SEC Form 4 · accession 0001487805-17-000004
REDWOOD TRUST INC · RWT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew P Stone
Officer — General Counsel
Period of report
Dec 20, 2017
Accepted (ET)
Dec 21, 2017 · 5:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000930236
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Dec 20, 2017 | M | 7,119 | $14.76 | A | 53,015 | D | |
| Common StockF4 | Dec 20, 2017 | S | 5,000 | $14.8702 | D | 48,015 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock UnitsF1,F5,F7,F8 | $18.86 | Dec 20, 2017 | F | 8,788 | D | — | — | Common Stock | 0 | 7,119 | D |
| Deferred Stock UnitsF1,F9,F5,F7,F8 | $18.86 | Dec 20, 2017 | M | 7,119 | D | — | — | Common Stock | 7,119 | 0 | D |
Explanation of responses
- F1This transaction relates to the distribution and/or conversion of Deferred Stock Units to common stock under the Executive Deferred Compensation Plan.
- F2Represents the value (per stock unit or share of common stock) of the distribution and/or conversion of Deferred Stock Units, including to common stock under the Executive Deferred Compensation Plan, based on the fair market value of Redwood Trust, Inc. common stock on the transaction date.
- F3Transaction made pursuant to a 10b5-1 trading plan adopted by the Reporting Person in August, 2017.
- F4This transaction was executed in multiple trades with prices ranging from $14.78 to $14.97, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F5Represents fair value of Deferred Stock Units, based on the original grant date fair market value.
- F6This disposition transaction represents a Compensation Committee approved withholding of securities incident to the payment of tax liability relating to the distribution and/or conversion of Deferred Stock Units in the Executive Deferred Compensation Plan.
- F7Deferred Stock Units were subject to a mandatory holding period and are being delivered to the Participant at the time provided in the Deferral Election Form, according to the terms and conditions of the Executive Deferred Compensation Plan.
- F8No expiration date is applicable to deferred stock units.
- F9Following these reported transactions, no other Deferred Stock Units with the same original grant date are beneficially owned.