SEC Form 4 · accession 0001571049-17-000364

DigitalBridge Group, Inc. · DBRG

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1This Form 4 is being filed solely to reflect the merger steps occurring among NorthStar Asset Management Group Inc. ("NSAM") and NorthStar Realty Finance Corp. ("NRF") and their respective subsidiaries immediately prior to the merger with Colony Capital, Inc. ("Colony") on January 10, 2017. Upon completion of the mergers with Colony NorthStar, Inc. ("CLNS"), the reporting person ceased to be an officer of CLNS for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
• F2Represents shares of Class A Common Stock of CLNS acquired by the reporting person pursuant to the merger of New Sirius Inc. ("New NRF") with CLNS (the "NRF Merger"), which occurred shortly prior to the merger of Colony into CLNS, but after the merger of NSAM into CLNS in a redomestication merger and reorganization transactions involving NRF pursuant to which NRF became a wholly owned subsidiary of New NRF (the "NRF Reorganization").
• F3The shares of Class A Common Stock of CLNS were acquired pursuant to the NRF Merger in exchange for shares of common stock of New NRF at a ratio of 1.0996 shares of Class A Common Stock of CLNS for each share of New NRF common stock. The market value of the shares of New NRF common stock on the date of the NRF Merger was $16.13 per share based on the reported closing sale price of the NRF common stock on such date. Prior to the NRF Merger, all outstanding shares of NRF common stock were automatically converted into an equal number of shares of New NRF common stock pursuant to the NRF Reorganization.