SEC Form 4 · accession 0000899243-19-001450
Five Point Holdings, LLC · FPH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Emile Haddad
Officer — See Remarks · Director
Period of report
Jan 15, 2019
Accepted (ET)
Jan 17, 2019 · 9:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001574197
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A common sharesF1 | Jan 15, 2019 | A | 411,182 | $0.00 | A | 999,854 | D | |
| Class A common sharesF2 | Jan 15, 2019 | M | 283,098 | — | A | 1,282,952 | D | |
| Class A common shares | Jan 15, 2019 | F | 171,892 | $7.60 | D | 1,111,060 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted share unitsF2,F3 | — | Jan 15, 2019 | M | 283,098 | D | — | — | Class A common shares | 283,098 | 283,099 | D |
Explanation of responses
- F1Includes 164,473 Class A common shares subject to certain restrictions upon transfer and rights of forfeiture that will lapse based on continued service, and a total of 246,709 Class A common shares subject to certain restrictions upon transfer and rights of forfeiture and restricted share units that will be settled in an equal number of Class A common shares, in each case contingent on the Class A common shares satisfying certain price targets.
- F2Each restricted share unit is a contingent right to receive one Class A common share.
- F3On August 1, 2016, the reporting person was granted such restricted share units pursuant to the Five Point Holdings, LLC 2016 Incentive Award Plan. Such restricted share units have vested. 283,098 restricted share units were settled on January 15, 2019. The remaining 283,099 unsettled restricted share units will settle on a one-for-one basis in Class A common shares or cash, at the option of Five Point Holdings, LLC, on January 15, 2020.
Remarks
Chairman, President and Chief Executive Officer