SEC Form 4 · accession 0001179110-17-000541
Howard Hughes Corp · HHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Grant Herlitz
Officer — President
Period of report
Jan 3, 2017
Accepted (ET)
Jan 5, 2017 · 5:27 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001498828
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 share | Jan 3, 2017 | M | 308,881 | $42.23 | A | 348,084 | D | |
| Common stock, par value $0.01 per shareF1 | Jan 3, 2017 | F | 110,697 | $114.10 | D | 237,387 | D | |
| Common stock, par value $0.01 per share | Jan 4, 2017 | S | 108,802 | $113.00 | D | 128,585 | D | |
| Common stock, par value $0.01 per shareF2 | Jan 4, 2017 | S | 1,198 | $114.28 | D | 127,387 | D | |
| Common stock, par value $0.01, per share | holding | — | — | — | 13 | I | By daughter |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (right to buy) | $42.23 | Jan 3, 2017 | M | 308,881 | D | Nov 22, 2016 | Nov 22, 2017 | Common stock, par value $0.01 per share | 315,731 | 6,850 | D |
| Warrant (right to buy)F3 | $42.23 | Jan 4, 2017 | G | 6,850 | D | Nov 22, 2016 | Nov 22, 2017 | Common stock, par value $0.01 per share | 315,731 | 0 | D |
Explanation of responses
- F1Represents the amount of shares withheld by The Howard Hughes Corporation (the "Company") to pay for the aggregate exercise price of the 308,881 warrant shares exercised by Mr. Herlitz.
- F2Represents a weighted average purchase price. The shares were purchased in multiple transactions at prices ranging from $114.29 to $114.37, inclusive. Mr. Herlitz undertakes to provide to the Company, any security holder of the Company or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each transaction price within the range set forth above.
- F3Represents warrant shares gifted by Mr. Herlitz to Bank of America Charitable Gift Fund.