SEC Form 4 · accession 0001123292-15-001424
Liquid Holdings Group, Inc. · LIQD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Dec 9, 2015
Accepted (ET)
Dec 11, 2015 · 5:12 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001562594
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stockF1,F2,F3 | Dec 9, 2015 | S | 6,000,000 | $0.0152 | D | 0 | I | See footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $0.015 to $0.026. The price reported reflects the weighted average sales price. The reporting persons hereby undertake to provide to the Securities and Exchange Commission (the "Commission") staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of securities sold at each separate price.
- F2This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners ") and MSD Credit Opportunity Master Fund, L.P. ("MSD Credit Opportunity Master Fund"). MSD Credit Opportunity Master Fund is the record and direct beneficial owner of the securities covered by this statement. MSD Partners is the investment manager of, and may be deemed to beneficially own securities owned by, MSD Credit Opportunity Master Fund. MSD Partners (GP), LLC ("MSD GP") is the general partner of, and may be deemed to beneficially own securities owned by, MSD Partners. Each of Glenn R. Fuhrman and Marc R. Lisker is a manager of MSD GP and may be deemed to have or share voting and/or dispositive power over the securities beneficially owned by MSD GP. Each of Messrs. Fuhrman and Lisker disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.
- F3Each reporting person and each of Messrs. Fuhrman and Lisker may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended (the "Act"). Each reporting person and each of Messrs. Fuhrman and Lisker declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.