SEC Form 4 · accession 0001571049-16-012220
NorthStar Asset Management Group Inc. · NSAM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David T Hamamoto
Officer — Executive Chairman · Director
Period of report
Feb 24, 2016
Accepted (ET)
Feb 26, 2016 · 4:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001597503
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 24, 2016 | A | 651,020 | $0.00 | A | 1,807,426 | D | |
| Common StockF2 | Feb 24, 2016 | F | 90,849 | $10.71 | D | 1,716,577 | D | |
| Common Stock | holding | — | — | — | 400,000 | I | By The David T. Hamamoto GRAT 2015-NSAM | |
| Common Stock | holding | — | — | — | 99,321 | I | By The David T. Hamamoto GRAT I-2014-NSAM | |
| Common Stock | holding | — | — | — | 6,523 | I | By DTH Investment Holdings LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares of Common Stock retained by NorthStar Asset Management Group Inc. ("NSAM") in order to satisfy its tax withholding obligations arising from the vesting of shares of Common Stock held by the reporting person.
- F2Excludes: (i) 634,956 LTIP Units; (ii) 195,797 shares of NSAM's common stock (or LTIP Units, to the extent available) to be issued to the extent performance conditions are met on RSUs previously issued by NRF and (iii) 1,961,558 shares of performance common stock issued pursuant to NSAM's 2014 Omnibus Stock Incentive Plan, which are subject to performance-based and time-based vesting conditions and continued employment. "LTIP Units" are units of limited partnership interest structured as profits interests in NSAM LP, NSAM's operating partnership. Conditioned on minimum allocations to the capital accounts of the LTIP Unit for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into one OP Unit in NSAM LP, which may then be redeemed for cash equal to the then fair market value of one share of common stock or, at the option of NSAM, one share of NSAM's common stock.