SEC Form 4 · accession 0001209191-18-006067
DORIAN LPG LTD. · LPG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1 | Jan 26, 2018 | S | 5,013,583 | $7.30 | D | 0 | D | |
| Common Stock, par value $0.01 per shareF2 | Jan 26, 2018 | S | 1,412,698 | $7.30 | D | 0 | D |
Table II — derivative securities
Explanation of responses
- F1As described in additional detail below, the filer disposed of its Section 13 beneficial ownership of 5,013,583 shares of common stock, par value $0.01 per share ("Common Stock") of Dorian LPG Ltd. (the "Issuer") on this date, but had no pecuniary interest in those shares and therefore has not disposed of them for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16").
- F2As described in additional detail below, the filer disposed of its Section 13 beneficial ownership of 1,412,698 shares of Common Stock of the Issuer on this date, but had no pecuniary interest in those shares and therefore has not disposed of them for the purposes of Section 16. Following the dispositions of shares described in this Form 4, the reporting person had Section 13 beneficial ownership of no shares of Common Stock.
Remarks
Among the shares of Common Stock held immediately prior to the transactions reported on this Form 4, 5,013,583 shares were owned directly by Sino Energy Holdings LLC ("Sino Energy") and 1,412,698 shares were owned directly by HNA Logistics LP ("HNA Logistics"). Each of Sino Energy and the general partner of HNA Logistics is a controlled affiliate of HNA Group Co., Ltd. Each of Sino Energy, HNA Logistics and the general partner of HNA Logistics has contractually delegated all authority to acquire, vote and dispose of the Common Stock to HNA Investment Management LLC (the "Manager") and thereby fully transferred to the Manager its Section 13 beneficial ownership of the Common Stock. However, Sino Energy and HNA Logistics retained the entire pecuniary interest in the shares of Common Stock they directly owned, and the Manager did not receive a performance based fee for its services. Accordingly, the Manager, while considered a 10% shareholder of the Issuer did not beneficially own any shares for the purposes of Section 16.