SEC Form 4/A · accession 0001104659-15-028736
Ladder Capital Corp · LADR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Michael Mazzei
Officer — President
Period of report
Feb 11, 2014
Accepted (ET)
Apr 20, 2015 · 5:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001577670
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Units and Class B common stockF1,F2,F3,F4 | — | Feb 11, 2014 | J | 423,084 | A | — | — | Class A common stock | 423,084 | 886,737 | D |
Explanation of responses
- F1This amendment is being made to remove Units and Class B common stock erroneously listed on Mr. Mazzei's prior Form 4 filing as being indirectly beneficially owned by Mr. Mazzei. This line is being re-reported solely to gain access to the reporting system and no changes have been made thereto.
- F2Included new LP units in Lader Capital Finance Holdings LLLP (the "LP Units") and Class B common stock of Ladder Capital Comp ("LCC") (the "Class B Common Stock ") exchangeable into Class A common stock of LCC (the "Class A Common Stock").
- F3Pursuant to the Amended and Restated LLLP Agreement entered into in connection with the closing of the initial public offering of LCC (the "IPO") holders of the LP Units and Class B Common Stock issued in connection with the reorganization, which occured immediately prior to the consummation of the IPO, may from time to time exchange LP Units paired with an equal number of shares of Class B Common Stock for shares of Class A Common Stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends, and reclassifications.
- F4The LP Units and Class B Common Stock together are convertible at Mr. Mazzei's election at any time after its issuance. This conversion right has no expiration rate.