Jan 12, 2017 · 4:30 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 StockF2,F17,F19,F21,F22,F23 | Jan 10, 2017 | S | 1,913,567 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF3,F17,F19,F21,F22,F23 | Jan 10, 2017 | S | 669,716 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF4,F17,F19,F21,F22,F23 | Jan 10, 2017 | S | 1,720,620 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF5,F17,F19,F21,F22,F23 | Jan 10, 2017 | S | 470,476 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF6,F17,F19,F21,F22,F23 | Jan 10, 2017 | S | 192,760 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF7,F18,F19,F21,F22,F23 | Jan 10, 2017 | S | 1,335,362 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF8,F18,F19,F21,F22,F23 | Jan 10, 2017 | S | 388,898 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF9,F18,F19,F21,F22,F23 | Jan 10, 2017 | S | 815,338 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF10,F18,F19,F21,F22,F23 | Jan 10, 2017 | S | 661,829 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF11,F18,F19,F21,F22,F23 | Jan 10, 2017 | S | 4,120 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF12,F18,F19,F21,F22,F23 | Jan 10, 2017 | S | 23,584 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF13,F20,F21,F22,F23 | Jan 10, 2017 | S | 80,675 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF14,F16,F17,F18,F19,F21,F22,F23 | Jan 10, 2017 | S | 4,313 | $35.00 | D | 0 | I | See Footnotes |
| Common StockF15,F16,F17,F18,F19,F21,F22,F23 | Jan 10, 2017 | S | 345,053 | $35.00 | D | 0 | 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 UnitsF2,F17,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 1,907,396 | D | — | — | Common Stock | 1,907,396 | 0 | I |
| Common UnitsF3,F17,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 667,556 | D | — | — | Common Stock | 667,556 | 0 | I |
| Common UnitsF4,F17,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 1,715,068 | D | — | — | Common Stock | 1,715,068 | 0 | I |
| Common UnitsF5,F17,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 468,959 | D | — | — | Common Stock | 468,959 | 0 | I |
| Common UnitsF6,F17,F19,F21,F22,F23,F1,F11 | — | Jan 10, 2017 | S | 192,137 | D | — | — | Common Stock | 192,137 | 0 | I |
| Common UnitsF7,F18,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 1,331,054 | D | — | — | Common Stock | 1,331,054 | 0 | I |
| Common UnitsF8,F18,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 387,643 | D | — | — | Common Stock | 387,643 | 0 | I |
| Common UnitsF9,F18,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 812,707 | D | — | — | Common Stock | 812,707 | 0 | I |
| Common UnitsF10,F18,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 659,693 | D | — | — | Common Stock | 659,693 | 0 | I |
| Common UnitsF11,F18,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 4,107 | D | — | — | Common Stock | 4,107 | 0 | I |
| Common UnitsF12,F18,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 23,507 | D | — | — | Common Stock | 23,507 | 0 | I |
| Common UnitsF13,F20,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 80,415 | D | — | — | Common Stock | 80,415 | 0 | I |
| Common UnitsF14,F16,F17,F18,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 4,299 | D | — | — | Common Stock | 4,299 | 0 | I |
| Common UnitsF15,F16,F17,F18,F19,F21,F22,F23,F1 | — | Jan 10, 2017 | S | 343,939 | D | — | — | Common Stock | 343,939 | 0 | I |
Explanation of responses
- F1Pursuant 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. (the "Common Units") 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.
- 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.
- 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.
- 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.
- 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.
- F14Reflects securities of the issuer held directly by Nantucket Services, LLC.
- F15Reflects securities of the issuer held directly by Blackhawk Services II LLC.
- F16The manager of Nantucket Services, LLC is, acting collectively and unanimously, 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. and Blackstone Real Estate Holdings V L.P. The manager of Blackhawk Services II LLC is, acting collectively and unanimously, Blackstone Real Estate Partners V L.P. and Blackstone Real Estate Partners VI L.P.
- F17The 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.
- F18The 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.
- F19The 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.
- 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.
- F20The 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.
- F21Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.
- F22Information 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.
- F23Each 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, as amended (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 4 shall not be deemed an admission that the Reporting Persons are subject to Section 16 of the Act.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.