SEC Form 4 · accession 0000899243-17-028736
TPG RE Finance Trust, Inc. · TRTX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert Foley
Officer — CFO & Chief Risk Officer
Period of report
Dec 13, 2017
Accepted (ET)
Dec 14, 2017 · 7:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001630472
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 13, 2017 | A | 11,831 | $0.00 | A | 11,831 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2,F3,F4 | — | Dec 13, 2017 | J | 12,860 | A | — | — | Common Stock | 12,860 | 32,212 | I |
| Class A Common StockF4 | — | holding | — | — | — | — | — | Common Stock | — | 4,825 | D |
Explanation of responses
- F1The shares of common stock ("Common Stock") of TPG RE Finance Trust, Inc. (the "Issuer") awarded to Mr. Robert Foley will vest ratably in four annual installments beginning on June 30, 2018. The shares of Common Stock are subject to the terms of a lock-up agreement entered into by Mr. Foley in connection with the Issuer's initial public offering.
- F2On December 13, 2017, Mr. Foley acquired shares of Class A common stock ("Class A Common Stock") of the Issuer from TPG RE Finance Trust Management, L.P. (the "Manager"), the Issuer's external manager, pursuant to a grant made by the Manager to Mr. Foley in accordance with the terms of a compensatory plan adopted by the Manager. The Manager acquired the shares of Class A Common Stock prior to the completion of the Issuer's initial public offering and granted the shares to Mr. Foley as compensation for services Mr. Foley provided to the Issuer. The shares of Class A Common Stock are subject to the terms of a lock-up agreement entered into by Mr. Foley in connection with the Issuer's initial public offering.
- F3The shares of Class A Common Stock awarded to Mr. Foley will vest ratably in four annual installments beginning on June 30, 2018. Upon vesting, the shares of Class A Common Stock will be delivered to Mr. Foley.
- F4Pursuant to the Articles of Amendment and Restatement of the Issuer, each share of Class A Common Stock is convertible at any time or from time to time, at the option of the holder, for one share of Common Stock.
Remarks
(5) Matthew Coleman is signing on behalf of Mr. Foley pursuant to the power of attorney dated July 5, 2017, which was previously filed with the Securities and Exchange Commission.