02/08/2024 | Press release | Distributed by Public on 02/08/2024 22:01
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 | |
Kennedy Lewis GP III LLC 225 LIBERTY STREET, SUITE 4210 NEW YORK, NY10281 |
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Kennedy Lewis Investment Holdings II LLC 225 LIBERTY STREET, SUITE 4210 NEW YORK, NY10281 |
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KLIM Delta HQC3 LP 225 LIBERTY STREET, SUITE 4210 NEW YORK, NY10281 |
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KLCP Fund III (EU) Master AIV LP 225 LIBERTY STREET, SUITE 4210 NEW YORK, NY10281 |
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CHENE DAVID 225 LIBERTY STREET, SUITE 4210 NEW YORK, NY10281 |
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Richman Darren 225 LIBERTY STREET, SUITE 4210 NEW YORK, NY10281 |
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KENNEDY LEWIS GP III LLC, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person | 2024-08-02 |
**Signature of Reporting Person | Date |
KENNEDY LEWIS INVESTMENT HOLDINGS II LLC, Name: /s/ Anthony Pasqua, Title: Authorized Person | 2024-08-02 |
**Signature of Reporting Person | Date |
KLIM DELTA HQC3 LP, By: Kennedy Lewis GP III LLC, its general partner, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person | 2024-08-02 |
**Signature of Reporting Person | Date |
KLCP FUND III (EU) MASTER AIV LP, By: Kennedy Lewis GP III LLC, its general partner, By: Kennedy Lewis Investment Holdings II LLC, its managing member, Name: /s/ Anthony Pasqua, Title: Authorized Person | 2024-08-02 |
**Signature of Reporting Person | Date |
DAVID CHENE, Name: /s/ David Chene | 2024-08-02 |
**Signature of Reporting Person | Date |
DARREN RICHMAN, Name: /s/ Darren Richman | 2024-08-02 |
**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) | On July 31, 2024, Douglas Elliman Inc. (the "Issuer") granted 58,975 shares of restricted Common Stock to David Chene, a member of the Issuer's Board of Directors (the "Board") in respect of his service on the Board. Mr. Chene holds the shares of restricted Common Stock for the benefit of KLIM Delta HQC3 LP ("KLIM Delta") and KLCP Fund III (EU) Master AIV LP ("KLCP Fund III", and together with KLIM Delta, the "Funds"). Because Mr. Chene serves on the Board as a representative of the Funds and their affiliates, Mr. Chene does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position and the Funds are entitled to an indirect proportionate pecuniary interest in any securities granted to Mr. Chene by the Issuer in respect of Mr. Chene's Board position. |
(2) | (Continued from Footnote 1) Mr. Chene disclaims any direct beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Chene had any economic interest in such securities except any indirect economic interest through interests in the Funds and their affiliates. The restricted stock award was granted under the Issuer's 2021 Management Incentive Plan, and vests in two equal annual installments on each of July 31, 2025 and July 31, 2026, subject to Mr. Chene's continued service through each such vesting date or earlier vesting upon Mr. Chene's death or disability or a change-of-control. |
(3) | The 58,975 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest. |
(4) | As described in footnotes (1), (2) and (3), the reported securities represent shares of restricted Common Stock in which KLIM Delta may be deemed to have an indirect proportionate pecuniary interest. |
(5) | As described in footnotes (1), (2) and (3), the reported securities represent shares of restricted Common Stock in which KLCP Fund III may be deemed to have an indirect proportionate pecuniary interest. |
(6) | Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Kennedy Lewis Investment Holdings II LLC ("Holdings II") is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by the Funds due to their relationship with the Funds. |
(7) | For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman is the beneficial owner of such securities for purposes of Section 16 or any other purpose. |