SEC Form 4 · accession 0000899243-17-021887
Great Elm Capital Corp. · GECC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Sep 8, 2017
Accepted (ET)
Sep 12, 2017 · 3:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001675033
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4,F5 | Sep 8, 2017 | S | 600 | $10.9325 | D | 5,453,282 | I | See footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares of Common Stock, $0.01 Par Value, of Great Elm Capital Corp., a Maryland corporation (the "Common Stock" and the "Issuer"), sold by the following MAST Accounts: (i) 308 shares of Common Stock sold by Mast Select Opportunities Master Fund, L.P.; (ii) 275 shares of Common Stock sold by Mast Credit Opportunities I Master Fund Limited; and (iii) 17 shares of Common Stock sold by Mast Admiral Master Fund, L.P.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.835 to $10.96, inclusive, on September 8, 2017.
- F3Represents shares of Common Stock held directly by the MAST Accounts, for which MAST Capital is the investment manager, including: (i) 2,801,710 shares held by Mast Select Opportunities Master Fund, L.P; (ii) 2,493,864 shares held by Mast Credit Opportunities I Master Fund Limited; and (iii) 157,708 shares held by Mast Admiral Master Fund, L.P.
- F4As the investment advisor of certain private investment funds (collectively, the "MAST Accounts"), including those disclosed herein, MAST Capital Management, LLC ("MAST Capital") may be deemed to be the beneficial owner of the shares of Common Stock held by the MAST Accounts disclosed herein. MAST Capital also has the right to an asset-based fee relating to the MAST Accounts. Pursuant to Rule 16a-1, MAST Capital disclaims such beneficial ownership, except to the extent of its pecuniary interest therein.
- F5Mr. Steinberg may also be deemed to beneficially own the shares of Common Stock beneficially owned (or deemed to be beneficially owned) by MAST Capital, as he is the principal of MAST Capital. Pursuant to Rule 16a-1, Mr. Steinberg disclaims such beneficial ownership, except to the extent of his pecuniary interest therein.
Remarks
The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) to this Form 4.