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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
TCN/TNHC LP 1067 YONGE STREET TORONTO, A6 M4W2L2 |
See "Remarks"below. | |||
TCN/TNHC GP LLC 1067 YONGE STREET TORONTO, A6 M4W2L2 |
X | |||
TRICON HOUSING PARTNERS US II EQUITY HOLDINGS LP 1067 YONGE STREET TORONTO, A6 M4W2L2 |
X | |||
TRICON HOUSING PARTNERS US II GP LLC 1067 YONGE STREET TORONTO, A6 M4W2L2 |
X | |||
TRICON USA INC. 1067 YONGE STREET TORONTO, A6 M4W2L2 |
See "Remarks" below. | |||
TRICON HOLDINGS USA LLC 1067 YONGE STREET TORONTO, A6 M4W2L2 |
See Remarks | |||
TRICON US TOPCO LLC 1067 YONGE STREET TORONTO, A6 M4W2L2 |
See remarks | |||
TRICON HOLDINGS CANADA INC. 1067 YONGE STREET TORONTO, A6 M4W2L2 |
See remarks | |||
Tricon Capital Group Inc. 1067 YONGE STREET TORONTO, A6 M4W2L2 |
See remarks |
/s/ Miek Harbur, Attorney-in-Fact for TCN/TNHC LP | 12/14/2017 | |
**Signature of Reporting Person | Date | |
/s/ Miek Harbur, Attorney-in-Fact for TCN/TNHC GP LLC | 12/14/2017 | |
**Signature of Reporting Person | Date | |
/s/ Miek Harbur, Attorney-in-Fact for Tricon Housing Partners US II Equity Holdings LP | 12/14/2017 | |
**Signature of Reporting Person | Date | |
/s/ Miek Harbur, Attorney-in-Fact for Tricon Housing Partners US II GP LLC | 12/14/2017 | |
**Signature of Reporting Person | Date | |
/s/ Miek Harbur, Attroney-in-Fact for Tricon USA Inc. | 12/14/2017 | |
**Signature of Reporting Person | Date | |
/s/ Miek Harbur, Attorney-in-Fact for Tricon Holdings USA LLC | 12/14/2017 | |
**Signature of Reporting Person | Date | |
/s/ Miek Harbur, Attorney-in-Fact for Tricon US Topco LLC | 12/14/2017 | |
**Signature of Reporting Person | Date | |
/s/ Miek Harbur, Attorney-in-Fact for Tricon Holdings Canada Inc. | 12/14/2017 | |
**Signature of Reporting Person | Date | |
/s/ Miek Harbur, Attorney-in-Fact for Tricon Capital Group Inc. | 12/14/2017 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The sales reported on this line were effected pursuant to a Rule 10b5-1 plan adopted by TCN/TNHC LP on August 24, 2017. |
(2) | The price reported in Column 4 is a weighted average price. The shares were disposed of in multiple transactions at prices ranging from $12.57 to $12.81, inclusive. TCN/TNHC LP undertakes to provide to the 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 disposed of at each separate price within the ranges set forth in this footnote. |
(3) | The shares are held directly by TCN/TNHC LP, whose general partner is TCN/TNHC GP LLC, a Delaware limited liability company, whose sole member is Tricon Housing Partners US II Equity Holdings LP, a Delaware limited partnership, whose general partner is Tricon Housing Partners US II GP LLC, a Delaware limited liability company, whose sole member is Tricon USA Inc., a Delaware corporation, whose sole shareholder is Tricon Holdings USA LLC, a Delaware limited liability company, whose sole member is Tricon US Topco LLC, a Delaware limited liability company, whose sole member is Tricon Holdings Canada Inc., an Ontario corporation, whose sole shareholder is Tricon Capital Group Inc., an Ontario corporation. As a result, each of the foregoing entities (other than TCN/TNHC LP which holds the shares directly) is an indirect beneficial owner of the reported securities. |
(4) | The price reported in Column 4 is a weighted average price. The shares were disposed of in multiple transactions at prices ranging from $12.22 to $12.70, inclusive. TCN/TNHC LP undertakes to provide to the 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 disposed of at each separate price within the ranges set forth in this footnote. |
(5) | The price reported in Column 4 is a weighted average price. The shares were disposed of in multiple transactions at prices ranging from $12.01 to $12.24, inclusive. TCN/TNHC LP undertakes to provide to the 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 disposed of at each separate price within the ranges set forth in this footnote. |
Remarks: TCN/TNHC LP is a party to an Investor Rights Agreement with Joseph Davis, H. Lawrence Webb, Wayne Stelmar, Thomas Redwitz, IHP Capital Partners VI, LLC, and Watt/TNHC LLC (collectively, "Group Members"), dated February 5, 2014, which was filed as Exhibit 4.2 of the Company's Annual Report on Form 10-K for the year ended December 31, 2013. Pursuant to this Investor Rights Agreement, the entity-parties thereto have the right to designate directors for nomination and each of the Group Members has agreed to vote in favor of particular nominees as described in such Investor Rights Agreement. Each of the reporting persons may be deemed to have shared voting power over the shares owned by the other Group Members. Each of the reporting persons disclaims beneficial ownership of the shares held by the other Group Members and has no pecuniary interest in the shares held by the other Group Members. |