SEC Form 4 · accession 0000899243-16-025416
STRATUS PROPERTIES INC · STRS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David M Dean
Other
Period of report
Jul 19, 2016
Accepted (ET)
Jul 21, 2016 · 2:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000885508
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF2 | Jul 19, 2016 | J | 45,000 | $18.00 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Repurchase Option (obligation to sell)F1 | $18.00 | Jul 19, 2016 | J | 45,000 | D | — | — | Common stock | 45,000 | 0 | D |
Explanation of responses
- F1As reflected in a Statement on Form 4 filed by the Reporting Person, on May 5, 2016, the Reporting Person entered into a Stock Purchase and Option Agreement with Mr. Carl E. Berg (the "Stock Purchase and Option Agreement"), pursuant to which the Reporting Person agreed to purchase and Mr. Berg agreed to sell 45,000 shares of the Issuer's Common Stock, par value $0.01 per share ("Common Stock"), beneficially owned by Mr. Berg, for an aggregate price of $810,000, subject to the terms and conditions of the Stock Purchase and Option Agreement, including but not limited to the grant by the Reporting Person of a call option with respect to such 45,000 shares of Common Stock in favor of Mr. Berg. The purchase of such shares of Common Stock by the Reporting Person was never consummated and, on July 19, 2016, the Reporting Person and Mr. Berg mutually rescinded the Stock Purchase and Option Agreement.
- F2As reflected in a Statement on Schedule 13D jointly filed by the Reporting Person, Carl E. Berg and Michael L. Knapp and in connection with the termination of certain Joint Filing and Solicitation Agreement dated January 14, 2016 by and among the Reporting Person, Mr. Berg and Mr. Knapp and the rescission of the Stock Purchase and Option Agreement, the Reporting Person, Mr. Berg and Mr. Knapp are no long acting as a group and the Reporting Person has ceased to own or to be deemed to own, directly or beneficially, any shares of Common Stock.
Remarks
Group Member - Section 13d 10% Owner