SEC Form 4 · accession 0001182489-16-001290
Hudson Pacific Properties, Inc. · HPP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard B Fried
Director
Period of report
Nov 28, 2016
Accepted (ET)
Nov 30, 2016 · 10:00 am 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 Stock, par value $0.01 per shareF1,F2,F3,F4 | Nov 28, 2016 | S | 1,165,918 | $32.50 | D | 1,165,922 | I | See Footnotes |
| Common Stock, par value $0.01 per share | holding | — | — | — | 20,559 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Units of Limited Partnership InterestF5,F2,F3,F4,F8,F6,F7 | — | Nov 28, 2016 | D | 283,099 | D | Aug 29, 2011 | — | Common Stock, par value: $0.01 per share | 283,099 | 283,095 | I |
Explanation of responses
- F1The amount of securities shown in this row is owned directly by Farallon Capital Partners, L.P., Farallon Capital Institutional Partners, L.P. and Farallon Capital Institutional Partners III, L.P. (collectively, the "Farallon Funds"). On November 28, 2016, the Farallon Funds sold an aggregate 1,165,918 shares of common stock of the Issuer to the underwriter in a registered public offering.
- F2Farallon Partners, L.L.C. ("FPLLC") is the general partner of each of the Farallon Funds. FPLLC disclaims any beneficial ownership of any of the securities reported or referred to herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "'34 Act"), or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, the Farallon Funds.
- F3The reporting person, Richard B. Fried ("Fried"), is a managing member of FPLLC. Fried disclaims any beneficial ownership of any of the Issuer's securities owned by the Farallon Funds reported or referred to herein for purposes of Section 16 of the '34 Act or otherwise, except to the extent of his pecuniary interest, if any.
- F4Fried, the Farallon Funds and FPLLC may be deemed members of a group holding equity securities of the Issuer. The filing of this Form 4 and any statements included herein shall not be deemed to be an admission that such persons are members of such a group.
- F5Represents common units of limited partnership interest ("Units") in Hudson Pacific Properties, L.P., a limited partnership of which the Issuer is the general partner.
- F6Each Unit is redeemable for cash equal to the then-current market value of one share of the Issuer's common stock or, at the Issuer's election, for one share of the Issuer's common stock.
- F7The Units have no expiration date.
- F8The amount of securities shown in this row is owned directly by Farallon Capital Partners, L.P. ("FCP"). On November 28, 2016, FCP sold 283,099 Units to the Issuer.