SEC Form 4 · accession 0001140361-16-069034
ONITY GROUP INC. · ONIT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William C Erbey
10% Owner
Period of report
Jun 6, 2016
Accepted (ET)
Jun 8, 2016 · 10:59 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000873860
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 25, 2016 | J | 1,000,000 | $0.00 | D | 1,000,000 | I | By Salt Pond Holdings, LLC |
| Common StockF1 | May 25, 2016 | J | 1,000,000 | $0.00 | A | 9,020,852 | I | By Tribue Limited Partnership |
| Common Stock | holding | — | — | — | 69,805 | D | ||
| Common Stock | holding | — | — | — | 5,409,704 | I | By Munus, L.P. | |
| Common Stock | holding | — | — | — | 2,440,000 | I | By Caritas Partners, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Call Options (obligation to sell)F2 | $12.1562 | Dec 18, 2015 | E | 1 | D | May 18, 2015 | Dec 18, 2015 | Common Stock | 2,500,000 | 0 | I |
| Call Options (obligation to sell)F3 | $12.1562 | May 20, 2016 | E | 1 | D | May 18, 2015 | May 20, 2016 | Common Stock | 500,000 | 0 | I |
| Call Options (obligation to sell)F3 | $13.1692 | May 20, 2016 | E | 1 | D | May 18, 2015 | May 20, 2016 | Common Stock | 500,000 | 0 | I |
| Call Options (obligation to sell)F4 | $3.00 | Jun 6, 2016 | S | 30,000 | D | Jun 6, 2016 | Jan 19, 2018 | Common Stock | 3,000,000 | 30,000 | I |
| Call Options (obligation to sell)F4 | $3.00 | Jun 6, 2016 | S | 10,000 | D | Jun 6, 2016 | Jan 19, 2018 | Common Stock | 1,000,000 | 10,000 | I |
Explanation of responses
- F1On May 25, 2016, 1,000,000 shares of Ocwen Financial Corp ("Ocwen") were transferred from Salt Pond Holdings, LLC ("Salt Pond") to Tribue Limited Partnership, a U.S. Virgin Islands limited partnership ("Tribue"). This change in the form of Mr. Erbey's beneficial ownership did not change his pecuniary interest in the shares of Ocwen.
- F2On December 18, 2015, a call option previously written by Mr. Erbey via his holdings in Salt Pond expired out of the money.
- F3On May 20, 2016, two call options previously written by Mr. Erbey via his holdings in Salt Pond expired out of the money.
- F4Option transaction entered into by Tribue in which Salt Pond (56.2% of which is owned by Mr. Erbey, 24.5% of which is owned by the Frederiksted Trust, a U.S. Virgin Islands Trust, and 19.3% of which is owned by Erbey Holding Corporation, Inc., a corporation wholly-owned by Mr. Erbey) has a 90% preferred limited partner interest and a 9.9% common limited partner interest and Mr. Erbey has a 0.1% general partner interest.