SEC Form 4 · accession 0000950142-18-000632
Taylor Morrison Home Corp · TMHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Darrell Sherman
Officer — EVP, CLO & Secretary
Period of report
Mar 8, 2018
Accepted (ET)
Mar 13, 2018 · 7:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001562476
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Mar 9, 2018 | A | 3,317 | $0.00 | A | 8,770 | D | |
| Class A Common StockF2 | Mar 9, 2018 | F | 977 | $23.86 | D | 7,793 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Partnership Units and Class B Common StockF3,F4 | — | Mar 8, 2018 | G | 15,000 | D | — | — | Class A Common Stock | 15,000 | 123,046 | D |
Explanation of responses
- F1Represents the vesting and settlement of performance-based vesting restricted stock units ("PSUs") granted by the Issuer on February 9, 2015, under the Issuer's 2013 Omnibus Equity Award Plan, as amended. Upon vesting, each PSU is settled in a share of the Issuer's Class A Common Stock.
- F2Represents shares of Class A Common Stock withheld by the Issuer to cover tax withholding obligations upon the vesting of PSUs.
- F3Pursuant to the terms of the Exchange Agreement dated as of April 9, 2013, a holder may exchange all or a portion of such holder's Common Partnership Units ("New TMM Units") (along with an equal number of shares of the Issuer's Class B Common Stock) at any time for shares of Class A Common Stock of the Issuer on a one-for-one basis.
- F4The New TMM Units do not expire and the holder is not required to pay an exercise price in connection with exchanges. The Issuer's Class B Common Stock provides the holder with one vote on all matters submitted to a vote of the Issuer's stockholders but does not entitle the holder to any of the economic rights associated with shares of the Issuer's Class A Common Stock.