PE Holder, L.L.C. - 08 May 2024 Form 4 Insider Report for TPG RE Finance Trust, Inc. (TRTX)

Role
10%+ Owner
Signature
PE HOLDER, L.L.C., By: /s/ Ethan Bing, Managing Director
Issuer symbol
TRTX
Transactions as of
08 May 2024
Net transactions value
+$1.56
Form type
4
Filing time
10 May 2024, 16:16:27 UTC
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TRTX Common Stock Exercise of in-the-money or at-the-money derivative security $82,680,000 +12,000,000 $6.89 12,000,000 08 May 2024 Direct F1
transaction TRTX Common Stock Sale $82,679,998 -9,352,941 -78% $8.84 2,647,059 08 May 2024 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TRTX Warrants (right to buy) Exercise of in-the-money or at-the-money derivative security $0 -12,000,000 -100% $0.000000* 0 08 May 2024 Common Stock 12,000,000 $6.89 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

PE Holder, L.L.C. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Represents securities held by PE Holder, L.L.C. PE Holdings, L.L.C. is the sole member of PE Holder, L.L.C. SOF-XI U.S. Public MAR Holdings L.P. is the sole member of PE Holdings, L.L.C. Starwood XI Management Holdings GP, L.L.C. is the general partner of SOF-XI U.S. Public MAR Holdings L.P. Starwood XI Management, L.P. is the sole member of Starwood XI Management Holdings GP, L.L.C. Starwood XI Management GP, L.L.C. is the general partner of Starwood XI Management, L.P. Starwood Capital Group Global II, L.P. is the sole member of Starwood XI Management GP, L.L.C. SCGG II GP, L.L.C. is the general partner of Starwood Capital Group Global II, L.P. Starwood Capital Group Holdings GP, L.L.C. is the sole member of SCGG II GP, L.L.C. BSS SCG GP Holdings, LLC is the sole member of Starwood Capital Group Holdings GP, L.L.C. Barry S. Sternlicht is the managing member of BSS SCG GP Holdings, LLC.
F2 On May 8, 2024, PE Holder, L.L.C. exercised a warrant to purchase 12,000,000 shares of the Issuer's common stock at an adjusted exercise price of $6.89 per share. PE Holder, L.L.C. paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 9,352,941 of the warrant shares to pay the exercise price and issuing to PE Holder, L.L.C. the remaining 2,647,059 shares.

Remarks:

This Form 4 is being filed in conjunction with the Form 4 filed simultaneously by: Starwood Capital Group Global II, L.P.; SCGG II GP, L.L.C; Starwood Capital Group Holdings GP, L.L.C.; BSS SCG GP Holdings, LLC; and Barry S. Sternlicht. These Forms 4 are being filed separately due to a 10-reporting-person limit imposed on Forms 4 by the SEC EDGAR filing system.