SEC Form 4 · accession 0001209191-18-011441
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 15, 2018
Accepted (ET)
Feb 20, 2018 · 5:27 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 15, 2018 | C | 3,135,109 | — | A | 3,135,109 | I | By Landmark Dividend LLC |
| COMMON UNITS (LIMITED PARTNER INTERESTS) | holding | — | — | — | 130,257 | I | By Landmark Dividend Holdings LLC | |
| COMMON UNITS (LIMITED PARTNER INTERESTS) | holding | — | — | — | 55,097 | I | By Landmark Z-Unit Holdings LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)F1,F2 | — | Feb 15, 2018 | C | 3,135,109 | D | — | — | COMMON UNITS (LIMITED PARTNER INTERESTS) | 3,135,109 | 0 | I |
Explanation of responses
- F1Represents the conversion of 3,135,109 subordinated units representing limited partner interests in the Issuer, which were converted into common units representing limited partner interests on a one-to-one basis upon expiration of the subordination period, which occurred on February 15, 2018, as set forth in Amendment No. 1 to the Third Amended and Restated Agreement of Limited Partnership of Landmark Infrastructure Partners LP.
- F2This Form 4 is filed jointly by Landmark Dividend LLC ("Landmark Dividend"), Landmark Dividend Holdings LLC ("Landmark Holdings"), AIM Landmark Holdings,LLC ("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.