SEC Form 4 · accession 0001144204-15-013316
Capitala Finance Corp. · CPTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John F. McGlinn
Officer — See Remarks
Period of report
Feb 26, 2015
Accepted (ET)
Mar 2, 2015 · 4:35 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001571329
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 0 | I | via Capitala Restricted Shares I, LLC | |
| Common Stock | holding | — | — | — | 68,080 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| AwardsF2 | — | Feb 26, 2015 | A | 125,970 | A | — | — | Common Stock, par value $0.01 per share | 125,970 | 125,970 | D |
Explanation of responses
- F1Mr. McGlinn previously inadvertantly reported having indirect beneficial ownership of 112,500 shares of Capitala Finance Corp. (the "Issuer") through Capitala Restricted Shares I, LLC ("CRS"). However, Mr. McGlinn does not have any ownership interest in CRS and Mr. McGlinn does not have any control over CRS. As a result, Mr. McGlinn does not have an indirect beneficial ownership interest in any shares of the Issuer held by CRS.
- F2Receipt by Mr. McGlinn of Awards with respect to 125,970 shares held by CRS, which is controlled by Joseph B. Alala, III and is an affiliate of Capitala Investment Advisors, LLC, pursuant to CRS's 2015 Equity Compensation Plan, dated February 26, 2015. Shares of the Issuer's common stock underlying the Awards are scheduled to vest in installments of 10% on September 25, 2015, 10% on September 25, 2016, 30% on September 25, 2017 and 40% on September 25, 2018. Upon settlement, the Awards will become payable on a one-for-one basis in shares of the Issuer's common stock.
- F3Pursuant to the SEC staff no-action letter to Babson Capital Management LLC (pub. Avail. Dec. 14, 2006), an employee benefit plans sponsored by an investment adviser (or an affiliated person of an investment adviser) to a closed-end investment company regulated under the Investment Company Act of 1940, as amended, that offers plan participants equity securities of such investment company is considered an "employee benefit plan sponsored by the issuer" for the purposes of Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
Remarks
Chief Operating Officer, Secretary and Treasurer