SEC Form 4 · accession 0001209191-16-152250

InfraREIT, Inc. · HIFR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Hunter Hunt

Director · 10% Owner

Period of report

Nov 28, 2016

Accepted (ET)

Nov 29, 2016 · 8:39 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001506401

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
common stock, $0.01 par value per share^F1	holding	—	—		—	5,500	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
common units^F2,F3,F1	—	Nov 28, 2016	J	91,586	D	—	—	common stock	91,586	15,170,442	I

Explanation of responses

F1The reported securities are owned directly by Hunt Consolidated, Inc. ("HCI") or one of its subsidiaries. The reporting person is a co-CEO of HCI and controls HCI through one or more intermediaries. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. HCI beneficially owns 15,175,942 shares of common stock consisting of the 5,500 shares reported in Table I and the 15,170,442 shares of common stock underlying the common units shown in Table II. This amount excludes 1,534,238 common units held by Electricity Participant Partnership, LLC, a subsidiary of HCI, as to which HCI and the reporting person have disclaimed beneficial ownership.
F2Represents common units of InfraREIT Partners, LP ("InfraREIT Partners"). Pursuant to the Third Amended and Restated Agreement of Limited Partnership of InfraREIT Partners, common units are redeemable for cash or, at InfraREIT, Inc.'s election, shares of InfraREIT, Inc.'s common stock on a one-for-one basis. The right to redeem common units does not have an expiration date.
F3Represents the grant of common units of InfraREIT Partners by Hunt Transmission Services, L.L.C., a subsidiary of HCI, to David A. Campbell as incentive compensation. The common units are restricted and subject to vesting. The common units will vest one-fourth on January 31, 2018, one-fourth on January 31, 2019, one-fourth on January 31, 2020 and the balance of common units will vest on January 31, 2021, subject to continual service by Mr. Campbell with HCI or an affiliate thereof on such dates.