SEC Form 4 · accession 0000899243-18-005040
Landmark Infrastructure Partners LP · LMRK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
AIM Universal Holdings, LLC
Director · 10% Owner
Landmark Dividend Holdings LLC
Director · 10% Owner
AIM LANDMARK HOLDINGS, LLC
Director · 10% Owner
LANDMARK DIVIDEND LLC
Director · 10% Owner
Period of report
Feb 20, 2018
Accepted (ET)
Feb 22, 2018 · 4:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001615346
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units (Limited Partner Interests)F1,F2 | Feb 20, 2018 | J | 126,720 | $0.00 | D | 3,537 | I | By Landmark Dividend Holdings LLC |
| Common Units (Limited Partner Interests)F1,F2 | Feb 20, 2018 | J | 102,699 | $0.00 | A | 102,699 | I | By AIM Landmark Holdings LLC |
| Common Units (Limited Partner Interests)F3,F2 | Feb 20, 2018 | J | 102,699 | $0.00 | D | 0 | I | By AIM Landmark Holdings LLC |
| Common Units (Limited Partner Interests)F2 | holding | — | — | — | 3,135,109 | I | By Landmark Dividend LLC | |
| Common Units (Limited Partner Interests)F2 | holding | — | — | — | 55,097 | I | By Landmark Z-Unit Holdings LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On February 20, 2018, Landmark Dividend Holdings LLC ("Landmark Holdings") effected a pro-rata in kind distribution of 126,720 common units representing limited partner interests in the Issuer (the "Common Units") without consideration to its members, including AIM Landmark Holdings LLC ("AIM Landmark") and AIM Landmark Holdings II LLC ("AIM Landmark II"), a wholly-owned subsidiary of AIM Landmark, which received 66,648 Common Units and 36,051 Common Units, respectively.
- F2This Form 4 is filed jointly by Landmark Dividend LLC ("Landmark Dividend"), Landmark Holdings, AIM Landmark and AIM Universal Holdings, LLC ("AIM"). Landmark Dividend is indirectly owned and managed by Landmark Holdings. Landmark Z-Unit Holdings LLC ("Z-Unit") is directly owned and managed by Landmark Holdings. AIM Landmark, through a wholly-owned subsidiary, holds a majority of the ownership interests in Landmark Holdings and is entitled to elect the majority of the members of the board of managers of Landmark Holdings. AIM Landmark is controlled by AIM. Each of AIM, AIM Landmark and Landmark Holdings may be deemed to indirectly beneficially own the securities held by Landmark Dividend and Z-Unit, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.
- F3Immediately following the effectiveness of the distribution described in footnote (1), AIM Landmark II distributed 36,051 Common Units without consideration to AIM Landmark and, immediately thereafter, AIM Landmark effected a pro-rata in kind distribution of 102,699 Common Units without consideration to its members.