08/21/2024 | Press release | Distributed by Public on 08/21/2024 16:53
FORM 4
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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 or Section 30(h) of the Investment Company Act of 1940 |
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1. Title of Derivate Security | 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 | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Simanovsky Michael 25 DEFOREST AVENUE 3RD FLOOR SUMMIT, NJ07901 |
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Conversant Capital LLC 25 DEFOREST AVENUE, 3RD FLOOR SUMMIT, NJ07901 |
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Conversant Dallas Parkway (A) LP 25 DEFOREST AVENUE 3RD FLOOR SUMMIT, NJ07901 |
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Conversant Dallas Parkway (B) LP 25 DEFOREST AVENUE 3RD FLOOR SUMMIT, NJ07901 |
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Conversant GP Holdings LLC 25 DEFOREST AVENUE, 3RD FLOOR SUMMIT, NJ07901 |
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MICHAEL J. SIMANOVSKY by: /s/ Paul Dumaine, Attorney-in-fact for Michael J. Simanovsky | 2024-08-21 |
**Signature of Reporting Person | Date |
CONVERSANT CAPITAL LLC by: /s/ Paul Dumaine, General Counsel and Chief Compliance Officer | 2024-08-21 |
**Signature of Reporting Person | Date |
CONVERSANT DALLAS PARKWAY (A) LP By: Conversant GP Holdings LLC, its general partner by: /s/ Paul Dumaine, General Counsel and Chief Compliance Officer | 2024-08-21 |
**Signature of Reporting Person | Date |
CONVERSANT DALLAS PARKWAY (B) LP By: Conversant GP Holdings LLC, its general partner by: /s/ Paul Dumaine, General Counsel and Chief Compliance Officer | 2024-08-21 |
**Signature of Reporting Person | Date |
CONVERSANT GP HOLDINGS LLC by: /s/ Paul Dumaine, General Counsel and Chief Compliance Officer | 2024-08-21 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(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) | This Form 4 is being filed jointly by Michael Simanovsky, a United States citizen; Conversant Capital LLC, a Delaware limited liability company ("Conversant Capital"); Conversant GP Holdings LLC, a Delaware limited liability company ("Conversant GP"); Conversant Dallas Parkway (A) LP, a Delaware limited partnership ("Investor A"); and Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B") (collectively the filing persons are the "Reporting Persons"). The Reporting Persons expect Conversant PIF Aggregator A LP, a Delaware limited partnership ("Aggregator A"), to file a Form 3 regarding the Share holdings described in footnote 6. |
(2) | Shares are held by Investor A. |
(3) | Conversant GP is the general partner of Investor A and Conversant Capital is the investment manager to Investor A. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, each of Mr. Simanovsky, Conversant Capital and Conversant GP may be deemed a beneficial owner of the securities held by Investor A. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor A except to the extent of his or its pecuniary interest therein. |
(4) | Shares are held by Investor B. |
(5) | Conversant GP is the general partner of Investor B and Conversant Capital is the investment manager to Investor B. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, each of Mr. Simanovsky, Conversant Capital and Conversant GP may be deemed a beneficial owner of the securities held by Investor B. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor B except to the extent of his or its pecuniary interest therein. |
(6) | Shares are held by Aggregator A. |
(7) | Conversant Private GP LLC ("Conversant Private GP") is the general partner of Aggregator A and Conversant Capital is the investment manager to Aggregator A. Mr. Simanovsky is the managing member of Conversant Capital and Conversant Private GP. By virtue of these relationships, each of Mr. Simanovsky, Conversant Capital and Conversant Private GP may be deemed a beneficial owner of the securities held by Aggregator A. Mr. Simanovsky, Conversant Capital, and Conversant Private GP each disclaims beneficial ownership of the securities held by Aggregator A except to the extent of his or its pecuniary interest therein. |