SEC Form 4 · accession 0001144204-16-089454
Capitala Finance Corp. · CPTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Markham Hunt Broyhill
Director
Period of report
Mar 18, 2016
Accepted (ET)
Mar 22, 2016 · 1:15 pm EDT
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 Stock | Mar 18, 2016 | P | 3,000 | $11.5332 | A | 71,455 | I | via BMC Fund, Inc. |
| Common Stock | Mar 21, 2016 | P | 7,000 | $11.5622 | A | 78,455 | I | via BMC Fund, Inc. |
| Common Stock | holding | — | — | — | 38,764 | I | via Broyhill Investments, Inc. | |
| Common Stock | holding | — | — | — | 71,701 | D | ||
| Common Stock | holding | — | — | — | 13,580 | I | via Broyhill Family Foundation Inc. | |
| Common Stock | holding | — | — | — | 134,857 | I | via Claron Investments, LP | |
| Common Stock | holding | — | — | — | 6,993 | I | via Hibriten Investments of N.C. Limited Partnership |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| AwardsF1,F2 | — | holding | — | — | — | — | — | Common Stock, par value $0.01 per share | 42,694 | 42,694 | D |
Explanation of responses
- F1As of the date of this report, Mr. Broyhill holds unvested Awards with respect to 42,694 shares of Capitala Finance Corp.'s (the "Issuer") common stock held by Capitala Restricted Shares I, LLC ("CRS"), which is controlled by Joseph B. Alala, III and is an affiliate of Capitala Investment Advisors, LLC, pursuant to CRS's Amended and Restated 2015 Equity Compensation Plan, dated September 18, 2015 (the "Plan"). The Plan was previously approved by the Issuer's Board of Directors. Unvested Awards under the Plan are scheduled to vest as follows: 10% on September 25, 2016, 30% on September 25, 2017 and 40% on September 25, 2018. Upon settlement, the unvested Awards will become payable on a one-for-one basis in shares of the Issuer's common stock.
- F2Pursuant to the SEC staff no-action letters to Babson Capital Management LLC (pub. Avail. Dec. 14, 2006) and Carlyle GMS Finance, Inc. (pub. avail. Oct. 8, 2015), an employee benefit plans sponsored by an investment adviser (or an affiliated person of an investment adviser) to a registered closed-end investment company or a business development company regulated under the Investment Company Act of 1940, as amended, that offers plan participants equity securities of such registered investment company or business development 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.