SEC Form 4 · accession 0001387131-18-007039
FS Energy & Power Fund
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael C. Forman
Officer — Chief Executive Officer · Director
Period of report
Dec 21, 2018
Accepted (ET)
Dec 26, 2018 · 9:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001501729
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares of Beneficial InterestF1,F3 | Dec 21, 2018 | S | 164,545 | $6.58 | D | 164,545 | I | By Franklin Square Holdings, L.P. |
| Common Shares of Beneficial InterestF1,F3 | Dec 21, 2018 | P | 164,545 | $6.58 | A | 164,545 | I | By FSH Seed Capital Vehicle I LLC |
| Common Shares of Beneficial InterestF2,F3 | Dec 21, 2018 | S | 118,028 | $6.58 | D | 270,905 | I | By FB Capital Partners, LP |
| Common Shares of Beneficial InterestF2,F3 | Dec 21, 2018 | S | 152,877 | $6.58 | D | 270,905 | I | By The 2011 Forman Investment Trust |
| Common Shares of Beneficial InterestF2,F3 | Dec 21, 2018 | P | 270,905 | $6.58 | A | 270,905 | I | By MCFDA SCV LLC |
| Common Shares of Beneficial InterestF3,F4 | holding | — | — | — | 9,595 | I | By Trust FBO Minor Children |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1In connection with a financing transaction, the Common Shares of Beneficial Interest were contributed by Franklin Square Holdings, L.P. to FSH Seed Capital Vehicle I LLC ("Newco"), a wholly-owned special purpose financing subsidiary of Franklin Square Holdings, L.P., in exchange for an interest in Newco, at a price equal to $6.58 per share. The reporting person disclaims beneficial ownership of any shares held by Franklin Square Holdings, L.P. and Newco that exceed his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F2In connection with a financing transaction, the Common Shares of Beneficial Interest were contributed by each of The 2011 Forman Investment Trust and FB Capital Partners, LP to MCFDA SCV LLC ("SCV"), a special purpose financing vehicle of which each of The 2011 Forman Investment Trust and FB Capital Partners, LP is a member and the reporting person is the manager, in exchange for an interest in SCV, at a price equal to $6.58 per share. The reporting person disclaims beneficial ownership of any shares held by The 2011 Forman Investment Trust, FB Capital Partners, LP and SCV that exceed his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F3Includes common shares purchased through FSEP's distribution reinvestment plan.
- F4These shares are directly owned by trusts created by Mr. Forman for the benefit of his minor children. Mr. Forman disclaims beneficial ownership of any shares held by these trusts that exceed his pecuniary interest therein