SEC Form 4 · accession 0001077131-17-000005
ACACIA RESEARCH CORP · ACTG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
G Louis Graziadio III
Director
Period of report
May 8, 2017
Accepted (ET)
May 10, 2017 · 3:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000934549
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | May 8, 2017 | P | 5,200 | $5.072 | A | 429,467 | D | |
| Common StockF2,F1 | May 8, 2017 | P | 5,219 | $5.072 | A | 240,289 | I | Graziadio Family Trust dtd 11/13/75 |
| Common StockF3 | holding | — | — | — | 15,000 | I | Graziadio Charitable Lead Annuity Trust | |
| Common StockF4 | holding | — | — | — | 10,000 | I | Marianna R. Graziadio (minor children) | |
| Common StockF5 | holding | — | — | — | 10,000 | I | George L. Graziadio IV (minor children) | |
| Common StockF6 | holding | — | — | — | 10,000 | I | The Gina-Carra Partnership | |
| Common Stock | holding | — | — | — | 2,500 | I | Owned by spouse | |
| Common StockF7 | holding | — | — | — | 10,000 | I | George and Reva Graziadio Foundation |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares are owned by the Graziadio Family Trust u/d/t 11/13/75 ("GFT"), an irrevocable trust established by Mr. Graziadio for the benefit of his children. Mr. Graziadio is neither a trustee nor a beneficiary of GFT and disclaims beneficial ownership of the shares owned by GFT.
- F2The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.00 to $5.10, inclusive. Mr. Graziadio undertakes to provide to Acacia Research Corporation ("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 purchased at each separate price within the range set forth in footnote (2) to this Form 4.
- F3These shares are owned by the George & Reva Graziadio Charitable Lead Annuity Trust (the "Annuity Trust"), as to which Mr. Graziadio is trustee and Mr. Graziadio's minor children are contingent beneficiaries. Mr. Graziadio disclaims beneficial ownership of the shares owned by the Annuity Trust.
- F4Shares owned in the name of Mr. Graziadio's minor child, Marianna R. Graziadio.
- F5Shares owned in the name of Mr. Graziadio's minor child, George L. Graziadio IV
- F6These shares are owned by Gina-Carra Partnership ("Gina-Carra"), a limited partnership of which Mr. Graziadio is the trustee of each of the general partners, which are trusts for the benefit of Mr. Graziadio's children. Mr. Graziadio disclaims beneficial ownership of the shares owned by Gina-Carra.
- F7Shares are owned by the George and Reva Graziadio Foundation ("Foundation"), a charitable foundation established by Mr. Graziadio's parents, as to which Mr. Graziadio has no pecuniary interest. Mr. Graziadio is one of three directors of the Foundation and does not have the right to control disposition of these shares. Mr. Graziadio disclaims beneficial ownership of the shares owned by the Foundation.